final official statement dated april 6, 2016 new … · final official statement dated april 6,...

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FINAL OFFICIAL STATEMENT DATED APRIL 6, 2016 NEW ISSUE Moody’s: Aa2 In the opinion of Dickinson Wright PLLC, Bond Counsel, subject to compliance with certain covenants, under existing law, (i) the interest on the City of Wyoming’s (the “City”) Water Supply System Revenue Refunding Bonds, Series 2016 (the “Bonds”) is excluded from gross income for federal income tax purposes except as described under “Tax Matters,” herein and (ii) the Bonds and the interest thereon are exempt from all taxation by the State of Michigan or by any taxing authority within the State of Michigan, except estate taxes and taxes on gains realized from the sale, payment or other disposition thereof. See “TAX MATTERS” herein and Appendix F hereto. $21,765,000 CITY OF WYOMING County of Kent, State of Michigan WATER SUPPLY SYSTEM REVENUE REFUNDING BONDS, SERIES 2016 CERTAIN BOND DETAILS Registration .............................................................. Book-Entry Only Due ..................................... June 1, Serially, See Inside Front Cover Denominations ........................................ $5,000 or Multiples Thereof Interest....... Payable December 1, 2016 and Semiannually Thereafter Dated......................................................................... Date of Delivery Optional Redemption ...........................................June 1, 2026 at Par AUTHORIZATION, PURPOSE AND SECURITY The Bonds are being issued pursuant to Act 94 of the Michigan Public Acts of 1933, as amended (“Act 94”), and various Ordinances of the City, including Ordinance No. 7-16 (the “Ordinances”). Bond proceeds are being used (i) to advance refund the City’s Water Supply System Revenue Bonds, Series 2007, dated March 1, 2007 (the “2007 Bonds”), maturing in the years 2018 through and including 2032 (the “2007 Bonds to be Refunded”), on June 1, 2017 (the “2007 Refunding”), (ii) to advance refund the City’s Water Supply System Revenue Bonds, Series 2008, dated August 7, 2008 (the “2008 Bonds”), maturing in the years 2019 through and including 2028 (the “2008 Bonds to be Refunded”), on June 1, 2018 (the “2008 Refunding”), and (iii) to pay certain expenses relating to the issuance of the Bonds. The Bonds are payable solely from the net revenues of the City’s water supply system (the “System”) and any additions or supplements thereto, including earnings on investments as described in the Ordinances and in Section 3 of Act 94 (the “Net Revenues”). A statutory first lien on the Net Revenues as security for the Bonds has been established by the Ordinances. The Bonds and said lien are of equal standing and priority with the Outstanding Bonds, as hereinafter defined. The Bonds are self-liquidating revenue bonds and do not constitute a general obligation of the City. The City has covenanted and agreed to fix and maintain at all times while any of the Bonds and the Outstanding Bonds shall be outstanding, such rates for service furnished by the System as shall be sufficient to provide for payment of the necessary expenses of operation, maintenance and administration of the System, to produce Net Revenues equal to not less than one hundred twenty percent (125%) of the average annual principal and interest on the Bonds and the Outstanding Bonds when due, to maintain a Bond Reserve Account therefor, and to provide for such other expenditures and funds for the System as are required by the Ordinances. BOOK-ENTRY ONLY SYSTEM The Bonds are issued only as fully registered bonds without coupons and, when issued, will be registered in the name of Cede & Co., as Bondholder and nominee for The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the Bonds. Purchases of beneficial interests in the Bonds will be made in book-entry only form in the denomination of $5,000 or any integral multiple thereof within a maturity. Purchasers of beneficial interests in the Bonds (the “Beneficial Owners”) will not receive certificates representing their beneficial interest in the Bonds purchased. So long as Cede & Co. is the Bondholder, as nominee of DTC, references herein to the Bondholders or registered owners shall mean Cede & Co., as aforesaid, and shall not mean the Beneficial Owners of the Bonds. See “THE BONDS-Book-Entry Only System” herein. The Bonds will be offered when, as and if issued by the City and accepted by the Underwriters, identified below, subject to the approving opinion of Dickinson Wright PLLC, Grand Rapids, Michigan, Bond Counsel. Certain legal matters will be passed upon by Collins & Blaha, P.C., Farmington Hills, Michigan, counsel to the Underwriters. The Bonds are expected to be ready for delivery through DTC on or about April 27, 2016. Underwriters: HUTCHINSON, SHOCKEY, ERLEY & CO. WILLIAM BLAIR & COMPANY, L.L.C. Financial Advisor: ROBERT W. BAIRD & CO. This cover page contains certain information for quick reference only. It is not a summary of the Bonds. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision.

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Page 1: FINAL OFFICIAL STATEMENT DATED APRIL 6, 2016 NEW … · final official statement dated april 6, 2016 . new issue moody’s: aa2

FINAL OFFICIAL STATEMENT DATED APRIL 6, 2016 NEW ISSUE Moody’s: Aa2 In the opinion of Dickinson Wright PLLC, Bond Counsel, subject to compliance with certain covenants, under existing law, (i) the interest on the City of Wyoming’s (the “City”) Water Supply System Revenue Refunding Bonds, Series 2016 (the “Bonds”) is excluded from gross income for federal income tax purposes except as described under “Tax Matters,” herein and (ii) the Bonds and the interest thereon are exempt from all taxation by the State of Michigan or by any taxing authority within the State of Michigan, except estate taxes and taxes on gains realized from the sale, payment or other disposition thereof. See “TAX MATTERS” herein and Appendix F hereto.

$21,765,000 CITY OF WYOMING

County of Kent, State of Michigan WATER SUPPLY SYSTEM REVENUE REFUNDING BONDS, SERIES 2016

CERTAIN BOND DETAILS

Registration .............................................................. Book-Entry Only Due ..................................... June 1, Serially, See Inside Front Cover Denominations ........................................ $5,000 or Multiples Thereof Interest ....... Payable December 1, 2016 and Semiannually Thereafter Dated ......................................................................... Date of Delivery Optional Redemption ...........................................June 1, 2026 at Par

AUTHORIZATION, PURPOSE AND SECURITY

The Bonds are being issued pursuant to Act 94 of the Michigan Public Acts of 1933, as amended (“Act 94”), and various Ordinances of the City, including Ordinance No. 7-16 (the “Ordinances”). Bond proceeds are being used (i) to advance refund the City’s Water Supply System Revenue Bonds, Series 2007, dated March 1, 2007 (the “2007 Bonds”), maturing in the years 2018 through and including 2032 (the “2007 Bonds to be Refunded”), on June 1, 2017 (the “2007 Refunding”), (ii) to advance refund the City’s Water Supply System Revenue Bonds, Series 2008, dated August 7, 2008 (the “2008 Bonds”), maturing in the years 2019 through and including 2028 (the “2008 Bonds to be Refunded”), on June 1, 2018 (the “2008 Refunding”), and (iii) to pay certain expenses relating to the issuance of the Bonds. The Bonds are payable solely from the net revenues of the City’s water supply system (the “System”) and any additions or supplements thereto, including earnings on investments as described in the Ordinances and in Section 3 of Act 94 (the “Net Revenues”). A statutory first lien on the Net Revenues as security for the Bonds has been established by the Ordinances. The Bonds and said lien are of equal standing and priority with the Outstanding Bonds, as hereinafter defined. The Bonds are self-liquidating revenue bonds and do not constitute a general obligation of the City. The City has covenanted and agreed to fix and maintain at all times while any of the Bonds and the Outstanding Bonds shall be outstanding, such rates for service furnished by the System as shall be sufficient to provide for payment of the necessary expenses of operation, maintenance and administration of the System, to produce Net Revenues equal to not less than one hundred twenty percent (125%) of the average annual principal and interest on the Bonds and the Outstanding Bonds when due, to maintain a Bond Reserve Account therefor, and to provide for such other expenditures and funds for the System as are required by the Ordinances.

BOOK-ENTRY ONLY SYSTEM

The Bonds are issued only as fully registered bonds without coupons and, when issued, will be registered in the name of Cede & Co., as Bondholder and nominee for The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the Bonds. Purchases of beneficial interests in the Bonds will be made in book-entry only form in the denomination of $5,000 or any integral multiple thereof within a maturity. Purchasers of beneficial interests in the Bonds (the “Beneficial Owners”) will not receive certificates representing their beneficial interest in the Bonds purchased. So long as Cede & Co. is the Bondholder, as nominee of DTC, references herein to the Bondholders or registered owners shall mean Cede & Co., as aforesaid, and shall not mean the Beneficial Owners of the Bonds. See “THE BONDS-Book-Entry Only System” herein. The Bonds will be offered when, as and if issued by the City and accepted by the Underwriters, identified below, subject to the approving opinion of Dickinson Wright PLLC, Grand Rapids, Michigan, Bond Counsel. Certain legal matters will be passed upon by Collins & Blaha, P.C., Farmington Hills, Michigan, counsel to the Underwriters. The Bonds are expected to be ready for delivery through DTC on or about April 27, 2016.

Underwriters:

HUTCHINSON, SHOCKEY, ERLEY & CO. WILLIAM BLAIR & COMPANY, L.L.C.

Financial Advisor:

ROBERT W. BAIRD & CO.

This cover page contains certain information for quick reference only. It is not a summary of the Bonds. Investors must read the entire Official

Statement to obtain information essential to the making of an informed investment decision.

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$21,765,000 CITY OF WYOMING

County of Kent, State of Michigan WATER SUPPLY SYSTEM REVENUE REFUNDING BONDS, SERIES 2016

MATURITIES, INTEREST RATES AND YIELDS

Due

June 1 Principal Amount

Interest Rate

Priced To Yield

Cusip Number (1)

Due June 1

Principal Amount

Interest Rate

Priced to Yield

Cusip Number (1)

2018 2019 2020 2021 2022 2023 2024 2025

$ 885,000 1,175,000 1,240,000 1,290,000 1,350,000 1,405,000 1,490,000 1,560,000

2.000% 4.000 4.000 4.000 4.000 5.000 5.000 5.000

0.990% 1.150 1.310 1.450 1.620 1.780 1.900 2.040

983349HH7 983349HJ3 983349HK0 983349HL8 983349HM6 983349HN4 983349HP9 983349HQ7

2026 2027 2028 2029 2030 2031 2032

$1,640,000 1,720,000 1,800,000 1,460,000 1,520,000 1,585,000 1,645,000

5.000% 5.000 5.000 4.000 4.000 4.000 3.000

2.180% 2.330 (2) 2.420 (2) 2.680 (2) 2.730 (2) 2.780 (2) 3.100

983349HR5 983349HS3 983349HT1 983349HU8 983349HV6 983349HW4 983349HX2

_________ (1) Copyright 2016, American Bankers Association. CUSIP data herein are provided by Standard & Poor’s CUSIP Service Bureau, a division of the McGraw-Hill Companies, Inc. (2) Priced to first call date of June 1, 2026.

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REGARDING USE OF THIS OFFICIAL STATEMENT Certain information contained in this Official Statement has been obtained by the City of Wyoming (the “City”), the

Financial Advisor, the Underwriters, from DTC and other sources that are deemed to be reliable. No representation or warranty is made, however, as to the accuracy or completeness of such information by the City, the Financial Advisor or the Underwriters. Nothing contained in this Official Statement is or shall be relied on as a promise or representation by the City, the Financial Advisor or the Underwriters. This Official Statement is being used in connection with the sale of securities as referred to herein and may not be used, in whole or in part, for any other purpose. The delivery of this Official Statement at any time does not imply that information in it is correct as of any time subsequent to its date.

No dealer, broker, salesman, or other person has been authorized by the City, its Financial Advisor or by the Underwriters,

to give any information or to make any representations other than those contained herein, and if given or made, such other information or representations must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of any 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 Huntington National Bank, N.A., Grand Rapids, Michigan, by acceptance of its duties as Paying Agent, has not reviewed

this official statement and has made no representations as to the information contained herein. The Underwriters have reviewed the information in this Official Statement in accordance with, and as part of, their

responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of such information.

The Financial Advisor has reviewed the information in this Official Statement in accordance with, and as part of, its

responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Financial Advisor does not guarantee the accuracy or completeness of such information.

The information and expressions of opinion herein are subject to change without notice and neither the delivery of this

Official Statement nor any other sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the City.

In connection with the offering of the Bonds, the Underwriters may overallot or effect transactions that stabilize or maintain

the market price of the Bonds at a level above the level that might otherwise prevail in the open market. Such stabilizing, if commenced, may be discontinued at any time without notice. The prices and other terms respecting the offering and sale of the Bonds may be changed from time to time by the Underwriters after the Bonds are released for sale, and the Bonds may be offered and sold at prices other than the initial offering prices, including sales to dealers who may sell the Bonds into investment accounts.

The Bonds have not been registered with the Securities and Exchange Commission under the Securities Act of 1933, as

amended, in reliance upon exemptions contained in such Act. The registration or qualification of the Bonds in accordance with the applicable provisions of securities laws of the states in which the Bonds have been registered or qualified and the exemption from registration or qualification in other state cannot be regarded as a recommendation thereof.

In making an investment decision, investors must rely on their own examination of the City’s financial records and the terms

of the offering, including the merits and risk involved. These securities have not been recommended by any federal or state securities commission or regulatory authority. Furthermore, the foregoing authorities have not confirmed the accuracy or determined the adequacy of this document. Any representation to the contrary is a criminal offense.

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(THIS PAGE IS INTENTIONALLY LEFT BLANK)

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TABLE OF CONTENTS Page

CITY OFFICIALS AND ADMINISTRATION ...................................................................................................... ii PROFESSIONAL SERVICES ................................................................................................................................ ii OFFICIAL STATEMENT ...................................................................................................................................... 1 INTRODUCTION ................................................................................................................................................... 1 THE FINANCING .................................................................................................................................................. 1

Purpose of the Bonds ......................................................................................................................................... 1 The Refundings .................................................................................................................................................. 1 The 2007 Bonds to be Refunded ........................................................................................................................ 2 The 2008 Bonds to be Refunded ........................................................................................................................ 2 Estimated Sources and Uses of Funds ................................................................................................................ 2

THE BONDS .......................................................................................................................................................... 3 Authorization and Security ................................................................................................................................. 3 Additional Bonds ............................................................................................................................................... 3 Bond Reserve Account ....................................................................................................................................... 3 Redemption Prior to Maturity ............................................................................................................................ 3 Notice and Manner of Redemption .................................................................................................................... 4 Registration, Payment and Transfer ................................................................................................................... 4 Book-Entry Only System ................................................................................................................................... 5 Transfer Outside Book-Entry Only System ........................................................................................................ 6

ABSENCE OF CERTAIN LITIGATION ............................................................................................................... 7 VERIFICATION OF ARITHMETICAL AND MATHEMATICAL COMPUTATIONS ...................................... 7 BOND RATING ..................................................................................................................................................... 7 BOND COUNSEL’S RESPONSIBILITY .............................................................................................................. 7 MUNICIPAL FINANCE QUALIFYING STATEMENT ....................................................................................... 7 TAX MATTERS ..................................................................................................................................................... 7 LEGAL MATTERS ................................................................................................................................................ 9 UNDERWRITING .................................................................................................................................................. 9 FINANCIAL ADVISOR TO THE CITY…………………………………………………………………………. 9 CONTINUING DISCLOSURE UNDERTAKING ............................................................................................... 10 OTHER MATTERS .............................................................................................................................................. 11 THE SYSTEM ................................................................................................................................................ APPENDIX A SELECTED WATER FUND INFORMATION ............................................................................................. APPENDIX B CITY OF WYOMING .................................................................................................................................... APPENDIX C BASIC FINANCIAL STATEMENTS AND RELATED NOTES ................................................................... APPENDIX D THE ORDINANCES ....................................................................................................................................... APPENDIX E FORM OF APPROVING OPINION ............................................................................................................... APPENDIX F FORM OF CONTINUING DISCLOSURE UNDERTAKING ....................................................................... APPENDIX G

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CITY OFFICIALS

Mayor Jack Poll

Council Members

Sam Bolt Dan Burrill Richard K. Pastoor Kent Vanderwood William VerHulst Joanne M. Voorhees

CITY ADMINISTRATION

City Manager Deputy City Manager Deputy Finance Director City Clerk Curtis Holt Heidi Isakson Rosa Ooms Kelli VandenBerg City Treasurer City Attorney Director of Public Works Andrea Boot Jack Sluiter William Dooley

___________________________________

City of Wyoming 1155 28th St., SW

Wyoming, Michigan 49509-0905

Phone: (616) 530-3170 Fax: (616) 530-3178 www.wyomingmi.gov

____________________________________

PROFESSIONAL SERVICES

Auditor: Rehmann Robson, LLC, Grand Rapids, Michigan Bond Counsel: Dickinson Wright PLLC, Detroit and Grand Rapids, Michigan

Financial Advisor: Robert W. Baird and Co., Traverse City, Michigan

Paying Agent and Escrow Agent: The Huntington National Bank, N.A., Grand Rapids, Michigan Verification Agent: Causey, Demgen and Moore, Certified Public Accountants, Denver, Colorado

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OFFICIAL STATEMENT of the

CITY OF WYOMING County of Kent, State of Michigan

Relating to its $21,765,000

WATER SUPPLY SYSTEM REVENUE REFUNDING BONDS, SERIES 2016

INTRODUCTION

This Official Statement, including the cover page hereof and the appendices hereto, is provided by the City of Wyoming (the “City”) for the purpose of setting forth information to all who may become registered owners of the City’s $21,765,000 Water Supply System Revenue Refunding Bonds, Series 2016 (the “Bonds”).

THE FINANCING Purpose of the Bonds

Proceeds from the sale of the Bonds will be used (i) to advance refund the City’s Water Supply System Revenue Bonds, Series 2007, dated March 1, 2007 (the “2007 Bonds”), maturing in the years 2018 through and including 2032 (the “2007 Bonds to be Refunded”), on June 1, 2017 (the “2007 Refunding”), (ii) to advance refund the City’s Water Supply System Revenue Bonds, Series 2008, dated August 7, 2008 (the “2008 Bonds”), maturing in the years 2019 through and including 2028 (the “2008 Bonds to be Refunded”), on June 1, 2018 (the “2008 Refunding”), and (iii) to pay certain expenses relating to the issuance of the Bonds (together with the 2007 Refunding and the 2008 Refunding, the “Financing”). The 2007 Bonds maturing on June 1, 2016 and June 1, 2017 and the 2008 Bonds maturing on June 1, 2016, June 1, 2017 and June 1, 2018 will not be refunded with the proceeds of the Bonds (the “Outstanding 2007 Bonds” and “Outstanding 2008 Bonds,” respectively). The Refundings Proceeds from the sale of the Bonds will be used, together with other moneys transferred by the City at the time of delivery of the Bonds, to establish an escrow fund (the “Escrow Fund”) consisting of cash and direct obligations of the United States of America (the “Government Obligations”). The Escrow Fund will be held by The Huntington National Bank, N.A. (the “Escrow Agent”) pursuant to an escrow agreement (the “Escrow Agreement”), which irrevocably directs the Escrow Agent to (i) make all payments of principal of and interest on the 2007 Bonds to be Refunded and the 2008 Bonds to be Refunded as the same shall become due at maturity or at call for redemption, and (ii) take all steps necessary to call the 2007 Bonds to be Refunded and the 2008 Bonds to be Refunded on their respective first call dates. The Escrow Fund will be in such amounts so that the cash and the principal and interest payments received on the Government Obligations will be sufficient, without reinvestment, to pay the principal of and interest on the 2007 Bonds to be Refunded and the 2008 Bonds to be Refunded as the same shall become due at maturity or at call for redemption. Proceeds of the Bonds not being used to pay the principal and interest on the 2007 Bonds to be Refunded and 2008 Bonds to be Refunded will be used to pay certain expenses related to the issuance of the Bonds. Principal and interest on the Outstanding Bonds are not being refunded with the proceeds of the Bonds.

The City has retained the services of Causey, Demgen and Moore, Denver, Colorado to review the Escrow Fund to verify (i) the mathematical computations of the adequacy of cash and certain obligations to be held in the Escrow Fund and used, together with the earnings thereon, to pay the principal of and interest on the 2007 Bonds to be Refunded and 2008 Bonds to be Refunded, and (ii) the computations of the yield on the 2007 Bonds to be Refunded and the 2008 Bonds to be Refunded and the yield of such obligations in the Escrow Fund, supporting the conclusion of Bond Counsel that the interest on the Bonds is excludable from gross income for Federal income tax purposes as indicated under the caption “TAX MATTERS,” herein.

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The 2007 Bonds to be Refunded

The following schedule sets forth the principal and interest requirements of the 2007 Bonds to be Refunded that are to be paid from the Escrow Fund.

City of Wyoming Escrow Fund Requirements 2007 Bonds to be Refunded

Redemption Date Principal Interest Total June 1, 2016 $ 0.00 $438,609.38 $438,609.38

December 1, 2016 0.00 438,609.38 438,609.38 June 1, 2017 20,330,000.00 438,609.38 20,768,609.38

Total $20,330,000.00 $1,315,828.14 $21,645,828.14 The 2008 Bonds to be Refunded

The following schedule sets forth the principal and interest requirements of the 2008 Bonds to be Refunded that are to be paid from the Escrow Fund.

City of Wyoming Escrow Fund Requirements 2008 Bonds to be Refunded

Redemption Date Principal Interest Total

June 1, 2016 $ 0.00 $91,171.88 $91,171.88 December 1, 2016 0.00 91,171.88 91,171.88

June 1, 2017 0.00 91,171.88 91,171.88 December 1, 2017 0.00 91,171.88 91,171.88

June 1, 2018 3,735,000.00 91,171.88 3,826,171.88 Total $3,735,000.00 $455,859.40 $4,190,859.40

Estimated Sources and Uses of Funds

Estimated Sources of Funds Par Value of the Bonds .....................................................................................................

$ 21,765,000

Reoffering Premium ......................................................................................................... 3,354,551.50 Transfers from Prior Issue Debt Service Fund ................................................................. 429,711.46 Transfer from Prior Debt Service Reserve Fund .............................................................. 335,943.76

Total Sources of Funds .............................................................................................. $ 25,885,206.72

Estimated Uses of Funds

Deposit to the Escrow Fund ............................................................................................. Underwriters’ Discount ....................................................................................................

$ 25,645,083.25 108,825.00

Costs of Issuance (1) ........................................................................................................ Total Sources of Funds ...............................................................................................

131,298.47 $ 25,885,206.72

(1) Includes legal, ratings, financial advisory, printing and other miscellaneous costs of issuance. Source: City of Wyoming

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THE BONDS Authorization and Security

The Bonds are being issued pursuant to Act 94 of the Michigan Public Acts of 1933, as amended (“Act 94”), and various Ordinances of the City, including Ordinance No. 7-16 (the “Ordinances”). The Bonds are payable solely from the net revenues of the City’s water supply system (the “System”) and any additions or supplements thereto, including earnings on investments as described in the Ordinances and in Section 3 of Act 94 (the “Net Revenues”). A statutory first lien on the Net Revenues as security for the Bonds has been established by the Ordinances. The Bonds and said lien are of equal standing and priority with the City’s Water Supply System Revenue Bonds, Series 2006 in the outstanding principal amount of $3,695,000, the City’s 2007 Bonds in the outstanding principal amount of $1,830,000, the City’s 2008 Bonds in the outstanding principal amount of $705,000, the City’s Water Supply System Revenue Refunding Bonds, Series 2010 in the outstanding principal amount of $3,695,000, the City’s Water Supply System Revenue Refunding Bonds, Series 2012 in the outstanding principal amount of $2,255,000, the City’s Water Supply System Revenue Refunding Bonds, Series 2013 in the outstanding principal amount of $510,000 and the City’s Water Supply System Revenue Refunding Bonds, Series 2014 in the outstanding principal amount of $2,830,000 (collectively, the “Outstanding Bonds”). The Bonds are self-liquidating revenue bonds and do not constitute a general obligation of the City. The City has covenanted and agreed to fix and maintain at all times while any of the Bonds and the Outstanding Bonds shall be outstanding, such rates for service furnished by the System as shall be sufficient to provide for payment of the necessary expenses of operation, maintenance and administration of the System, to produce Net Revenues equal to not less than one hundred twenty-five percent (125%) of the average annual principal and interest on the Bonds and the Outstanding Bonds when due, to maintain a Bond Reserve Account therefor, and to provide for such other expenditures and funds for the System as are required by the Ordinances.

For an estimated cash flow of the System and a complete description of the funds and accounts and flow of funds, reference is made to the System and the Ordinances attached hereto as Appendix A and Appendix E, respectively.

The registered holder or holders of the Bonds representing in the aggregate not less than twenty percent (20%) of the entire principal amount thereof then outstanding, may, by suit, action, mandamus or other proceedings, protect and enforce the statutory lien upon the Net Revenues of the System, and may, by suit, action, mandamus or other proceedings, enforce and compel performance of all duties of the officers of the City, including the fixing of sufficient rates, the collection of revenues, the proper segregation of the revenues of the System and the proper application thereof. The statutory lien upon the Net Revenues, however, shall not be construed as to compel the sale of the System or any part thereof.

The rights or remedies of bondholders may be affected by bankruptcy, insolvency, fraudulent conveyance or other laws affecting creditors' rights generally now existing or hereafter enacted and by the application of general principles of equity including those relating to equitable subordination. Additional Bonds

The City has reserved the right, in accordance with the provisions of Act 94, to issue additional bonds payable from the Net Revenues which shall be of equal standing and priority of lien on the Net Revenues with the Bonds and the Outstanding Bonds, but only for subsequent additions, extensions of and improvements to the System or for the purpose of refunding any bonds then outstanding (the "Additional Bonds"). Bonds for such purposes shall not be issued unless the average Net Revenues (as defined in the Ordinances attached hereto as Appendix E) of the System for the then last two (2) preceding twelve month operating years, shall be equal to at least one hundred twenty-five (125%) percent of the average amount of principal and interest thereafter maturing in any operating year on the then Outstanding Bonds and on the Additional Bonds then being issued. If the Additional Bonds are to be issued in whole or in part for refunding Outstanding Bonds the maximum annual principal and interest requirement shall be determined by deducting from the aforesaid principal and interest requirements any Bonds to be refunded with the proceeds of the Additional Bonds.

For a complete description for the terms upon which Additional Bonds may be issued, reference is made to the Ordinances attached hereto as Appendix E. Bond Reserve Account

Upon the issuance of the Bonds, the bond reserve account established with respect to the Outstanding Bonds (the "Bond Reserve Account") shall be adjusted so that the Bond Reserve Account will be equal to the lesser of (1) the maximum annual

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debt service due on the Bonds and the Outstanding Bonds, (2) 10% of the principal amount of the Bonds and the Outstanding Bonds or (3) 125% of the average annual debt service on the Bonds and the Outstanding Bonds. Except as provided in the Ordinances, the monies credited to the Bond Reserve Account shall be used solely for the payment of the principal of and interest on the Bonds and the Outstanding Bonds as to which there would otherwise be a default. If at any time it shall be necessary to use monies credited to the Bond Reserve Account for such payment, then the monies so used shall be replaced from the Net Revenues first received thereafter which are not required for current principal and interest requirements. If Additional Bonds from time to time are issued, each Ordinance authorizing the Additional Bonds shall provide for additional deposits to the Bond Reserve Account to be made in an amount that will result in the Bond Reserve Account being equal to the lesser of (1), (2), or (3) above after issuance of the Additional Bonds.

For a complete description of the funds and accounts and flow of funds, reference is made to the Ordinances attached hereto as Appendix E. Redemption Prior to Maturity

The Bonds maturing in the years 2018 through 2026, inclusive, shall not be subject to optional redemption prior to maturity. The Bonds, or portions of Bonds in multiples of $5,000 maturing in the years 2027 through 2032, inclusive, shall be subject to redemption at the option of the City in such order of maturity as the City shall determine and within a single maturity by lot, on any date on or after June 1, 2026 at par plus accrued interest to the date fixed for redemption. Notice and Manner of Redemption Notice of redemption for any Bond shall be given at least thirty (30) days prior to the date fixed for redemption by mail to the registered holder thereof at the address shown on the registration books of the City maintained by the Paying Agent. The Bonds shall be called for redemption in multiples of $5,000. The Bonds in denominations of more than $5,000 shall be treated as representing the number of Bonds obtained by dividing the denomination of the Bond by $5,000 within a maturity. The Bonds may be redeemed in part. In the event of redemption of the Bonds in part, upon surrender of the Bond to be redeemed a new Bond or Bonds in aggregate principal amount equal to the unredeemed portion of the Bond surrendered shall be issued to the registered owner thereof. No further interest payment on the Bonds or portions of the Bonds called for redemption shall accrue after the date fixed for redemption, whether presented for redemption or not, provided the City has funds on hand with the Paying Agent to redeem the same. Registration, Payment and Transfer The Bonds are issuable only as fully registered Bonds without coupons, and when issued, will be registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the Bonds. Purchases of beneficial interests in the Bonds will be made in book-entry only form, in the denomination of $5,000 or any integral multiple thereof within a maturity. Purchasers will not receive certificates representing their beneficial interest in the Bonds purchased. So long as Cede & Co. is the Bondholder, as nominee for DTC, references herein to the Bondholders or registered owners shall mean Cede & Co., as aforesaid, and shall not mean the Beneficial Owners (as hereinafter defined) the Bonds. See “Book-Entry Only System” herein. The Bonds will be issued in the original aggregate principal amounts as shown on the cover of this Official Statement. The Bonds will be dated as of their date of delivery, and will bear interest from that date. Interest on the Bonds shall be payable semiannually on June 1 and December 1 of each year commencing on December 1, 2016. Interest on the Bonds shall be computed using a 360-day year and twelve 30-day months and the Bonds will mature on the dates and in the principal amounts and will bear interest at the rates as set forth on the cover of this Official Statement. The Bonds will be registered Bonds in the denomination of $5,000 or multiples thereof not exceeding for each maturity the principal amount of such maturity. The principal and interest shall be payable at the designated office of The Huntington National Bank N.A. Grand Rapids, Michigan (the “Paying Agent”), or such other paying agent as the City may hereafter designate by notice mailed to the Bondholders. So long as DTC or its nominee, Cede & Co., is the Bondholder, such payments will be made directly to DTC. Disbursement of such payments to the Beneficial Owners (as hereinafter defined) is the responsibility of DTC Participants and Indirect Participants (both as hereinafter defined), as more fully described below. Interest shall be paid when due by check or draft mailed to the registered owners of Bonds as shown on the registration books as of the close of business on the 15th day of the calendar month preceding the payment date for each interest payment, provided that if such day is a Saturday, Sunday or legal holiday in the State of Michigan (the “State”) on the day next preceding such 15th day of the month which is not a Saturday, Sunday or legal holiday in the State.

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Book-Entry Only System

The information in this section has been furnished by DTC. No representation is made by the City, the Financial Advisor, Bond Counsel, the Paying Agent, or the Underwriters as to the completeness or accuracy of such information or as to the absence of material adverse changes in such information subsequent to the date hereof. No attempt has been made by the City, its Bond Counsel, the Paying Agent, the Financial Advisor or the Underwriters to determine whether DTC is or will be financially or otherwise capable of fulfilling its obligations. Neither the City nor the Paying Agent will have any responsibility or obligation to DTC participants, indirect participants or the persons for which they act as nominees with respect to the Bonds, or for any principal or interest payment thereof.

The DTC, New York, NY 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 issues, 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 companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has a Standard & Poor’s rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com.

Purchases of 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 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 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 registrar and request that copies of the notices be provided directly to them.

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Redemption notices shall be sent to DTC. If less than all of the Bonds within a maturity are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such maturity to be redeemed. Neither DTC nor Cede & Co. (nor such other DTC nominee) will consent or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC’s Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Redemption proceeds, distributions and dividend payments 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 Paying Agent, on payable date in accordance with their respective holdings on DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as in 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 requires as may be in effect from time to time. Payments of redemption proceeds, distributions and divided 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 Paying Agent, disbursement of such payments to Direct Participants shall be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants. DTC may discontinue providing its services as securities 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 to DTC.

The City may decide to discontinue use of the system of book-entry only transfers through DTC (or a successor securities depository). In that event, Bond certificates will be printed and delivered to DTC. The City, Bond Counsel, the Paying Agent, the Financial Advisor and the Underwriters cannot and do not give any assurances that DTC, the Direct Participants or the Indirect Participants will distribute to the Beneficial Owners of the Bonds (i) payments of principal of or interest on the Bonds, (ii) any document representing or confirming beneficial ownership interests in the Bonds, or (iii) notices sent to DTC or Cede & Co. its nominee, as the registered owner of the Bonds, or that it 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 “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 the Participants are on file with DTC. The information in this section concerning DTC and DTC's book-entry system has been obtained from sources that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. Neither the City, Bond Counsel, the Paying Agent, the Financial Advisor nor the Underwriters will have any responsibility or obligation to any Direct Participant, Indirect Participant or any Beneficial Owner or any other person with respect to: (a) the Bonds; (b) the accuracy of any records maintained by DTC or any Direct Participant or Indirect Participant; (c) the payment by DTC to any Participant, or by any Direct Participant or Indirect Participant to any Beneficial Owner of any amount due with respect to the principal of or interest on the Bonds; (d) the delivery by DTC to any participant, or by and Direct Participant or Indirect Participant to any Beneficial Owner of any notice which is required or permitted under the terms of the authorizing resolution for each issue to be given to Bondholders; (e) the selection of the Beneficial Owners to receive payment in the event of any partial redemption of the Bonds; or (f) any consent given or other action taken by DTC as Bondholder. Transfer Outside Book-Entry Only System In the event the book-entry only system is discontinued, the following provisions would apply to the Bonds. The Paying Agent will act as paying agent and bond registrar and shall keep the registration books for the Bonds (the “Bond Register”) at its designated corporate trust office. Subject to the further conditions contained in the Ordinances, the Bonds may be transferred or exchanged for one or more Bonds in different authorized denominations upon surrender thereof at the designated corporate trust office of the Paying Agent by the registered owners or their duly authorized attorneys; upon surrender of any Bonds to be transferred or exchanged, the Paying Agent shall record the transfer or exchange in the Bond Register and shall authenticate replacement bonds in authorized denominations; the Paying Agent shall not be required to effect or register any transfer or exchange of any Bond which has been selected for such redemption, except the Bonds properly surrendered for partial

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redemption may be exchanged for new Bonds in authorized denominations equal in the aggregate to the unredeemed portion; the City and Bond Paying Agent shall be entitled to treat the registered owners of the Bonds, as their names appear in the Bond Register as of the appropriate dates, as the owner of such Bonds for all purposes under the Ordinances. No transfer or exchange made other than as described above and in the Ordinances shall be valid or effective for any purposes under the Ordinances.

ABSENCE OF CERTAIN LITIGATION Simultaneously with the delivery of the Bonds the City will certify that there are no actions, proceedings or investigations at law or in equity before or by any court, public board or body, either actual or threatened, which would adversely affect the issuance of the Bonds or materially affect the City’s ability to pay the principal of and interest thereon.

VERIFICATION OF ARITHMETICAL AND MATHEMATICAL COMPUTATIONS

The arithmetical computations of (i) the adequacy of the principal of and interest on the obligations to be purchased with the proceeds of the Bonds to pay the principal and interest due on the 2007 Bonds to be Refunded and the 2008 Bonds to be Refunded at the time of their redemption, and (ii) the computations of the yield on the 2007 Bonds to be Refunded and the 2008 Bonds to be Refunded, and the yield of such obligations in the Escrow Fund, have been verified by Causey, Demgen and Moore, Certified Public Accountants, based upon information supplied by the City and the Underwriters.

BOND RATING

Moody’s Investors Service, Inc. has assigned a rating of “Aa2” to the Bonds. The City has furnished to this rating agency certain materials and information in addition to that provided here. Generally, rating agencies base their ratings on such information and materials, and on investigations, studies and assumptions by the rating agencies. The above rating reflects the independent judgment of the rating agency and there is no assurance that such rating will prevail for any given period of time or that it will not be revised downward or withdrawn entirely by such rating agency, if, in the judgment of such rating agency, circumstances so warrant. Any such downward revision or withdrawal of such rating may have an adverse effect on the market price of the Bonds.

BOND COUNSEL’S RESPONSIBILITY

The fees of Dickinson Wright PLLC (“Bond Counsel”) for services rendered in connection with its approving opinion are expected to be paid from the proceeds of the Bonds. Except to the extent necessary to issue its approving opinion as to the validity of the Bonds and except as stated below, Bond Counsel has not been retained to examine or review and has not examined or reviewed any financial documents, statements or materials that have been or may be furnished in connection with the authorization, issuance or marketing of the Bonds, and accordingly will not express any opinion with respect to the accuracy or completeness of any such financial documents, statements or materials.

Bond Counsel has reviewed the statements made under the captions entitled “THE FINANCING,” “THE BONDS”

(excluding information pertaining to DTC and Book-Entry Only System), “LEGAL MATTERS,” “TAX MATTERS,” “BOND COUNSEL’S RESPONSIBILITY,” and “CONTINUING DISCLOSURE” (except for the last paragraph thereof). Bond Counsel has not been retained for review and has not reviewed any other portions of the Official Statement for accuracy or completeness and has not made inquiry of any official or employee of the City, or any other person and has made no independent verification of such portions hereof, and further has not expressed and will not express an opinion as to any portions hereof.

MUNICIPAL FINANCE QUALIFYING STATEMENT

The City has received a letter from the Department of Treasury of the State of Michigan stating that the City is in material compliance with the criteria of the Revised Municipal Finance Act, Act No. 34, Public Acts of Michigan, 2001, as amended, for a municipality to be granted qualified status. The City may therefore proceed to issue the Bonds without further approval from the Department of Treasury of the State of Michigan.

TAX MATTERS

In the opinion of Dickinson Wright PLLC, Bond Counsel, based on its examination of the documents described in its opinion, under existing law, the interest on the Bonds (a) is excluded from gross income for federal income tax purposes, and (b) is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations; however, it should be noted that certain corporations must take into account interest on the Bonds in determining adjusted current earnings for

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purposes of computing such alternative minimum tax. The opinion set forth in clause (a) above is subject to the condition that the City comply with all requirements of the Internal Revenue Code of 1986, as amended (the “Code”), that must be satisfied subsequent to the issuance of the Bonds in order that interest thereon be (or continue to be) excluded from gross income for federal income tax purposes. Failure to comply with such requirements could cause the interest on the Bonds to be included in gross income retroactive to the date of issuance of the Bonds. The City has covenanted to comply with all such requirements. Bond Counsel will express no opinion regarding other federal tax consequences arising with respect to the Bonds and the interest thereon.

Prospective purchasers of the Bonds should be aware that (i) interest on the Bonds is included in the effectively connected earnings and profits of certain foreign corporations for purposes of calculating the branch profits tax imposed by Section 884 of the Code, (ii) interest on the Bonds may be subject to a tax on excess net passive income of certain S corporations imposed by Section 1375 of the Code, (iii) interest on the Bonds is included in the calculation of modified adjusted gross income for purposes of determining taxability of social security or railroad retirement benefits, (iv) the receipt of interest on the Bonds by life insurance companies may affect the federal tax liability of such companies, (v) in the case of property and casualty insurance companies, the amount of certain loss deductions otherwise allowed is reduced by a specific percentage of, among other things, interest on the Bonds, (vi) registered owners acquiring the Bonds subsequent to initial issuance will generally be required to treat market discount recognized under Section 1276 of the Code as ordinary taxable income, (vii) the receipt or accrual of interest on the Bonds may cause disallowance of the earned income credit under Section 32 of the Code, (viii) interest on the Bonds is subject to backup withholding under Section 3406 of the Code in the case of registered owners that have not reported a taxpayer identification number and are not otherwise exempt from backup withholding, and (ix) registered owners of the Bonds may not deduct interest on indebtedness incurred or continued to purchase or carry the Bonds, and financial institutions may not deduct that portion of their interest expense allocated to interest on the Bonds.

In the opinion of Dickinson Wright PLLC, Bond Counsel, based on its examination of the documents described in its opinion, under existing law, the Bonds and the interest thereon are exempt from all taxation by the State of Michigan or by any taxing authority within the State of Michigan, except estate taxes, and taxes on gains realized from the sale, payment or other disposition thereof. Tax Treatment of Accruals on Original Issue Discount Bonds

For federal income tax purposes, the difference between the initial offering prices to the public (excluding bond houses and brokers) at which a substantial amount of the Bonds initially sold at a discount as shown on the inside front cover hereof (the “OID Bonds”) is sold and the amount payable at the stated redemption price at maturity thereof constitutes “original issue discount.” Such discount is treated as interest excluded from federal gross income to the extent properly allocable to each registered owner thereof. The original issue discount accrues over the term to maturity of each such OID Bond on the basis of a constant interest rate compounded at the end of each six-month period (or shorter period from the date of original issue) with straight line interpolations between compounding dates. The amount of original issue discount accruing during each period is added to the adjusted basis of such OID Bonds to determine taxable gain upon disposition (including sale, redemption or payment on maturity) of such OID Bonds.

The Code contains certain provisions relating to the accrual of original issue discount in the case of registered owners of the OID Bonds who purchase such bonds after the initial offering of a substantial amount thereof. Registered owners who do not purchase such OID Bonds in the initial offering at the initial offering and purchase prices should consult their own tax advisors with respect to the tax consequences of ownership of such OID Bonds. Amortizable Bond Premium

For federal income tax purposes, the difference between an original registered owner’s cost basis of the Bonds initially sold at a premium as shown on the inside front cover hereof (the “Original Premium Bonds”) and the amounts payable on the Original Premium Bonds other than stated interest constitutes an amortizable bond premium. The same applies with respect to any Bond, if a registered owner’s cost basis exceeds the amounts payable thereon other than stated interest (collectively with the Original Premium Bonds held by the original registered owners, “Premium Bonds”). Such amortizable bond premium is not deductible from gross income, but is taken into account by certain corporations in determining adjusted current earnings for the purpose of computing the alternative minimum tax, which may also affect liability for the branch profits tax imposed by Section 884 of the Code. The amount of amortizable bond premium allocable to each taxable year is generally determined on the basis of the registered owner’s yield to maturity determined by using the registered owner’s basis (for purposes of determining loss on sale or exchange) of such Premium Bonds and compounding at the close of each six-month accrual period. The amount of amortizable bond premium allocable to each taxable year is deducted from the registered owner’s adjusted basis of such Premium Bonds to determine taxable gain upon

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disposition (including sale, redemption or payment at maturity) of such Premium Bonds.

Future Developments

NO ASSURANCE CAN BE GIVEN THAT ANY FUTURE LEGISLATION OR CLARIFICATIONS OR AMENDMENTS TO THE CODE, IF ENACTED INTO LAW, WILL NOT CONTAIN PROPOSALS WHICH COULD CAUSE THE INTEREST ON THE BONDS TO BE SUBJECT DIRECTLY OR INDIRECTLY TO FEDERAL OR STATE OF MICHIGAN INCOME TAXATION, ADVERSELY AFFECT THE MARKET PRICE OR MARKETABILITY OF THE BONDS, OR OTHERWISE PREVENT THE REGISTERED HOLDERS FROM REALIZING THE FULL CURRENT BENEFIT OF THE STATUS OF THE INTEREST THEREON. FURTHER, NO ASSURANCE CAN BE GIVEN THAT ANY SUCH FUTURE LEGISLATION, OR ANY ACTIONS OF THE INTERNAL REVENUE SERVICE, INCLUDING, BUT NOT LIMITED TO, SELECTION OF THE BONDS FOR AUDIT EXAMINATION, OR THE AUDIT PROCESS OR RESULT OF ANY EXAMINATION OF THE BONDS OR OTHER BONDS WHICH PRESENT SIMILAR TAX ISSUES, WILL NOT AFFECT THE MARKET PRICE OF THE BONDS.

INVESTORS SHOULD CONSULT WITH THEIR TAX ADVISORS AS TO THE TAX CONSEQUENCES OF THEIR ACQUISITION, HOLDING OR DISPOSITION OF THE BONDS AND THE TAX CONSEQUENCES OF THE ORIGINAL ISSUE DISCOUNT OR PREMIUM THEREON, IF ANY.

LEGAL MATTERS Legal matters incident to the authorization, issuance and sale of the Bonds are subject to the approval of Dickinson Wright PLLC, Grand Rapids, Michigan, (“Bond Counsel”). Certain legal matters in connection with the Bonds are subject to the approval of Collins & Blaha, P.C., Farmington Hills, Michigan, counsel to the Underwriters.

UNDERWRITING

Hutchinson, Shockey, Erley & Co. and William Blair & Company, L.L.C. (the “Underwriters”), have agreed to purchase the Bonds from the City pursuant to a bond purchase agreement (the “Bond Purchase Agreement”) at an aggregate purchase price of $25,010,726.50. The Underwriters are committed to take and pay for all of the Bonds if any are taken. The Bonds are being offered for sale to the public at the prices shown on the cover of this Official Statement. The Underwriters may offer and sell the Bonds to certain dealers (including dealers depositing Bonds into investment trusts) and others at prices lower than the public offering prices stated on the cover page hereof, which may be changed after the initial offering by the Underwriters.

The Bond Purchase Agreement provides that the obligations of the Underwriters are subject to certain conditions, including, among other things, that the market price of the Bonds or their marketability shall not have been materially adversely affected by the occurrence of certain events.

FINANCIAL ADVISOR TO THE CITY

Robert W. Baird & Co., Traverse City, Michigan (the “Financial Advisor”) has been retained by the City to provide certain financial advisory services including, among other things, preparation of the deemed “final” Preliminary Official Statement and the final Official Statement (the “Official Statements”). The information contained in the Official Statements was prepared in form by the Financial Advisor and is based on information supplied by various officials from records, statements and reports required by various local, county or state agencies of the State in accordance with constitutional or statutory requirements.

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To the best of the Financial Advisor’s knowledge, all of the information contained in the Official Statements, which it

assisted in preparing, while it may be summarized is (i) complete and accurate; (ii) does not contain any untrue statement of material fact; and (iii) does not omit any material fact, or make any untrue statement which would be misleading in light of the circumstances under which these statements are being made. However, the Financial Advisor has not or will not independently verify the completeness and accuracy of the information contained in the Official Statement.

The Financial Advisor’s duties, responsibilities and fees arise solely as financial advisor to the City and they have no secondary obligation or other responsibility. The Financial Advisor’s fees are expected to be paid from Bond proceeds.

CONTINUING DISCLOSURE

The City has covenanted, and will covenant for the benefit of the Bondholders and the Beneficial Owners (as hereinafter

defined) pursuant to the City Ordinances and the Continuing Disclosure Certificate to be delivered on the date of issuance of the Bonds to the purchaser thereof (the “Disclosure Certificate”), to provide or cause to be provided: (i) each year, certain financial information and operating data relating to the City for its preceding fiscal year (the “Annual Report”) on or before the last day of the 6th month the end of its preceding fiscal year, commencing with the Annual Report for its fiscal year ending June 30, 2016; provided, however, that if the audited financial statements of the City are not available by such date, they will be provided when and if available, and unaudited financial statements in a format similar to the audited financial statements then most recently prepared for the City will be included in the Annual Report; and (ii) timely notices of the occurrences of certain enumerated events, if material. Currently, the fiscal year of the City commences on July 1. “Beneficial Owner” means any person which has or shares the power, directly or indirectly, to make investment decisions concerning ownership of any Bonds (including any person holding Bonds through nominees, depositories or other intermediaries).

Each Annual Report will be filed with the Municipal Securities Rulemaking Board ("MSRB") electronically through MSRB's Electronic Municipal Market Access system (“EMMA"). If the City is unable to provide the MSRB its Annual Report by the date required, the City shall send in a timely manner, to the MSRB through EMMA, a notice of the failure to file the Annual Report by such date. The notices of material events will be filed by the City with the MSRB through EMMA. These covenants have been made by the City in order to assist the purchaser of the Bonds and registered brokers, dealers and municipal securities dealers in complying with the requirements of subsection (b)(5) of Rule 15c2-12 promulgated by the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended (the "Rule"). The information to be contained in the Annual Report, the enumerated events, the occurrence of which will require a notice, and the other terms of the Disclosure Certificate are set forth in Appendix G, "FORM OF CONTINUING DISCLOSURE CERTIFICATE."

A failure by the City to comply with the Undertaking will not constitute an event of default under the Ordinances and Beneficial Owners of the Bonds are limited to the remedies described in the Undertaking. In the previous five years, the City has not failed to file its operating data or audited financial statements on a timely basis on the MSRB’s Electronic Municipal Market Access (EMMA) System. However, the City did not, in a timely manner, file certain material event notices relating to rating changes for bonds of the Water Supply System (Base CUSIP: 983349), the Sewage Disposal System (Base CUSIP: 983332) and certain General Obligation and Michigan Transportation Fund Bonds (Base CUSIP: 983306). In addition, for the fiscal year ended June 30, 2014, the City was unable to meet the rate covenant for its outstanding sewage disposal system revenue bonds due to an earlier than anticipated redirection of flow by a major wholesale customer. The City failed to file a timely notice for this event. The City has since made the required material event filings on the EMMA System and has put in place procedures to ensure that future event filings are made on a timely basis. The City also did not timely file certain event notices relating to bond insurer rating changes with respect to certain of its outstanding bond issues. While the City has not received any official notice from the municipal bond insurers, it has been reported that the insurance financial strength ratings of certain municipal bond insurers which insured certain outstanding bond issues of the City have been downgraded. Accordingly, the City has since made event filings to the EMMA System reporting the downgrades and recommends that interested persons obtain information on the most current ratings from the rating agencies and/or the applicable municipal bond insurers. The City has taken steps to assure that successive event notices are filed on a timely basis.

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OTHER MATTERS All information contained in this Official Statement is subject, in all respects, to the complete body of information contained in the original source thereof and no guaranty, warranty or other representation is made concerning the accuracy or completeness of such information. In particular, no opinion or representation is rendered as to whether any projection will approximate actual results, and all opinions, estimates and assumptions, whether or not expressly identified as such, should not be considered statements of fact. This Official Statement has been duly executed and delivered by the City.

City of Wyoming

By: __/s/ Curtis Holt____________ Its: City Manager

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Appendix A

THE SYSTEM

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THE WATER SYSTEM History and Description The City’s Donald K. Shine Water Treatment Plant (the “Water Plant”), located in Holland, Michigan, commenced operations in 1966 with an initial treatment capacity of 32 million gallons per day (“MGD”). The original intake, pumping and transmission components were designed for an ultimate capacity of 96 MGD. These original components include a 72” raw water intake that extends well into Lake Michigan and a 54” transmission line that runs 26.7 miles to the City. Major renovations beginning in 1972, 1987, 2003 and 2006, which included a parallel raw water line, additional sedimentation and filtration capabilities and a parallel 42” transmission line, increased the Water Plant’s overall capacity to its current level of 120 MGD. Peak daily volume over the last five fiscal years was 88 MGD. Connections to the water systems of Holland and Grand Rapids along with backup power generation and nearly 84 million gallons of storage enhance system reliability. Chlorine and fluoride are added to the water. Water quality monitoring is performed by the staff of the City’s state certified drinking water laboratory and the plant is in compliance with the State of Michigan Safe Drinking Water Act and all prescribed quality tests. The water distribution system in the north end of the City was constructed after World War II. The balance of the City’s distribution system was constructed between the late 1960s and the 1980s. The City has a long term asset management program. As a part of that program, the City has been actively reconstructing the north end distribution system for years. All meters for wholesale and major customers have recently been replaced. To date, one-third of the residential meters have been replaced. The remaining meters are still within specifications. Service Area and Customer Base The Water System serves the entire City and five wholesale customers. The wholesale customers include the Cities of Kentwood and Grandville as well as the Townships of Byron, Gaines and Georgetown. The City also has a separate agreement that specifies a beneficial ownership relationship with Ottawa County. Collectively, approximately 220,000 people are served. The City has entered into long term water service agreements with five of its six wholesale customers. The agreements do not have an expiration date. However, any party can open negotiations with proper notice. Please see the following table. The agreement with Ottawa County, as amended, was entered into on behalf of the City of Hudsonville and the Townships of Georgetown, Holland, Jamestown, Olive-Blendon, Park and Zeeland. By way of the agreement these communities have acquired a reserved capacity in the Water Plant of approximately 43%. Treatment costs paid under the agreement are based on total metered flow. Certain debt service charges are also collected under the agreement on behalf of and returned to Ottawa County by the City. The agreement with Ottawa County does not have an expiration date. However, either party can open negotiations with proper notice. The wholesale customer agreements executed on September 19, 2011 apply the utility basis of rate setting, which reflects the true cost of service. This model provides for establishment of rates and charges to annually provide for (i) operation and maintenance expenses, (ii) depreciation, and (iii) a return on the rate base, which includes interest expense and formula-based return on book value.

City of Wyoming Water System Wholesale Water Service Agreements

Municipality Agreement Dated Ottawa County ................................. 5/5/1988 City of Kentwood ............................. 9/19/2011 City of Grandville ............................ 9/19/2011 Byron Township ............................... 9/19/2011 Gaines Township.............................. 9/19/2011 Georgetown Township (1) ............... No Agreement

(1) This is a portion of Georgetown Township that is served by the City, but not covered under the City’s agreement with Ottawa

County. The flow from this portion of Georgetown Township only totals approximately 48 million gallons annually. Source: City of Wyoming

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Excluding wholesale customers, the City serves approximately 22,200 retail customer within its boundaries. The following three tables set forth the approximate number of retail customers in total and by classification for the fiscal years ended or ending June 30, 2012 through 2016.

City of Wyoming Water System

Approximate Number of Retail Customers Fiscal Years Ended or Ending June 30, 2012 through 2016

Fiscal Year Ended or

Ending June 30 Approximate Number of

Retail Customers 2012 22,221 2013 22,317 2014 22,106 2015 22,391 2016 22,473

Source: City of Wyoming

City of Wyoming Water System Approximate Number of Retail Customers by Classification Fiscal Years Ended or Ending June 30, 2012 through 2016

Fiscal Year Ended or Ending June 30 Residential Industrial Commercial

Total Percent Change

2012 19,942 130 2,149 22,221 0.10% 2013 (1) n/a n/a n/a n/a n/a 2014 (1) n/a n/a n/a n/a n/a

2015 20,091 132 2,158 22,391 n/a 2016 20,146 131 2,196 22,473 0.37%

(1) Customer counts by class unavailable due to a billing software conversion. Source: City of Wyoming

City of Wyoming Water System Approximate Percent of Retail Customers by Classification Fiscal Years Ended or Ending June 30, 2012 through 2016

Fiscal Year Ended or Ending June 30

Residential

Industrial

Commercial

Total 2012 89.74% 0.59% 9.67% 100.00%

2013 (1) n/a n/a n/a n/a 2014 (1) n/a n/a n/a n/a

2015 89.77 0.58 9.65 100.00% 2016 89.64 0.58 9.77 100.00%

(1) Customer counts by class unavailable due to a billing software conversion. Source: City of Wyoming As discussed under “Rates and Charges” herein, Water System revenues consist primarily of treatment charges and ready-to-serve charges by meter size. Excluding wholesale customers, the following table sets forth the approximate number of retail water meters by size for the fiscal year ended June 30, 2015.

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City of Wyoming Water System Approximate Number of Retail Water Meters by Size

Fiscal Year Ended June 30, 2015

Meter Size Number of Meters (1) Percent of Total

5/8” 20,358 88.77% 3/4” 21 0.09 1” 1,438 6.27

1 1/2” 537 2.34 2” 502 2.19 3” 57 0.25 4” 12 0.05 6” 9 0.04 8” 1 0.00

Total 22,935 100.00%

__________ (1) Includes water meters for irrigation purposes. Source: City of Wyoming

Rates and Charges Water revenues consist primarily of treatment and ready-to-serve charges. Rates and charges are reviewed and revised annually. The City retail water treatment charges are based on metered water usage from both consumption and irrigation meters. Usage is measured in hundred cubic feet (“CCF”). Ready-to-serve charges are based on meter size, and are assessed on all meters, including irrigation meters. Customers are billed quarterly. If the bill is not paid by the due date a 10% late fee is added. The following tables set forth a history of the City’s quarterly treatment and ready-to-serve charges for the fiscal years ended or ending June 30, 2012 through 2016.

City of Wyoming Water System Retail Water Treatment Charges per CCF

Fiscal Years Ended or Ending June 30, 2012 through 2016

Fiscal Year Ended or Ending June 30

Retail Treatment Charge per CCF (1) Percent Change

2012 $1.20 4.35% 2013 1.23 2.50 2014 1.27 3.25 2015 1.15 (9.45) 2016 1.15 n/a

__________ (1) Billed quarterly. Source: City of Wyoming

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City of Wyoming Water System Retail Water Ready-to-Serve Charges by Meter Size (1)

Fiscal Years Ended or Ending June 30, 2012 Through 2016

Fiscal Year Ended or Ending June 30 Meter Size 2012 2013 2014 2015 2016

5/8” 1”

1 1/2” 2” 3” 4” 6” 8”

$ 22.75 46.64

100.10 154.71 268.46 501.66

1,003.33 1,739.31

$ 22.75 46.64

100.10 154.71 268.46 501.66

1,003.33 1,739.31

$ 22.75 46.64

100.10 154.71 268.46 501.66

1,003.33 1,739.31

$ 22.21 45.53 97.71

151.02 262.06 489.70

1,008.70 1,697.85

$ 22.21 45.53 97.71

151.02 262.06 489.70

1,008.70 1,697.85

____________ (1) Billed quarterly. Source: City of Wyoming In addition to its quarterly treatment and ready-to-serve charges, the City charges for fire suppression, new connections, system development and the installation of new connections. These charges for the fiscal year ending June 30, 2016 are set forth in the following two tables.

City of Wyoming Water System Service Installation and System Development Charges by Tap Size

Fiscal Year Ending June 30, 2016

Tap Size Service

Installation System

Development (2) 1” $ 1,750.00 $ 1,308

1 1/2” 2,727.00 4,173 2” 2,727.00 5,221 3” (1) 11,728 4” (1) 31,237 6” (1) 78,059 8” (1) 104,074

12” (1) 148,939 _________ (1) Taps over 2” are based on time and material plus 25% for overhead. (2) Applied to all new connections with the exception of fire suppression. Source: City of Wyoming

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City of Wyoming Water System

Other Retail Water Charges by Meter Size Fiscal Year Ending June 30, 2016

Meter Size Fire

Suppression (1) New

Connections (2) 5/8” 1”

1 1/2” 2” 3” 4” 6” 8”

10” 12”

n/a n/a n/a n/a n/a 41.24

129.97 220.97 455.02 739.97

$224.09 298.04 534.65 671.15 856.58

2,107.88 3,441.08 5,305.54

n/a n/a

____________ (1) Billed quarterly. (2) A one-time charge for the water meter. Source: City of Wyoming Water Volume

The following table set forth the approximate amount of water volume as billed by location for the fiscal years ended June

30, 2011 through 2015.

City of Wyoming Water System Approximate Water Volume as Billed by Location (1)

Fiscal Years Ended June 30, 2011 Through 2015

Fiscal Year Ended

June 30

City

Byron – Gaines

Townships

City of

Kentwood

City of

Grandville

Georgetown Township

Ottawa County

Total 2011 3,205 1,485 873 844 48 4,309 10,764 2012 3,354 1,561 952 862 52 4,972 11,753 2013 4,090 1,408 1,063 800 53 4,945 12,359 2014 3,418 1,411 877 780 48 5,020 11,554 2015 3,152 1,346 833 779 47 4,676 10,833

(1) Measured in million gallons. Source: City of Wyoming The following table sets forth the approximate volume of water pumped, billed and unaccounted for the fiscal years ended June 30, 2011 through 2015.

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City of Wyoming Water System Water Volume as Pumped and Billed

Fiscal Years Ended June 30, 2011 Through 2015

Fiscal Year Ended June 30 Water Supply Volume (1) 2011 2012 2013 2014 2015

Pumped ............................................. Billed ................................................ Unaccounted (2) ................................

Unaccounted as a Percent of Pumped .....................

11,685 10,764 921

7.88%

12,654 11,753 901

7.12%

12,965 12,090 875

6.75%

12,426 11,553 873

7.03%

11,976 10,833

1,143

9.54%

(1) Measured in million gallons. (2) Unaccounted water volume is due primarily to flushing of lines, pressure releases during routine maintenance, line loss,

unbilled accounts and slow meters. Source: City of Wyoming

City of Wyoming Water System Peak and Average Daily Water Volume

Fiscal Years Ended June 30, 2011 Through 2015

Fiscal Year Ended June 30 2011 2012 2013 2014 2015 Capacity

120.0 120.0 120.0 120.0 120.0

Peak Daily Water Volume(1) 68.9 89.4 95.6 85.3 68.8 Average Daily Water Volume(1) 32.8 35.9 35.5 34.6 32.8 Peak/Average 2.1x 2.5x 2.7x 2.5x 2.1x

(1) Measured in million gallons per day. Source: City of Wyoming

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Ten Largest Water Customers

The following table sets forth the principal product or service as well as the water volume and corresponding revenue of the ten largest customers of the Water Supply System for the fiscal year ended June 30, 2015.

City of Wyoming Water System Ten Largest Water Customers

Fiscal Year Ended June 30, 2015

Customer Principal Product or Service

Water

Volume (MG)

Percent of

Total(1)

Water Supply

Revenue

Percent of Total

Revenue(2) Ottawa County .................... Byron/Gaines Township ..... City of Kentwood ................ City of Grandville ............... Michigan Turkey Growers .. Delphi ................................. Agropur ............................... Dean Foods ......................... Dyna Plate ........................... Metro Health .......................

Government ........................... Government ........................... Government ........................... Government ........................... Meat processor ...................... Auto manufacturer ................ Fluid handling ....................... Dairy ..................................... Light metals........................... Hospital .................................

4,676 1,346 833

779 288 202 111 81 34 28 8,378

43.16% 12.42

7.69 7.19 2.66 1.86 1.02 0.75 0.31 0.26

77.32%

$6,784,120 2,937,588 1,632,547

1,219,732 442,124

310,714 171,235 124,740

52,320 43,792

$ 13,718,912

33.07% 14.32

7.96 5.95 2.16 1.51 0.83 0.61 0.26

0.21 66.88%

(1) Based on water volume as billed totaling 10,833.00 MG for the fiscal year ended June 30, 2015. (2) Based on total water revenues of $20,511,459.08 for the fiscal year ended June 30, 2015. Source: City of Wyoming Collection and Enforcement Under the provisions of Act 94, charges for services furnished to a premises located in the City by the Water System may be a lien on the premises, and those charges delinquent for six months or more may be certified annually to the proper tax assessing officer or agency, who shall enter the lien on the next tax roll against the premises to which the services shall have been rendered, and the charges shall be collected and the lien shall be enforced in the same manner as provided for the collection of taxes assessed upon the roll and the enforcement of the lien for the taxes. In a case where a tenant is responsible for the payment of the charges and the governing body is so notified in writing, the notice to include a true copy of the lease of the affected premises, if there be one, then the charges shall not become a lien against the premises after the date of the notice. In the event of filing of the notice, the public corporation shall render no further service to the premises until a cash deposit in an amount to be determined is made as security for the payment of the charges. In addition to any other lawful enforcement methods, the payment of charges for water service to a premise may be enforced by discontinuing the water service to the premise.

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Debt Service Supported by the Water System

The following table shows the estimated annual debt service requirements supported by the Water System after the issuance of the Water Bonds.

Fiscal Year

Ending The Outstanding Total SystemJune 30 Water Bonds (1) The Bonds Debt Service

2016 $3,015,890 $0 $3,015,8902017 $3,079,572 $1,020,679 $4,100,2512018 $2,173,358 $1,817,600 $3,990,9582019 $1,941,662 $2,089,900 $4,031,5622020 $1,925,782 $2,107,900 $4,033,6822021 $1,919,458 $2,108,300 $4,027,7582022 $1,906,766 $2,116,700 $4,023,4662023 $1,330,480 $2,117,700 $3,448,1802024 $908,256 $2,132,450 $3,040,7062025 $900,477 $2,127,950 $3,028,4272026 $584,335 $2,129,950 $2,714,2852027 $585,224 $2,127,950 $2,713,1742028 $178,023 $2,121,950 $2,299,9732029 $178,735 $1,691,950 $1,870,6852030 $179,328 $1,693,550 $1,872,8782031 $179,802 $1,697,750 $1,877,5522032 $177,786 $1,694,350 $1,872,136

$21,164,936 $30,796,629 $51,961,564

(1) Does NOT include the Bonds to be Refunded. Historical and Projected Operating Cash Flow and Debt Service Coverage

The following is the historical and projected operating cash flow and debt service coverage of the Water System assuming the issuance of the Water Bonds for the fiscal years ended or ending June 30, 2012 through 2018. The following projections and assumptions are subject in all respects to unforeseen forces and events beyond the control of the City. Such projections and assumptions, while believed by the City to be reasonable, may not be actually realized. Investors should form their own judgment as to the reasonableness of the assumptions and accuracy of the projections.

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2016 2017 20182012 (1) 2013 (1) 2014 (1) 2015 (1) Projected Projected (2) Projected (2)

Operating Revenues Charges for Services 18,353,073$ 19,454,203$ 19,718,355$ 17,328,200$ 18,884,925 19,170,705 19,170,705 Intergovernmental - 3,584 - - - - -

Total Operating Revenues 18,353,073 19,457,787 19,718,355 17,328,200 18,884,925 19,170,705 19,170,705

Operating ExpensesAdministrative and general 1,814,818 1,824,479 2,217,908 823,197 2,223,763 2,001,944 2,001,944 Accounting and collection 468,184 472,129 501,750 554,808 535,240 557,280 557,280 Pumping and treatment 6,311,078 6,665,821 6,513,011 6,390,845 8,780,129 10,812,194 10,812,194 Transmission and distribution 3,377,240 3,744,937 3,629,410 3,592,223 3,816,463 3,803,375 3,803,375 Depreciation 6,022,077 6,196,598 6,129,049 6,212,873 6,212,873 6,212,873 6,212,873 Less Capital Outlay (Included) - - - - (2,500,000) (4,150,900) (4,150,900)

Total Operating Expenses 17,993,397 18,903,964 18,991,128 17,573,946 19,068,468 19,236,766 19,236,766

Operating Income (Loss) 359,676 553,823 727,227 (245,746) (183,543) (66,061) (66,061)

Non-Operating Revenues (Expenses) Interest Income 283,925 (6,266) 241,186 217,744 200,500 160,000 160,000 Intergovernmental - - 64 23,070 - - - Property lease income (cell tower & farm rental) 148,351 144,184 193,225 144,497 150,000 150,000 150,000 Disposal of Capital Assets* - - (24,059) - - - Miscellaneous income 101,969 94,531 166,082 58,273 60,000 60,000 60,000 Interest (2,240,543) (2,079,451) (1,998,793) (1,905,528) (1,716,010) (1,411,889) (1,411,889)

Total Non-Operating Revenues (Expenses) (1,706,298) (1,847,002) (1,398,236) (1,486,003) (1,305,510) (1,041,889) (1,041,889)

Income(Loss) before Contributions (1,346,622) (1,293,179) (671,009) (1,731,749) (1,489,053) (1,107,950) (1,107,950)

Depreciation 6,022,077 6,196,598 6,129,049 6,212,873 6,212,873 6,212,873 6,212,873 Interest Expense 2,240,543 2,079,451 1,998,793 1,905,528 1,716,010 1,411,889 1,411,889

TOTAL REVENUE AVAILABLE FOR DEBT SERVICE* 6,915,998$ 6,982,870$ 7,456,833$ 6,386,652$ 6,439,830$ 6,516,812$ 6,516,812$

Revenue Bonds Debt Service Requirements-Principal 2,135,000$ 2,215,000$ 2,310,000$ 2,400,000$ 2,290,000$ 2,440,000$ 2,505,000$

Revenue Bonds Debt Service Requirements-Interest 2,047,452$ 1,941,101$ 1,842,261$ 1,716,588$ 1,606,184$ 1,418,635$ 1,150,604$ -

Debt Service Requirements - 2011 DWRF Bonds 547,773$ 567,779$ 580,000$ 949,627$ 755,963$ 178,616$ 177,905$

Debt Service Coverage Ratio - Revenue Bonds Only 1.65 1.68 1.80 1.55 1.65 1.69 1.78

Debt Service Coverage Ratio - Include 2011 LTGO DWRF B 1.43 1.45 1.56 1.24 1.36 1.59 1.67

(1) Actual.(2) For the fiscal years ending June 30, 2017 and 2018, consumption and operating expenditures are not assumed to change.

City of Wyoming, MichiganWater Supply System Debt Service Coverage

Fiscal Years Ended or Ending June 30, 2012 through 2018

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Appendix B

SELECTED WATER FUND FINANCIAL INFORMATION

This Appendix contains excerpts from the City’s annual financial reports for the fiscal years ended June 30, 2013, 2014 and 2015. The information contained in this Appendix does not include all of the financial information and disclosures required for a fair presentation of the City’s financial position or the City’s financial position in conformity with generally accepted accounting principles. The complete audited reports of the City for the same fiscal years are available from www.wyomingmi.gov. Search under Departments and Finance.

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City of Wyoming Water Supply Fund

Statement of Net Position Fiscal Years Ended June 30, 2013, 2014 and 2015

June 30 ASSETS 2013 2014 2015 Current Assets: Pooled cash and investments ............................................. $ 13,913,898 $ 18,929,072 $ 18,643,728 Accounts receivable, net ................................................... 2,247,852 2,158,054 2,015,867 Accrued interest receivable ................................................ 50,276 54,867 0 Due from other governments ............................................... 2,666,593 2,352,355 1,563,713 Inventories .......................................................................... 150,142 194,225 150,629 Prepaids ............................................................................... 0 0 20,489

Total Current Assets .................................... 19,028,761 23,688,573 22,394,426 Noncurrent assets: Restricted cash and cash equivalents .................................. 732,997 466,475 4,198,213 Restricted pooled investments ............................................ 7,167,524 3,824,024 0 Restricted accrued interest receivable ................................ 28,531 12,423 0 Advance to other funds ...................................................... 349,682 429,697 429,697 Capital assets not being depreciated ................................... 2,360,204 2,201,059 3,675,616 Capital assets depreciated, net ............................................. 141,361,566 136,650,494 130,953,727 Investment in joint venture .................................................. 0 0 0 Total Noncurrent Assets ............................... 152,000,504 143,584,172 139,257,253

Total Assets .................................................. 171,029,265 167,272,745 161,651,679

DEFERRED OUTFLOW OF RESOURCES Deferred amounts on refunding and pension ..................... 432,280 382,547 1,910,984 LIABILITIES Current Liabilities: Accounts payable ................................................................. 1,140,570 635,987 681,031 Accrued interest payable ..................................................... 222,215 273,482 150,542 Customer deposits ............................................................... 118,194 120,647 120,891 Current portion long-term debt............................................. 3,224,974 3,527,293 3,159,758

Total current liabilities................................. 4,705,953 4,557,409 4,112,222

Noncurrent Liabilities: Long-term debt .................................................................. 46,731,591 43,528,918 40,204,210 Net pension liability ......................................................... 0 0 2,174,167 Net other post-employment benefits obligation ................... 1,345,131 1,965,791 1,242,301

Total noncurrent liabilities 48,076,722 45,494,709 43,620,678 Total liabilities ............................................ 52,782,675 50,052,118 47,732,900

DEFERRED OUTFLOW OF RESOURCES Deferred pension amounts ................................................ 0 0 234,960

NET POSITION Net investment in capital assets ........................................... 94,834,563 92,822,024 92,273,793 Restricted for debt service ................................................. 4,110,483 4,110,483 3,933,906 Unrestricted .......................................................................... 19,733,824 20,670,667 19,387,104

Total net assets……………………………... $ 118,678,870 $ 117,603,174 $ 115,594,803 Source: City of Wyoming

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City of Wyoming Water Supply Fund

Statement of Revenue, Expenses and Changes in Fund Net Position Fiscal Years Ended June 30, 2013, 2014 and 2015

June 30

2013 2014 2015 Operating Revenue Charges for Services ............................................................ $ 19,454,203 $ 19,718,355 $ 17,328,200 Intergovernmental ............................................................... 3,584 0 0

Total Operating Revenues ............................ 19,457,787 19,718,355 17,328,200 Operating Expenses Administrative and general ................................................. 1,824,479 2,217,908 823,197 Accounting and collection .................................................. 472,129 501,750 554,808 Pumping and treatment ....................................................... 6,665,821 6,513,011 6,390,845 Transmission and distribution ............................................. 3,744,937 3,629,410 3,592,223 Depreciation ........................................................................ 6,196,598 6,129,049 6,212,873

Total Operating Expenses ............................ 18,903,964 18,991,128 17,573,946 Operating Income (Loss) .............................. 553,823 727,227 (245,746)

Non-Operating Revenue (Expenses) Investment earnings ............................................................ (6,266) 241,186 217,744 Intergovernmental .............................................................. 0 64 23,070 Interest expense .................................................................. (2,079,451) (1,998,793) (1,905,528) Property lease income ........................................................ 144,184 193,225 144,497 Loss on sale of capital assets ............................................. 0 0 (24,059) Miscellaneous income ........................................................ 94,531 166,082 58,273

Total Non-Operating Revenue (Expenses) ... (1,847,002) (1,398,236) (1,486,003)

Income (loss) before capital contributions .......................... (1,293,179

(671,009)

(1,731,749)

Capital Contributions .......................................................... 1,138,644 103,360 223,653

Change in net position before extraordinary item ................. - (567,649) -

Extraordinary item – asset impairment ................................ - (508,047) - Change in Net Position (154,535) 1,075,696 (1,508,096)

Net assets, beginning of year, as restated ............................. 118,833,405

118,678,870

117,102,899

Net assets, end of year ......................................................... $118,678,870 $ 117,603,174 $ 115,594,803

Source: City of Wyoming

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Appendix C

CITY OF WYOMING

The following information is provided for informational purposes only. The Bonds are payable solely from the Net Revenues of the System. See “THE BONDS – Authorization and Security” herein.

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CITY OF WYOMING Introduction

The City encompasses an area of approximately 25 square miles and is located next to the City of Grand Rapids in the southwest quadrant of the State’s lower peninsula. The City is easily accessible from both I-96 and U.S. 31 which cross the state from east to west and north to south, respectively. The City has a 2010 Census population of 72,125. The City has a diverse, regional economic base with commercial, industrial and residential valuations accounting for approximately 24.84%, 8.81% and 54.57%, respectively, of the City’s Total Taxable Value, as hereinafter defined, for the fiscal year ending June 30, 2016. Population

1980 Census ................................. 59,616 1990 Census ................................. 63,891 2000 Census ................................. 69,368 2010 Census ................................. 72,125

Source: U.S. Department of Commerce-Bureau of Census

CITY TAXATION AND LIMITATIONS Property Assessments

Real property is land and the things permanently attached to or part of the land and improvements made to it by human efforts (“Real Property”). Examples of Real Property include land, buildings, water and sewer facilities, roads and acquisition of various property rights. Personal property is property owned by an individual or business which is not affixed to or associated with the land, consisting of movable items such as furniture, fixtures, and machines and equipment if belonging to a business (“Personal Property”). Customary household goods such as furnishings, appliances and clothing are typically exempt as they are kept or used within the household.

As of December 1 of each year, Real and Personal Property is assessed, or valued for taxation, by the City, equalized by Kent County (the “County”) and further equalized by the State of Michigan (the “State”). The value as equalized by the State becomes the state equalized valuation (“State Equalized Valuation” or “SEV”). See “Property Valuations” following. Article IX, Section 3, of the Michigan Constitution provides that Real and Personal Property assessments will not exceed 50% of true cash value. The Michigan Legislature has provided, by statute, that Real and Personal Property will be assessed at 50% of true cash value. The Michigan Legislature, or the electorate, may change the percentage of true cash value at which Real and Personal Property is assessed. Personal Property assessments also reflect the taxpayer reported cost of the Personal Property and the application of one or more depreciation schedules formulated by the State Tax Commission. The City’s assessor determines which depreciation schedule will be used to value the Personal Property. Owners of taxable property may appeal their assessment to the City Assessor, the City’s Board of Review and to the State Tax Tribunal. Property Valuations On March 15, 1994, the electors of the State approved an amendment to the Michigan Constitution permitting the Legislature to authorize the levy of taxes on a non-uniform basis. The legislation implementing this constitutional amendment added a new measure of property value known as taxable value (“Taxable Value”). Since 1995, property that is taxable has two valuations, SEV and Taxable Value. Michigan statute provides that Real and Personal Property taxes (“Ad Valorem Taxes”) be levied on Taxable Value (the “Ad Valorem Tax Roll”). Generally, the Taxable Value of Real or Personal Property is the lesser of (a) the SEV or Taxable Value of the property in the immediately preceding year, adjusted for losses, multiplied by the lesser of 1.05 or the inflation rate, plus additions, or (b) the

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property’s current SEV. Under certain circumstances, the Taxable Value of property may be different from the same property’s SEV. When Real or Personal Property is sold or transferred, Taxable Value is adjusted to the SEV, which under existing law is 50% of the true cash value. The Taxable Value of new construction is equal to its SEV. Taxable Value Ad Valorem Taxable Value does not include any value of tax-exempt property (e.g., governmental facilities, churches, public schools, etc.) or property granted tax abatement under Act 198 of the Public Acts of Michigan of 1974, as amended (“Act 198”). For its fiscal year ending June 30, 2016, the equivalent effect of the abatements granted under Act 198 is to understate the City’s Taxable Value by $43,810,800 or 2.22%. Including the Equivalent Taxable Value of these properties, as hereinafter defined, the City’s total Taxable Value (“Total Taxable Value”) has decreased $46,603,398 or approximately 2.37% between the fiscal years ended or ending June 30, 2012 through 2016. See the following table and “CITY TAXATION AND LIMITATIONS – Tax Abatement” herein.

City of Wyoming Total Taxable Value

Fiscal Years Ended or Ending June 30, 2012 Through 2016

Assessed Value as of

December 31

Year of State Equalization and Tax Levy

City’s Fiscal Year Ended or Ending June 30

Ad Valorem Taxable Value

Equivalent Taxable Value of Property

Granted Tax Abatement

Under Act 198 (1)

Total Taxable Value

Percent Increase

Over Prior Year

2010 2011 2012 $1,985,191,031 $30,839,310 $2,016,030,341 (6.05)% 2011 2012 2013 1,896,008,700 24,576,601 1,920,585,301 (4.73) 2012 2013 2014 1,856,565,611 35,137,150 1,891,702,761 (1.50) 2013 2014 2015 1,858,486,557 41,979,100 1,900,465,657 0.46 2014 2015 2016 1,925,616,143 43,810,800 1,969,426,943 3.63

Per Capita Total Taxable Value for the Fiscal Year Ending June 30, 2016 (2) ................................................... $27,305.75

(1) At the full tax rate. (2) Based on the City’s 2010 Census of 72,125. Source: City of Wyoming Including the value of property granted tax abatement under Act 198, a breakdown of the City’s Total Taxable Value by use and class for the fiscal years ended or ending June 30, 2012 through 2016 is shown below. See “Tax Abatement” herein.

City of Wyoming Total Taxable Value by Use and Class

Fiscal Years Ended or Ending June 30, 2012 Through 2016

Fiscal Year Ended or Ending June 30 Use 2012 2013 2014 2015 2016

Commercial .................... Industrial......................... Residential ...................... Personal/Utility ...............

$ 524,690,149 158,873,536 1,094,999,231 237,467,425 $2,016,030,341

$ 579,523,354 263,998,815 1,050,063,058 27,000,074 $1,920,585,301

$ 567,855,365 256,103,311 1,039,159,849 28,584,236 $1,891,702,761

$ 554,430,495 265,854,578 1,051,095,255 29,085,329 $1,900,465,657

$ 489,163,420 173,563,546 1,074,635,817 232,064,160 $1,969,426,943

Class 2012 2013 2014 2015 2016

Real Property .................. Personal Property ...........

$1,778,562,916 237,467,425 $2,016,030,341

$1,684,815,627 235,769,674 $1,920,585,301

$1,650,619,475 241,083,286 $1,891,702,761

$1,659,415,228 241,050,429 $1,900,465,657

$1,737,362,783 232,064,160 $1,969,426,943

__________ Source: City of Wyoming

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City of Wyoming Percent of Total Taxable Value by Use and Class

Fiscal Year Ended or Ending June 30, 2012 Through 2016

Fiscal Year Ended or Ending June 30 Use 2012 2013 2014 2015 2016

Commercial .................... Industrial......................... Residential ...................... Personal/Utility ...............

26.03% 7.88

54.31 11.78 100.00%

30.17% 13.75 54.67 1.41

100.00%

30.02% 13.54 54.93 1.51

100.00%

29.17% 13.99 55.31 1.53

100.00%

24.84% 8.81

54.57 11.78 100.00%

Class 2012 2013 2014 2015 2016

Real Property .................. Personal Property ...........

88.22% 11.78 100.00%

87.72% 12.28 100.00%

87.26% 12.74 100.00%

87.32% 12.68 100.00%

88.22% 11.78 100.00%

__________ Source: City of Wyoming State Equalized Valuation

Aside from its use in determining Taxable Value for the purpose of levying ad valorem property taxes, SEV is important because of its role in the spreading of taxes between overlapping jurisdictions, the distribution of various State aid programs, State revenue sharing and in the calculation of debt limits.

Ad Valorem SEV does not include any value of tax-exempt property (e.g., governmental facilities, churches, public schools, etc.) or property granted tax abatement under Act 198. The effect of the abatements granted under Act 198 is to understate the City’s Ad Valorem SEV for its fiscal year ending June 30, 2016 by $87,834,300 or 4.09%. Including the SEV of these properties, the City’s total SEV (“Total SEV”) has increased $23,191,525 or approximately 1.08% between the fiscal years ended or ending June 30, 2012 through 2016. See the following table and “CITY TAXATION AND LIMITATIONS – Tax Abatement” herein.

City of Wyoming Total State Equalized Valuation

Fiscal Years Ended or Ending June 30, 2012 Through 2016

Assessed Value as of

December 31

Year of State Equalization and Tax Levy

City’s Fiscal Year Ended or Ending June 30

Ad Valorem

SEV

SEV of Property

Granted Tax Abatement

Under Act 198

Total SEV

Percent Increase

Over Prior Year

2010 2011 2012 $2,062,437,900 $61,716,500 $2,124,154,400 (7.61)% 2011 2012 2013 1,956,422,300 49,157,100 2,005,579,400 (5.58) 2012 2013 2014 1,918,566,660 70,274,300 1,988,840,850 (0.83) 2013 2014 2015 1,934,971,100 83,958,200 2,018,929,300 1.51 2014 2015 2016 2,059,511,625 87,834,300 2,147,345,925 6.30 Per Capita Total SEV for the Fiscal Year Ending June 30, 2016 (1)…………………………………………….....$29,772.56 (1) Based on the City’s 2010 Census of 72,125. Source: City of Wyoming

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Including the value of property granted tax abatement under Act 198, a breakdown of the City’s Total SEV by use and class for the fiscal years ended or ending June 30, 2012 through 2016 is shown following. See “CITY TAXATION AND LIMITATIONS-Tax Abatement” herein.

City of Wyoming

Total SEV by Use and Class Fiscal Years Ended or Ending June 30, 2012 Through 2016

Fiscal Year Ended or Ending June 30

Use 2012 2013 2014 2015 2016 Commercial .................... Industrial......................... Residential ...................... Personal/Utility ...............

$ 574,946,800 178,418,900 1,111,236,300 259,552,400 $2,124,154,400

$ 618,689,300 297,279,600 1,061,890,100 27,720,400 $2,005,579,400

$604,468,100 298,061,800

1,057,375,950 28,935,000 $1,988,840,850

$ 588,700,100 314,674,300 1,084,252,500 31,302,400 $2,018,929,300

$ 544,249,900 226,456,800 1,142,476,125 234,163,100 $2,147,345,925

Class 2012 2013 2014 2015 2016

Real Property .................. Personal Property ...........

$1,864,602,000 259,552,400 $2,124,154,400

$1,752,064,300 253,515,100 $2,005,579,400

$ 1,727,697,750 261,143,100 $1,988,840,850

$1,749,078,800 269,850,500 $2,018,929,300

$1,913,182,825 234,163,100 $2,147,345,925

__________ Source: City of Wyoming

City of Wyoming Percent of Total SEV by Use and Class

Fiscal Year Ended or Ending June 30, 2012 Through 2016

Fiscal Year Ended or Ending June 30 Use 2012 2013 2014 2015 2016

Commercial .................... Industrial......................... Residential ...................... Personal/Utility ...............

27.07% 8.40

52.31 12.22 100.00%

30.85% 14.82 52.95

1.38 100.00%

30.39% 14.99 53.17

1.45 100.00%

29.16% 15.59 53.70

1.55 100.00%

25.35% 10.55 53.20

10.90 100.00%

Class 2012 2013 2014 2015 2016

Real Property .................. Personal Property ...........

87.78% 12.22 100.00%

87.36% 12.64 100.00%

86.87% 13.13 100.00%

86.63% 13.37 100.00%

89.10% 10.90 100.00%

__________ Source: City of Wyoming Recent Developments

Many municipalities across the United States have experienced a decline in the value of Real and Personal Property

valuations since the beginning of 2006. The City experienced a decrease in its total SEV for the fiscal years ended or ending June 30, 2012 through June 30, 2014. If the SEV of a property falls below its Taxable Value, the SEV will become its new Taxable Value. If the City’s Total SEV falls below its Total Taxable Value each mill, as hereinafter defined, will produce less property tax receipts than it had in the prior year. The City is aware of the potential consequences of this trend. Property Tax Reform

The enactment of Michigan Public Acts 153 and 154 of 2013, together with the subsequent enactment of Michigan Public Acts 80, 81, and 86 through 93 of 2014, significantly reformed personal property tax in Michigan. The voters of the State approved a referendum on August 4, 2014, to which all of these acts were tied, and therefore these acts will continue in effect.

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Beginning this year, under these Acts, owners of industrial and commercial personal property with a total true cash value of $80,000 or less may file an affidavit claiming a personal property tax exemption. To be eligible for the exemption, all of the commercial or industrial personal property within a city or township that is owned by, leased to, or controlled by the claimant has to have an accumulated true cash value of $80,000 or less. Beginning in 2016, owners of eligible manufacturing personal property that was either purchased after December 31, 2012, or that is at least 10 years old may claim an exemption from personal property tax. By 2022, all eligible manufacturing personal property will be at least 10 years old or purchased after December 31, 2012, so that it could be exempted from personal property tax.

The legislation provides for replacement of revenues lost by local governments, including counties and townships, due to these exemptions beginning in 2016. Those revenues will be from a portion of the current State use tax that will, pursuant to the approval of the previously mentioned referendum, be set aside as a “local community stabilization share” of the use tax. It is not subject to the annual appropriations process and is to be automatically provided to the “local community stabilization authority” for distribution pursuant to a statutory formula anticipated to provide 100% reimbursement to local governments for losses due to the new personal property tax exemptions.

The ultimate nature, extent and impact of any other future amendments to Michigan’s property tax laws on the City’s finances cannot be predicted. Purchasers of the Bonds should consult with their legal counsel and financial advisors as to the consequences of any such legislation on the market price or marketability of the Bonds, the security therefor and the operations of the City. Tax Abatement

The City’s Ad Valorem Taxable Value does not include the value of certain facilities which have temporarily been removed from the Ad Valorem Tax Roll pursuant to Act 198. The Act was designed to provide a stimulus in the form of significant tax incentives to industrial enterprises to renovate and expand aging facilities (“Rehab Properties”) and to build new facilities (“New Properties”). Except as indicated below, under the provisions of the Act, a local governmental unit (i.e., a city, village or township) may establish plant rehabilitation districts and industrial development districts and offer industrial firms certain property tax incentives or abatements to encourage restoration or replacement of obsolete facilities and to attract new facilities to the area. An industrial facilities exemption certificate granted under Act 198 entitles an eligible facility to exemption from Ad Valorem Taxes for a period of up to 12 years. In lieu of Ad Valorem Taxes, the eligible facility pays an industrial facilities tax (the “IFT Tax”). For properties granted tax abatement under Act 198 there exists a separate tax roll referred to as the industrial facilities tax roll (the “IFT Tax Roll”). The IFT Tax for an obsolete facility which is being restored or replaced is determined in exactly the same manner as the Ad Valorem Tax; the important difference being that the value of the property remains at the Taxable Value level prior to the improvements even though the restoration or replacement substantially increases the value of the facility. For a new facility the IFT Tax is also determined the same as the Ad Valorem Tax but instead of using the total mills levied as Ad Valorem Taxes, a lower millage rate is applied. For abatements granted prior to 1994, this millage rate equals 1/2 of all tax rates levied by other than the State and local school district for operating purposes plus 1/2 of the 1993 rate levied by the local school district for operating purposes. For abatements granted after 1993, this millage rate equals 1/2 of all tax rates levied by other than the State and local school district plus none, 1/2 or the entire State tax rate (as determined by the State Treasurer). The City has established goals, objectives and procedures to provide the opportunity for industrial and commercial development and expansion. Since 1974, the City has approved a number of applications for local property tax relief for industrial firms. The Taxable Value of properties that have been granted tax abatement under Act 198, removed from the Ad Valorem Tax Roll and placed on the IFT Tax Roll totaled $87,834,300 for the fiscal year ending June 30, 2016. The IFT Taxes paid on these properties is equivalent to Ad Valorem Taxes paid on $43,810,800 of Taxable Value at the full tax rate (the “Equivalent Taxable Value”). Upon expiration of the industrial facilities exemption certificates, the current equalized valuation of the abated real property parcels will return to the Ad Valorem Tax Roll as Taxable Value. The abated personal property will not necessarily return to the personal property tax roll. If it is eligible manufacturing personal property that was acquired after 2012 or is more than 10 years in age, it will be exempt from ad valorem personal property taxes. If it is eligible manufacturing personal property that was acquired before 2012 and is less than 10 years old, it will remain on the IFT roll until it is 10 years old and qualifies for the eligible manufacturing personal property tax exemption.

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Property Taxes

Michigan statutes provide that all ad valorem taxes be levied upon Taxable Value. The City’s ability to tax is limited by the State Constitution, State statutes and the City Charter. Home rule cities, such as the City, are permitted by Act 279 of the Public Acts of Michigan of 1909, as amended (the “Home Rule Cities Act”), to authorize by their charters a maximum levy of 20 mills for operating purposes. The City’s charter authorizes a maximum levy of 5.000 mills for operating purposes. A mill is equal to $1.00 for each $1,000 of Taxable Value.

Pursuant to Act 298 of the Public Acts of Michigan of 1917, as amended, home rule cities may authorize an additional levy

of up to three mills for refuse collection and disposal. Home rule cities are also authorized to levy up to one mill (plus one additional mill with voter approval) for library purposes pursuant to Act 164 of the Public Acts of Michigan of 1877, as amended. Act 359 of the Public Acts of Michigan of 1925, as amended, also authorizes home rule cities to levy up to $50,000 for promotional expenses. The City is currently levying 11.9073 mills for operating purposes (including several millages) (see “CITY TAXATION AND LIMITATIONS – State Limitations on Property Taxes” and “- Property Tax Rates” herein). In addition, the electorate may authorize the issuance of general obligation bonds or other obligations which pledge the full faith and credit and unlimited taxing power of the City. State Limitations on Property Taxes

In 1978, the electorate of the State passed an amendment to the State Constitution (the “Amendment”) which placed certain limitations on increases of taxes by the State and political subdivisions from currently authorized levels of taxation. The Amendment and the enabling legislation, Act 35 of the Public Acts of Michigan of 1979, may have the effect of reducing the maximum authorized tax rate which could be levied by a local taxing unit. Under the Amendment’s millage reduction provisions, should the value of taxable property, exclusive of new construction, increase at a percentage greater than the percentage increase in the Consumer Price Index, the maximum authorized tax rate would be reduced by a factor which would result in the same maximum potential tax revenues to the local taxing unit as if the valuation of taxable property (less new construction) had grown only at the national inflation rate instead of the higher actual growth rate. Thus, should taxable property values rise faster than consumer prices, the maximum authorized tax rate would be reduced accordingly. However, should consumer prices subsequently rise faster than taxable property values, the maximum authorized tax rate would be increased accordingly, but never higher than the statutory or charter tax rate limitation.

The Amendment does not limit taxes for the payment of principal of and interest on bonds or other evidences of indebtedness outstanding at the time the Amendment became effective or which have been approved by the electorate of the State or such political subdivision. Since the City’s obligation to pay principal of and interest on the Bonds has not been approved by the electorate of the City, the ability of the City to levy taxes to pay the principal of and interest on the Bonds is limited by applicable charter, statutory and constitutional tax rate limitations. For the fiscal year ending June 30, 2016, the Amendment has the effect of reducing the City’s authorized operating millage as follows:

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City of Wyoming Maximum Operating Tax Rates

Fiscal Year Ending June 30, 2016

Millage Classification

Millage Authorized

Applicable Millage Reduction Fraction (1)

Maximum Allowable Millage

General Operating (2) ................................... 5.0000 0.9297 4.6487 Fire (2) .......................................................... 0.7500 0.9955 0.7466 Police (2) ....................................................... 1.2500 0.9946 1.2433 Public Safety (2) ........................................... 1.2500 1.0000 1.2500 Parks and Recreation (2) ............................... 1.5000 0.9955 1.4932 Sidewalk Snow Removal (2) ......................... 0.2000 0.9295 0.1859 Library (2) ..................................................... 0.3900 0.9295 0.3625 Street, Sewer and Water (2) .......................... 2.0000 0.9297 1.8593 Yard Waste Disposal (3) ............................... 3.0000 0.9297 2.7890

(1) Cumulative. (2) Voted. Millages have been authorized in perpetuity. (3) Millage authorized by the City Council. Source: City of Wyoming

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Property Tax Rates As defined under “Property Taxes” herein, a mill is equal to $1.00 for each of $1,000 of Taxable Value. The City is currently authorized to levy annually 5.000 mills for general operating purposes or a maximum of $5.000 for each $1,000 of Taxable Value. Excluding taxes levied by other units of government, the City’s property tax rates, expressed as a dollar for each $1,000 of Taxable Value, for the fiscal years ended or ending June 30, 2012 through 2016 are shown below. See “CITY TAXATION AND LIMITATIONS-State Limitations on Property Taxes” herein.

City of Wyoming

Property Tax Rates Fiscal Years Ended or Ending June 30, 2012 Through 2016

Levy July 1

Fiscal Year Ended or

Ending June 30

Operating (1)

Library Debt

Service

Total 2011 2012

2012 2013

11.6373 11.6373

0.2500 0.2500

11.8873 11.8873

2013 2014 11.3873 0.2700 11.6573 2014 2015 11.6373 0.2700 11.9073 2015 2016 11.9073 n/a 11.9073

(1) Includes millages for General Operating, Fire, Police, Public Safety, Parks and Recreation, Sidewalk Snow Removal, Library, Street, Sewer and Water and Yard Waste Disposal. Source: City of Wyoming

In addition to the City’s property tax rates, residents of the City must pay property taxes to other units of local government. A State education tax of 6.0000 mills is levied by the State on all real and personal property currently subject to property tax. To be eligible for state school aid, a local school district is also required to levy not more than the lesser of 18.0000 mills or the number of mills levied in 1993 for school operating purposes on non-principal residence property. These property taxes are in lieu of those previously levied for local school district operating purposes. Total rates, expressed as a $1.00 for each $1,000 of Taxable Value, for the City’s fiscal years ended or ending June 30, 2012 through 2016, are as follows:

City of Wyoming Principal Residence (1) Property Tax Rates by Governmental Unit

Fiscal Years Ended or Ending June 30, 2012 Through 2016

Fiscal Year Ended or Ending June 30 Governmental Unit 2012 2013 2014 2015 2016

City of Wyoming ...................... Kent County ............................. Kent Intermediate Schools ....... Kent District Library ................ Wyoming Schools Public Debt ...................... Interurban Transit ..................... Grand Rapids Comm College .. State Education Levy ...............

Total ..............................

$11.8873 5.3940 4.6903 0.8800

5.6900 1.2900 1.7865

6.0000 $37.6181

$11.8873 5.3940 4.6903 0.8800

5.8500 1.4100 1.7865

6.0000 $37.8981

$11.6573 5.3940 4.6903 0.8800

6.3700 1.4700 1.7865

6.0000 $38.2481

$11.9073 5.6196 4.6903 0.8800

6.2500 1.4700 1.7865

6.0000 $39.0037

$11.9073 5.6196 4.7903 1.2800

6.2500 1.4700 1.7865

6.0000 $39.1037

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City of Wyoming Non-Principal Residence (1) Property Tax Rates by Governmental Unit

Fiscal Years Ended or Ending June 30, 2012 Through 2016

Fiscal Year Ended or Ending June 30 Governmental Unit 2012 2013 2014 2015 2016

City of Wyoming ...................... Kent County ............................. Kent Intermediate Schools ....... Kent District Library ................ Wyoming Schools Public Debt ...................... Interurban Transit ..................... Grand Rapids Comm College .. State Education Levy ...............

Total ..............................

$11.8873 5.3940 4.6903 0.8800

23.6900

1.2900 1.7865

6.0000 $55.6181

$11.8873 5.3940 4.6903 0.8800

23.8500

1.4100 1.7865

6.0000 $53.8981

$11.6573 5.3940 4.6903 0.8800

24.3700

1.4700 1.7865

6.0000 $56.2481

$11.9073 5.6196 4.6903 1.2800

24.2500

1.4700 1.7865

6.0000 $57.0037

$11.9073 5.6196 4.7903 1.2800

24.2500

1.4700 1.7865

6.0000 $57.1037

(1) Principal Residence means a dwelling or unit in a multiple-unit dwelling subject to ad valorem property taxes that is owned

and occupied as a principal residence by the owner of the dwelling or unit. Principal Residence includes all unoccupied property classified as agricultural adjacent and contiguous to the home of the owner that is not leased or rented by the owner to another person if the gross receipts of the agricultural or horticultural operations, if any, exceed the household income of the owner. If the gross receipts of the agricultural or horticultural operations do not exceed the household income of the owner, the homestead includes only 5 acres adjacent and contiguous to the home of the owner. Principal Residence includes a life care facility registered under the living care disclosure act, Act No. 440 of the Public Acts of 1976, being sections 554.801 to 554.844 of the Michigan Compiled Laws. Principal Residence also includes property owned by a cooperative housing corporation and occupied as a principal residence by tenant stockholders. Non-Principal Residence is property not included in the above definition.

Source: City of Wyoming Property Tax Collections

The City’s fiscal year begins on July 1. City taxes are billed on July 1 and are due on August 31. Property owners who have not paid their property taxes on or before September 1 are required to pay interest and penalties on, and collections fees with respect to, such unpaid taxes. Real property taxes delinquent as of March 1 following the summer and winter levies are turned over to Kent County (the “County”) for collection (“Delinquent Real Property Taxes”). Such Delinquent Real Property Taxes are subject to additional penalties and interest by the County. Unless the Delinquent Real Property Taxes are paid within approximately 25 months from the date of delinquency the underlying property is foreclosed upon and sold at public auction. Personal property taxes delinquent as of March 1 are collected by the City (“Delinquent Personal Property Taxes”). The City may bring suit to collect Delinquent Personal Property Taxes. The City may also seize the property to satisfy the tax lien thereon. The City’s Delinquent Personal Property Taxes are negligible. For the fiscal years ended June 30, 2000 through and including 2015, the County has purchased the City’s Delinquent Real Property Taxes from its delinquent tax payment fund. In return, the City has assigned the County all amounts due from the taxpayers with respect to such Delinquent Real Property Taxes. As a result of these purchases the City’s real property tax receipts have approached 100%. The continued purchase of Delinquent Real Property Taxes may be dependent upon the sale of delinquent tax notes by the County for that purpose. There is no assurance that the County will issue such delinquent tax notes or purchase such Delinquent Real Property Taxes in any fiscal year. If the Delinquent Real Property Taxes are purchased by the County, they are paid to the City within a month following collection.

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The following table reflects the actual property tax collections for the City’s fiscal years ended or ending June 30, 2012 through 2016.

City of Wyoming Property Tax Collections (1)

Fiscal Years Ended or Ending June 30, 2012 Through 2016

July 1 Levy

Fiscal Year Ended or Ending

June 30

Tax Levy

Collections to March 1

Following Levy

Percent

Collected 2011 2012 $23,817,612 $23,805,051 99.95% 2012 2013 22,649,509 22,640,585 99.96 2013 2014

2014 2015

21,895,231 22,542,174

21,887,374 22,520,881

99.96 99.91

2015 2016 22,791,450 22,434,328 98.43

(1) Does not include taxes on properties granted tax abatement under Act 198. Source: City of Wyoming Profile of the Ten Largest Taxpayers

Reflected below are the City’s ten largest property taxpayers, their principal product or service and respective Taxable Value for the fiscal year ending June 30, 2015.

City of Wyoming Ten Largest Taxpayers

Fiscal Year Ending June 30, 2016

Taxpayer

Principal Product or Service

Total Taxable Value (1)

Percent of Total (2)

Gordon Food Service ...................... Consumers Energy Co. .................... Metro Health (Granger Group) ....... Ramblewood Associates Group.….. PRDO LLC ..................................... Undercar Products Group. .............. KOETJE .......................................... AT&T Mobility ............................... GM Components Holding ............... Benteler Industries ..........................

Food products ................................ Utility ............................................ Developer ...................................... Apartments .................................... Apartments .................................... Manufacturing ............................... Residential Builders ...................... Communication ............................. Automotive .................................... Auto parts ......................................

$34,955,387 30,019,945 20,244,586 19,477,291 17,980,014 16,585,000 13,795,287 12,280,494 11,780,350 10,833,330 $187,951,684

1.77% 1.52 1.03 0.99 0.91 0.84 0.70 0.62 0.60 0.55

9.54% (1) Includes the Taxable Value and Equivalent Taxable Value of property granted tax abatement under Act 198 for the fiscal

year ending June 30, 2016. (2) Based on $1,969,426,943 the City’s Total Taxable Value for its fiscal year ending June 30, 2016. Source: City of Wyoming

STATE SHARED REVENUES

The City receives revenue sharing payments from the State of Michigan under the State Constitution and the State Revenue Sharing Act of 1971, as amended. The revenue sharing payments are composed of two components – a constitutional distribution and a statutory distribution.

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The constitutional distribution is mandated by the State Constitution and distributed on a per capita basis to townships, cities and villages. The amount of the constitutionally mandated revenue sharing component distributed to the City can vary depending on the population of the City and the receipt of sales tax revenues by the State.

The statutory distribution is authorized by legislative action and distribution is subject to annual State appropriation by the State

Legislature. Statutory distributions may be reduced or delayed by Executive Order during any State fiscal year in which the Governor, with the approval of the State Legislature’s appropriations committees, determines that actual revenues will be less than the revenue estimates on which appropriations were based.

On June 18, 2015, Governor Snyder signed into law the budget for fiscal year 2016. The budget continues the incentive-based

revenue sharing program known as the City, Village, and Township Revenue Sharing (or “CVTRS”) program begun in fiscal year 2015, similar to the Economic Vitality Incentive Program (“EVIP”) that from fiscal year 2012 through fiscal year 2014 distributed revenue sharing to municipalities that complied with certain “best practices” such as increasing transparency. The fiscal year 2016 budget includes an increased constitutional revenue sharing distribution to cities, villages and townships of 3.1% from the fiscal year 2015 distribution to approximately $788,500,000. Under the fiscal year 2016 budget, approximately $243 million, a reduction of 2.3% from fiscal year 2015 amounts, has been appropriated for revenue sharing to cities, villages and townships that meet requirements for accountability and transparency, including making a citizen’s guide to its finances, a performance dashboard, a debt service report and a two-year budget projection available for public viewing.

The fiscal year 2016 budget eliminates the one-time per capita payment distributed in fiscal year 2015, but continues, with a

reduction from fiscal year 2015 amounts of $8 million to $5 million, the revenue sharing grant first distributed in fiscal year 2015 to financially distressed communities. Any portion of the CVTRS payment that the City would be eligible to receive would be subject to certain benchmarks that the City would need to meet, and there can be no assurance of what amount, if any, the City would receive under the CVTRS program. The City received CVTRS revenue sharing payments of $627,126 in fiscal year 2015 and anticipates meeting the requirements to receive $627,126 in CVTRS payments for fiscal year 2016.

Purchasers of the Bonds should be alerted to further modifications to revenue sharing payments to Michigan local

governmental units, to potential consequent impact on the City’s general fund condition, and to the potential impact upon the market price or marketability of the Bonds resulting from changes in revenues received by the City from the State. The following table sets forth the annual revenue sharing payments and other monies received by the City for the fiscal years ended June 30, 2013 through 2015 and the payments currently anticipated to be received through June 30, 2017.

City of Wyoming State Shared Revenues

Fiscal Years Ended or Ending June 30, 2013 through 2017

2013 2014 2015 2016 (1) 2017 (1) Constitutional ....................... Statutory ............................... State Shared Revenues ..........

$ 5,286,481 580,575 $ 5,867,056

$ 5,410,458 608,547

$6,019,005

$ 5,495,435 627,126

$ 6,122,561

$ 5,772,112 627,126

$ 6,399,238

$ 5,875,929 642,177

$ 6,518,106 _________ (1) As budgeted. Source: City of Wyoming

CITY DEBT Statutory and Constitutional Debt Provisions

Section 21 of Article VII of the Michigan Constitution establishes the authority, subject to statutory and constitutional limitations, for municipalities to incur debt for public purposes:

“The legislature shall provide by general laws for the incorporation of cities and villages. Such laws shall limit their rate of ad valorem property taxation for municipal purposes, and restrict the powers of cities and villages to borrow money and contract debts. Each city and village is granted power to levy other taxes for public purposes, subject to limitations and prohibitions provided by this constitution or by law.”

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In accordance with the foregoing authority granted to the State Legislature, the Home Rule Cities Act limits the amount of debt a city may have outstanding at any time. Section 4(a) of this Act provides:

“... the net indebtedness incurred for all public purpose may be as much as but shall not exceed the greater of the following:

(a) Ten percent of the assessed value of all real and personal property in the city.

(b) Fifteen percent of the assessed value of all the real and personal property in the city if that portion of the

total amount of indebtedness incurred which exceeds 10% is or has been used solely for the construction or renovation of hospital facilities.”

Significant exceptions to the debt limitation have been permitted by the Home Rule Cities Act for certain types of

indebtedness which include: special assessment bonds and Michigan transportation fund bonds (formerly, motor vehicle highway fund bonds), even though they are a general obligation of the City; revenue bonds payable from revenues only, whether secured by a mortgage or not; bonds issued or contract obligations assessments incurred to comply with an order of the Water Resources Commission of the State of Michigan or a court of competent jurisdiction, and obligations incurred for water supply, sewage, drainage or refuse disposal or resource recovery projects necessary to protect the public health by abating pollution. Legal Debt Margin

Pursuant to the statutory and constitutional debt provisions set forth herein, the following table reflects the amount of additional debt the City may legally incur as of April 2, 2016.

Debt Limit (1) ................................................................................ $214,734,592 Debt Outstanding (2) ............................................... $81,884,499 Less: Exempt Debt (2) ............................................ 81,884,499 0 Legal Debt Margin.......................................................................... $214,734,592

_____________ (1) 10% of $2,147,345,925, which is the City’s Total SEV for the fiscal year ending June 30, 2016. Includes the equivalent

SEV of property granted tax abatement under Act 198. (2) Includes the Bonds described herein. Preliminary, subject to change. Does not include the Bonds to be Refunded. Source: Municipal Advisory Council of Michigan. Debt Statement

The following table reflects a breakdown of the City’s direct and overlapping debt as of April 2, 2016, including the Bonds described herein.

To the extent necessary, the City may levy taxes on all taxable property within its boundaries without limitation as to rate or amount to pay the principal of and interest due on the bonds in the following table which are designated as “Unlimited Tax”. However, the City’s ability to levy tax to pay the debt service on the bonds which are designated as “Limited Tax” is subject to applicable charter, statutory and constitutional limitations. See “CITY TAXATION AND LIMITATIONS” herein.

City Direct Debt Gross Self-Supporting Net Share of County/City of Holland Issued Bonds: Dated September 23, 2011 (LT) ............................

Subtotal ..................................................... Michigan Transportation Fund Bonds: Dated March 6, 2013 (LT) .................................... Dated April 30, 2009 (LT) .................................... Subtotal .....................................................

$ 2,359,499 $ 2,359,499 $ 490,000 3,120,000 $ 3,610,000

$ 2,359,499 $ 2,359,499 $ 490,000 3,120,000 $ 3,610,000

$ -0- $ -0- $ -0- -0- $ -0-

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Water Revenue Bonds: Dated April 27, 2016 (4) ....................................... Dated October 14, 2014 ........................................ Dated September 17, 2013 .................................... Dated April 16, 2012 ............................................. Dated September 30, 2010 .................................... Dated August 7, 2008 (5) ...................................... Dated March 1, 2007 (5) ....................................... Dated December 1, 2006 ....................................... Subtotal ..................................................... Sewer Revenue Bonds: Dated April 22, 2015 ............................................. Dated September 17, 2013 .................................... Dated April 16, 2012 ............................................. Dated August 7, 2008 ............................................ Subtotal .....................................................

Total ..........................................................

$ 21,765,000 2,830,000 510,000 2,255,000 3,695,000 705,000 1,830,000 3,695,000 $ 37,285,000 $ 34,645,000 320,000 2,190,000 1,475,000 $ 38,630,000 $ 81,884,499

$ 21,765,000

2,830,000 510,000

2,255,000 3,695,000

705,000 1,830,000

3,695,000 $ 37,285,000

$ 34,645,000

320,000 2,190,000

1,475,000 $ 38,630,000

$ 81,884,499

$ -0- -0- -0- -0- -0- -0- -0- -0- $ -0- $ -0- -0- -0- -0- $ -0-

$ -0-

Per Capita Net City Direct Debt (1) ..................................................................................................................... $0.00 Percent of Net Direct Debt to SEV (2) ................................................................................................................... 0.00%

Overlapping Debt (3)

Gross

City Share As Percent of Gross

Net

Byron Center Schools ................................ Godfrey-Lee Schools ................................. Godwin Heights Schools ........................... Grandville Schools .................................... Kelloggsville Schools ................................ Kentwood Schools ..................................... Wyoming Schools ..................................... Kent County .............................................. Grand Rapids Community College ............ Total Overlapping Debt ............................. Total Direct and Overlapping Debt ...........

$ 84,354,869 18,206,523 20,310,000 62,940,000 33,905,000 77,460,000 31,510,000

114,385,978 55,880,000

$498,952,370 $580,836,869

1.31% 100.00

93.64 30.42 63.57

0.50 99.72

9.24 8.95

$ 1,105,049 18,206,523 19,018,284 19,146,348 21,553,409 387,300 31,421,772 10,569,264 5,001,260 $126,409,209 $126,409,209

Per Capita Net Overlapping Debt (1) ................................................................................................................ $1,752.64 Percent of Net Overlapping Debt to Total SEV (2) ................................................................................................. 5.89% Per Capita Net Direct and Overlapping Debt (1)............................................................................................... $1,752.64 Percentage of Net Direct and Overlapping Debt to Total SEV (2).......................................................................... 5.89% (1) Based on the City’s 2010 Census of 72,125. (2) Based on $2,147,345,925, which is the City’s Total SEV for the fiscal year ending June 30, 2016. Includes the SEV of

property granted tax abatement under Act 198. (3) Overlapping debt is the portion of another taxing unit’s debt for which property taxpayers of the City are liable in addition

to debt issued by the City. (4) The Bonds described herein. Preliminary, subject to change. (5) Does not include the Bonds to be Refunded. Source: Municipal Advisory Council of Michigan.

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Debt History

There is no record of default on obligations by the City. Short Term Borrowing

The City does not currently utilize any short term borrowing. Future Financing

The City does not plan to issue any additional bonds within the next 12 months. Compensated Absences

Currently, all City employees can accumulate three years’ entitlement of vacation days. Upon termination, employees are paid for unused vacation at their current rates. Sick leave is accumulated at the rate of eight hours per month of employment. Unused sick leave accumulates from year to year to an unlimited amount. Upon termination, employees are paid for their accumulated sick leave at their current rates according to the following schedule: General employees 1 day for every 2 days accumulated with no limit when

employed 5 years Dispatchers and telephone operators 1 day for every 2 days accumulated with no limit when

employed 10 years Firefighters 1 day for every 2 days accumulated with no limit when

employed 5 years General and fire administrative 1 day for every 2 days accumulated with no limit Police and police administrative 1 day for every 2 days accumulated with no limit when

employed 10 years

It is the City’s policy to recognize the cost of vacation and pay sick leave at the time the liability is incurred, including salary-related payments. In the Governmental Funds financial statements, only the matured liability for compensated absences is reported. The total liability is reported in the government-wide and proprietary fund financial statements.

PENSION AND POSTRETIREMENT HEALTH CARE TRUST FUNDS

The excerpts below are derived from the City’s Comprehensive Annual Financial Report for the year ended June 30, 2015, Notes to Financial Statements, Note 12: Pension and Other Post-Employment Benefits Plans, and other sources. See Appendix D herein.

Defined Benefit Pension Plan (Pension) Plan Description. The City sponsors and administers the City of Wyoming Employees’ Retirement Plan (the “Plan”), single employer, defined benefit pension plan, which covers primarily all employees of the City. The Plan was established and may be amended by the City Council and is administered by 5-member Board of Trustees. The Board is comprised of one member of the City Council appointed by the City Council, the City Manager, a resident and registered voter of the City who is not an officer, employee of the City, participant, vested terminated participant, retiree or beneficiary of the Plan, appointed by the City Council, and two participants in the Plan elected by the Plan participants. The Plan provides retirement, disability and death benefits to plan members and their beneficiaries and is closed to new hires. It is accounted for as a separate pension trust fund. Separate financial statements are not issued for the Plan. Plan Membership. At June 30, 2015 plan membership consisted of the following:

Retirees and beneficiaries currently receiving benefits 364 Terminated employees entitled to but not yet receiving benefits 65 Vested and non-vested active participants 205

Total Membership 634

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Benefits Provided. Employees who retire with minimum age and years of service requirements are entitled to annual retirement benefits, payable in monthly installments for life, in an amount equal to a percentage of their final average salary times years of credited service. Benefit payments for Police Command and the Administrators Group are adjusted annually based on the consumer price index, while all others remain constant. Contributions. The contribution requirements of Plan members are established and may be amended by the City Council in accordance with City policies, union contracts, and Plan provisions. Other than police patrol, police command and fire employees who contribute at rates of 3.59%, 3.59% and 4.00%, respectively, employees are not required to make contributions to the Plan. The City is required to contribute at actuarially determined rates expressed as a percentage of covered payroll. The City’s contribution rates for the general, police, and firefighters bargaining units for the year ended June 30, 2015 were 27.02%, 26.71% and 27.56% of projected valuation payroll, respectively. Rate of Return. For the year ended June 30, 2015, the annual money-weighted rate of return on pension plan investments, net of pension plan investment expense, was 5.23%. The money-weighted rate of return expresses investment performance, net of investment expense, adjusted for the changing amounts of actually invested. Reserves. In accordance with the Plan policy, the City established reserves for various purposes. The reserves are adjusted annually based on recommendations from the City’s actuaries. The policy for creating and adjusting reserves was established and can be amended by the Plan Board of Trustees. A summary of the Plan reserves at June 30, 2015 are as follows:

Reserve/Group General Police Fire Total Employees contributions $ 23,560 $ 1,532,210 $ 433,950 $ 1,989,720 Retired benefit payments 65,947,795 29,563,441 10,163,992 105,648,228 Employer contributions 28,709,935 14,974,473 5,015,524 48,699,932

Total Reserves $94,681,290 $46,043,124 $15,613,466 $156,337,880 Deferred Retirement Option Program (DROP). In lieu of retiring and receiving a monthly benefit, an eligible participant may elect to participate in the DROP by making an irrevocable election to terminate employment with the City and retire upon ceasing participation in the DROP. The DROP election must specify the future retirement date which must be within the maximum time period permitted (typically 3 to 5 years, based on bargaining unit and hire date). Upon entry in the DROP, the participant ceases to accrue years of service in the defined benefit pension plan. The participant remains an employee of the City for all other purposes, but the retirement benefit payment is calculated and payments commence into a separate, restricted account. These monthly payments, along with interest earnings thereon, are not distributed to the participant until employment has terminated. DROP activity is summarized as follows as of June 30:

Year Ended June 30,

Beginning Balance

Credits

Interest

Distributions

Ending Balance

2014 $100,395 $98,453 $4,013 $ - $202,861 2015 202,861 78,233 - (281,094) -

Net Pension Liability of the City. The components of the net pension liability of the City at June 30, 2015, were as follows:

Total pension liability $181,866,213 Plan fiduciary net position 156,337,880 City’s net pension liability $ 25,528,333 Plan fiduciary net position as percentage of total pension liability

85.96%

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Changes in the Net Pension Liability. The components of the change in the net pension liability

Total Pension Liability (a)

Plan Fiduciary Net Position (b)

Net Pension Liability (a) – (b)

Balances at June 30, 2014 $158,867,280 $152,993,444 $5,873,836 Changes for the year: Service Cost 2,479,014 - 2,479,014 Interest on total pension

liability

11,279,185

-

11,279,185 Changes in benefit terms (44,181) - (44,181) Differences between expected and Actual experience

(4,021,270)

-

(4,021,270)

Assumption changes 22,369,832 - 22,369,832 Employer contributions - 4,262,117 (4,262,117) Employee contributions - 228,734 (228,734) Net investment income - 8,117,781 (8,117,781) Benefit payments (9,063,647) (9,063,647) - Administrative expense - (22,092) 22,092 Other - (178,457) 178,457 Net changes 22,998,933 3,344,436 19,654,497

Balances at June 30, 2015 $181,866,213 $156,337,880 $25,528,333

Changes in Assumptions. The City revised certain actuarial assumptions in the June 30, 2015 valuation that had a significant impact on the total pension liability from the prior measurement date. The most significant change was a decrease in the expected investment rate of return from 7.75% to 7.25%. Sensitivity of the Net Pension Liability to Changes in the Discount Rate. The following presents the net pension liability of the City, calculated using the discount rate of 7.25%, as well as what the City’s net pension liability would be if it were calculated using a discount rate that is 1% lower (6.25%) or 1% higher (8.25%) than the current rate: 1% Decrease

(6.25%) Current Discount

Rate (7.25%) 1% Increase

(8.25%) Net pension liability $48,551,183 $25,528,333 $7,654,778

Pension Expense and Deferred Outflows of Resources and Deferred Inflows of Resources Related to Pensions. For the year ended June 30, 2015, the City recognized pension expense of $9,087,472. At June 30, 2015, the City reported pension-related deferred outflows of resources and deferred inflows of resources from the following sources: Deferred Outflows

of Resources Deferred Inflows

of Resources Net Deferred Outflows (Inflows) of Resources

Difference between expected and actual experience

$ - $2,758,824 $(2,758,824)

Changes in assumptions 15,346,998 - 15,346,998 Net difference between projected and actual earnings on pension plan investments

2,240,968

-

2,240,968 Total $17,587,966 $2,758,824 $14,829,142

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Amounts reported as pension related deferred outflows of resources and deferred inflows of resources will be recognized in pension expense as follows:

Year Ended June 30, Amount 2016 $6,320,629 2017 6,320,629 2018 1,627,642 2019 560,242 Total $14,829,142

Payable to the Pension Plan. At June 30, 2015, the City reported had no amount payable to the pension plan. Defined Benefit Other Postemployment Benefits (OPEB) Plan

Plan Description. The City administers a single-employer defined benefit healthcare plan (the “Plan”) accounted for in the OPEB Trust fund. In addition to the retirements benefits noted above, the Plan provides health insurance benefits to certain retirees and their beneficiaries, which are advance-funded on an actuarial basis. As of June 30, 2015, the date of the most recent actuarial valuation, the Plan has 570 members (229 active employees, 63 deferred participants and 278 retirees currently receiving benefits). Stand-alone financial statements are not prepared for the Plan.

Funding Policy. The contribution requirements of the Plan members and the City are established and may be amended by the

City Council, in accordance with City policies, union contracts and Plan provisions. Retirees and their beneficiaries are eligible for postemployment healthcare benefits if they qualify under the various contracts. The require contribution is based on projected pay-as-you-go financing requirements, with an additional amount to prefund benefits as determined through the bi-annual actuarial valuation. For the year ended June 30, 2015, the City contributed $2,613,759 to the Plan. Retirees are required to contribute to the Plan based on the terms of the bargaining/union agreement. These payments are recorded as premiums in the health insurance internal service fund, where the full amount of the related benefits are accounted for.

Annual OPEB Cost and Net OPEB Obligation. The City’s annual OPEB cost is calculated based on the annual required contribution of the employer (ARC), an amount actuarially determined in accordance with the parameters of GASB Statement 45. The following table shows 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.

Annual required contribution $ 7,678,535 Interest on net OPEB obligation 815,066 Adjustments to annual required contribution (1,055,899) Net OPEB cost 7,437,702 Contributions made (2,613,759) Change in net OPEB oligation 4,823,943 Net OPEB obligation, beginning of year 14,863,854 Net OPEB obligation, end of year $ 19,687,797

The City’s annual OPEB cost, the percentage of annual OPEB cost contributed to the Plan, and the net OPEB obligation for current and preceding two years were as follows:

Fiscal Year

Annual OPEB

Percentage

Net OPEB

Ended June 30, Cost (APC) Contributed Obligation 2013 $7,623,181 58% $ 9,824,802 2014 7,541,017 33% 14,863,854 2015 7,437,702 35% 19,687,797

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Funding Status and Funding Progress. As of June 30, 2015, the most recent actuarial valuation date, the plan was 19.9% funded. The actuarial value of assets was $30,213,238 and actuarial accrued liability (AAL) was $151,831,633, resulting in an unfunded actuarial accrued liability (UAAL) of $121,618,395. The covered payroll (annual payroll for active employees covered by the plan) was $15,740,000 and the ratio for the unfunded actuarial accrued liability to the covered payroll was 772.7%.

Schedule of Funding Progress

2011 2013 2015 Actuarial value of assets $20,370,236 $25,312,029 $30,213,238 Actuarial accrued liability (AAL) 71,342,994 100,065,058 151,831,633 Unfunded AAL (UAAL) 50,972,758 74,753,029 121,618,395 Funded ratio 28.6% 25.3% 19.9% Annual covered payroll 18,978,475 17,610,245 15,740,000 Ratio of UAAL to covered payroll 268.6% 424.5% 772.7%

Defined Contribution Pension Plan Newly hired employees and those not covered under the defined benefit plan are eligible to participate in the City’s 401(a) defined contribution plan. Eligible employees include those normally scheduled to work at least 1,000 hours during a plan year. To receive benefits under the plan, the participant must be 65 years of age and have been a member of the plan for at least 10 years. Distributions are calculated based on the employee’s vesting percentage and the individual’s allocation of investment funds. In accordance with the Plan agreement, the City contributes 8% of employees’ base pay to the plan. City contributions for the year ended June 30, 2015 were $466,706 for 125 plan members. At June 30, 2015, the City reported a payable to the plan of $23,565. Employees are not required to make contributions to the Plan. All amendments to the Plan, including funding requirements, must be approved by the City Council. The assets of the plan are held in trust for the exclusive benefit of participants and their beneficiaries. Inasmuch as the City does not have custody or administrative control over the investment of the funds, these assets are not reported within the financial statements of the City. Defined Contribution Health Care Plan (PEHP)

The City established a Postemployment Health Plan (PEHP) for employees not covered under the defined benefit plan described above. Eligibility and vesting for the PEHP is based on the provisions of the defined contribution pension plan (described above). The City contributes a flat dollar amount per pay period based on 4% of the combined average of participant’s compensation in the preceding calendar year. All amendments to the plan, including funding requirements, must be approved by the City Council subject to the terms of collective bargaining agreements. During the year ended June 30, 2015, the City made contributions of $174,592 for 104 plan members. At June 30, 2015, the City reported a payable to the plan of $9,038. The assets of the plan are held in trust for the exclusive benefit of participants and their beneficiaries. Inasmuch as the City does not have custody or administrative control over the investment of the funds, these assets are not reported within the financial statements of the City.

LABOR CONTRACTS Approximately 96% of the City’s full-time and regular part-time employees are represented by labor organizations. The following table illustrates the various labor organizations that represent the City employees, the number of members and the expiration date of the present contracts.

Membership

Contract Expiration Date

Police Officers Labor Council ............................................ Police Officers Labor Council ............................................ International Association of Firefighters ............................ Wyoming City Employees Union ....................................... Wyoming Admin. And Supr. Emp. Association ................. Non-Union Employees .......................................................

Total City Employees .................................

64 19 26 181 45 14 349

June 30, 2019 June 30, 2017 June 30, 2019 June 30, 2016* June 30, 2019

---

__________ * In process of negotiation. Source: City of Wyoming

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Profile of Major Employers

The following table reflects the diversity of major employers in the Wyoming area as of June 2015 by the products

manufactured or services performed and the approximate number of employees.

Company

Principal Product or Service

Approximate Number of Employees

Metro Health Hospital ...................................... Gordon Food Service ....................................... Consumers Energy ........................................... United Parcel Service. ...................................... Michigan Turkey Products Co-Op ................... GM (Formerly Delphi) ..................................... Benteler Industries ........................................... Wyoming Public Schools ................................. Country Fresh, Inc. ........................................... City of Wyoming ..............................................

Hospital .................................................. Food Services ......................................... Electric ................................................... Parcel Delivery ....................................... Food processing ..................................... Automotive ............................................. Automotive ............................................. Education ............................................... Dairy Products ........................................ Government ............................................

961 900 800 908 500 500 419 386 385 340

Source: City of Wyoming. Employment Reflected below are the unadjusted yearly average unemployment statistics for the City and the State for the calendar years 2010 through 2015. City of Wyoming: 2010 2011 2012 2013 2014 2015 (2) Employed .................................................. Unemployed .............................................. Labor Force ...............................................

39,203 2,442

41,645

36,700 3,618 40,318

37,800 3,056 40,856

38,912 2,884 41,796

40,378 2,275 42,653

42,060 1700 43,760

Unemployed as % of Labor Force (1) ....................................

5.9%

9.0%

7.5%

6.9%

5.3%

3.9%

(1) Totals and percentages may differ due to rounding by the Michigan Employment Security Agency. (2) As of December 31, 2015. Source: Office of Labor Market Information – Michigan Department of Career Development State of Michigan: 2010 2011 2012 2013 2014 2015 (2) Employed .................................................. Unemployed .............................................. Labor Force ...............................................

4,193,000 597,000

4,790,000

4,178,000 480,000 4,658,000

4,232,000 426,000 4,640,000

4,294,000 413,000 4,707,000

4,402,000 348,000 4,750,000

4,493,000 256,000 4,749,000

Unemployed as Percent of Labor Force (1) ....................................

12.5%

10.3%

9.1%

8.8%

7.3%

5.4%

(1) Totals and percentages may differ due to rounding by the Office of Labor Market Information – Michigan Department

of Career Development. (2) As of December 31, 2015. Source: Office of Labor Market Information – Michigan Department of Career Development

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Building Permits

The following are the value of building permits issued by the City during the past five fiscal years.

Fiscal Year Ended June 30

Total

Value

2011 2012 2013 2014 2015

616 778 714 641 607

$38,103,145 80,877,338 35,920,269

103,312,678 67,983,575

Source: City of Wyoming

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Appendix D

City of Wyoming

BASIC FINANCIAL STATEMENTS AND RELATED NOTES

Fiscal Year Ended June 30, 2015

This Appendix D contains the basic financial statements (excluding supplemental financial information) and related notes for the fiscal year ended June 30, 2015. The supplemental financial information for the fiscal year ended June 30, 2015 is available from www.wyomingmi.gov. Search under Departments and Finance.

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INDEPENDENT AUDITORS' REPORT

November 18, 2015

Honorable Mayor and City CouncilCity of Wyoming, Michigan

Report on the Financial Statements

Management's Responsibility for the Financial Statements

We have audited the accompanying financial statements of the governmental activities, the business-type activities, the aggregate discretely presented component units, each major fund, and theaggregate remaining fund information of the City of Wyoming, Michigan (the “City”), as of and for theyear ended June 30, 2015, and the related notes to the financial statements, which collectivelycomprise the City’s basic financial statements as listed in the table of contents.

Management is responsible for the preparation and fair presentation of these financial statements inaccordance with accounting principles generally accepted in the United States of America; this includesthe design, implementation, and maintenance of internal control relevant to the preparation and fairpresentation of financial statements that are free from material misstatement, whether due to fraud orerror.

Our responsibility is to express opinions on these financial statements based on our audit. We did notaudit the financial statements of the Wyoming Housing Commission discretely presented componentunit, which represents 92%, 91%, and 98%, respectively, of the assets, net position, and revenues of thediscretely presented component units. Those statements were audited by other auditors whose reporthas been furnished to us, and our opinion, insofar as it relates to the amounts included for the WyomingHousing Commission, is based solely on the report of the other auditors. We conducted our audit inaccordance with auditing standards generally accepted in the United States of America and thestandards applicable to financial audits contained in Government Auditing Standards, issued by theComptroller General of the United States. Those standards require that we plan and perform the auditto obtain reasonable assurance about whether the financial statements are free from materialmisstatement.

Independent Auditors' Responsibility

Rehmann Robson

2330 East Paris Ave. SE Grand Rapids, MI 49546Ph: 616.975.4100Fx: 616.975.4400rehmann.com

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Opinions

Implementation of GASB Statement No. 68

Other Matters

Required Supplementary Information

In our opinion, based on our audit and the report of other auditors, the financial statements referred topreviously present fairly, in all material respects, the respective financial position of the governmentalactivities, the business-type activities, the aggregate discretely presented component units, each majorfund, and the aggregate remaining fund information of the City of Wyoming, Michigan as of June 30,2015, and the respective changes in financial position and cash flows, where applicable, thereof and therespective budgetary comparison for the general fund for the year then ended in conformity withaccounting principles generally accepted in the United States of America.

Accounting principles generally accepted in the United States of America require that themanagement’s discussion and analysis and the schedules for the pension and other postemploymentbenefit plans, as noted in the table of contents, be presented to supplement the basic financialstatements. Such information, although not a part of the basic financial statements, is required by theGovernmental Accounting Standards Board, who considers it to be an essential part of financialreporting for placing the basic financial statements in an appropriate operational, economic, orhistorical context. We have applied certain limited procedures to the required supplementaryinformation in accordance with auditing standards generally accepted in the United States of America,which consisted of inquiries of management about the methods of preparing the information andcomparing the information for consistency with management’s responses to our inquiries, the basicfinancial statements, and other knowledge we obtained during our audit of the basic financialstatements. We do not express an opinion or provide any assurance on the information because thelimited procedures do not provide us with sufficient evidence to express an opinion or provide anyassurance.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures inthe financial statements. The procedures selected depend on the auditors' judgment, including theassessment of the risks of material misstatement of the financial statements, whether due to fraud orerror. In making those risk assessments, the auditor considers internal control relevant to the entity’spreparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances, but not for the purpose of expressing an opinion on theeffectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit alsoincludes evaluating the appropriateness of accounting policies used and the reasonableness ofsignificant accounting estimates made by management, as well as evaluating the overall presentation ofthe financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis forour audit opinions.

As described in Note 14, the City implemented the provisions of GASB Statement No. 68, Accounting and Financial Reporting for Pensions, in the current year. Accordingly, beginning net position ofgovernmental activities, internal service funds, the sewer fund, the water fund, and business-typeactivities was restated. Our opinion is not modified with respect to this matter.

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Other Information

Other Reporting Required by Government Auditing Standards

The introductory section, statistical tables and continuing disclosure filing are presented for purposes ofadditional analysis and are not a required part of the basic financial statements. Such information hasnot been subjected to the auditing procedures applied in the audit of the basic financial statements,and accordingly, we do not express an opinion or provide any assurance on it.

In accordance with Government Auditing Standards, we have also issued, under separate cover, ourreport dated November 18, 2015, on our consideration of the City of Wyoming, Michigan’s internalcontrol over financial reporting and our tests of its compliance with certain provisions of laws,regulations, contracts, and grants, agreements and other matters. The purpose of that report is todescribe the scope of our testing of internal control over financial reporting and compliance and theresults of that testing, and not to provide an opinion on the internal control over financial reporting oron compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control over financial reporting and compliance.

Our audit was conducted for the purpose of forming opinions on the financial statements thatcollectively comprise the City’s basic financial statements. The combining and individual fund financialstatements and schedules, the introductory section, the statistical tables, and the continuing disclosurefiling are presented for purposes of additional analysis and are not a required part of the basic financialstatements.

The combining and individual fund financial statements and schedules are the responsibility ofmanagement and were derived from and relate directly to the underlying accounting and other recordsused to prepare the basic financial statements. The information has been subjected to the auditingprocedures applied in the audit of the basic financial statements and certain additional procedures,including comparing and reconciling such information directly to the underlying accounting and otherrecords used to prepare the basic financial statements or to the basic financial statements themselves,and other additional procedures in accordance with auditing standards generally accepted in the UnitedStates of America. In our opinion, the information is fairly stated in all material respects in relation tothe basic financial statements as a whole.

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MANAGEMENT'S DISCUSSION AND ANALYSIS

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CITY OF WYOMING, MICHIGAN

Management's Discussion and Analysis

Financial Highlights

·

·

·

·

Overview of the Financial Statements

As management of the City of Wyoming, Michigan (the “City”), we offer readers of the City’s financial statements thisnarrative overview and analysis of the financial activities of the City for the fiscal year ended June 30, 2015. Weencourage readers to consider the information presented here in conjunction with additional information that we havefurnished in our letter of transmittal, which can be found in the introductory section of this report.

The assets and deferred outflows of resources of the City exceeded its liabilities and deferred inflows of resources atthe close of the most recent fiscal year by $277,372,347 (net position ). Of this amount, $19,230,046 (unrestrictednet position ) may be used to meet the government’s ongoing obligations to citizens and creditors.

The government’s total net position decreased by $5,484,326. As of the close of the current fiscal year, the City’sgovernmental funds reported combined ending fund balances of $17,444,844, a decrease of $10,582,022 incomparison with the prior year.

At the end of the current fiscal year, the unassigned fund balance for the general fund was $6,727,474 or 26% of totalgeneral fund expenditures.

This discussion and analysis is intended to serve as an introduction to the City’s basic financial statements. The City’sbasic financial statements comprise three components: 1) government-wide financial statements, 2) fund financialstatements, and 3) notes to the financial statements. This report also contains other supplementary information inaddition to the basic financial statements themselves.

In addition to regularly scheduled debt payments, the City paid off the outstanding balance of several bond issues,resulting in a net decrease in bonds payable (inclusive of discounts and premiums) of $17,859,627. In addition, certainbonds in the water and sewer funds were refunded to secure lower interest rates, resulted in a significant savings tothe City over the remaining life of the bonds.

Both of the government-wide financial statements distinguish functions of the City that are principally supported by taxesand intergovernmental revenues (governmental activities ) from other functions that are intended to recover all or asignificant portion of their costs through user fees and charges (business-type activities ). The governmental activities ofthe City include general government, legislative, judicial, public safety, public works, health and welfare, recreation andculture, and community and economic development. The business-type activities of the City include the sewer and water funds.

Government-wide Financial Statements. The government-wide financial statements are designed to provide readers with a broad overview of the City’s finances, in a manner similar to a private-sector business.

The statement of net position presents information on all of the City’s assets, deferred outflows of resources, liabilities,and deferred inflows of resources, with the difference reported as net position. Over time, increases or decreases in netposition may serve as a useful indicator of whether the financial position of the City is improving or deteriorating.

The statement of activities presents information showing how the government’s net position changed during the mostrecent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the changeoccurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported in this statement forsome items that will only result in cash flows in future fiscal periods (e.g., uncollected taxes and earned but unusedvacation leave).

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Notes to the Financial Statements. The notes provide additional information that is essential to a full understanding ofthe data provided in the government-wide and fund financial statements.

Other Information. In addition to the basic financial statements and accompanying notes, this report also presentscertain information concerning the City’s progress in funding its obligation to provide pension and other postemploymentbenefits to its employees.

Proprietary Funds. The City maintains two different types of proprietary funds. Enterprise funds are used to report thesame functions presented as business-type activities in the government-wide financial statements. The City usesenterprise funds to account for its water and sewer operations. Internal service funds are used to accumulate andallocate costs internally among the City’s various functions. The City uses internal service funds to account for itsinsurance (risk management and employee benefits) and motor pool activities. Because these services predominatelybenefit governmental rather than business-type functions, they have been included within governmental activities in thegovernment-wide financial statements.

Proprietary funds provide the same type of information as the government-wide financial statements, only in moredetail. The proprietary fund financial statements provide separate information for the sewer and water funds, both ofwhich are considered to be major funds of the City. The City’s internal service funds are presented in the proprietaryfund financial statements in the Governmental Activities - Internal Service Funds column.

Fiduciary Funds. Fiduciary funds are used to account for resources held for the benefit of parties outside thegovernment. Fiduciary funds are not reflected in the government-wide financial statements because the resources ofthose funds are not available to support the City’s own programs. The accounting used for fiduciary funds is much likethat used for proprietary funds.

The City maintains several individual governmental funds. Information is presented separately in the governmental fundsbalance sheet and in the governmental funds statement of revenues, expenditures, and changes in fund balances for thegeneral fund and the building authority debt service fund, which are each considered to be major funds. Data from theother governmental funds are combined into a single, aggregated presentation. Individual fund data for each of thesenonmajor governmental funds is provided in the form of combining statements elsewhere in this report.

The City adopts an annual appropriated budget for its general fund and special revenue funds. Budgetary comparisonstatements and schedules have been provided for these funds to demonstrate compliance with this budget.

Fund Financial Statements. A fund is a grouping of related accounts that is used to maintain control over resources thathave been segregated for specific activities or objectives. The City, like other state and local governments, uses fundaccounting to ensure and demonstrate compliance with finance-related legal requirements. All of the funds of the Citycan be divided into three categories: governmental funds, proprietary funds, and fiduciary funds.

Governmental Funds. Governmental funds are used to account for essentially the same functions reported asgovernmental activities in the government-wide financial statements. However, unlike the government-wide financialstatements, governmental fund financial statements focus on near-term inflows and outflows of spendable resources, aswell as on balances of spendable resources available at the end of the fiscal year. Such information may be useful inevaluating a government’s near-term financing requirements.

Because the focus of governmental funds is narrower than that of the government-wide financial statements, it is usefulto compare the information presented for governmental funds with similar information presented for governmentalactivities in the government-wide financial statements. By doing so, readers may better understand the long-termimpact of the government’s near-term financing decisions. Both the governmental fund balance sheet and thegovernmental fund statement of revenues, expenditures, and changes in fund balances provide a reconciliation tofacilitate this comparison between governmental funds and governmental activities.

The government-wide financial statements include not only the City itself (known as the primary government ), but alsocertain legally separate for which the City is financially accountable. The component units of the City include theWyoming Housing Commission, Downtown Development Authority, Economic Development Corporation, BrownfieldRedevelopment Authority, and Community Resource Alliance. Financial information for these component units is reportedseparately from the financial information presented for the primary government itself.

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Net PositionGovernmental Activities Business-type Activities Total

2015 2014 2015 2014 2015 2014

Current and other assets 42,730,460$ 51,534,165$ 43,736,246$ 46,543,857$ 86,466,706$ 98,078,022$ Capital assets, net 112,271,369 108,984,042 207,926,593 213,256,329 320,197,962 322,240,371 Total assets 155,001,829 160,518,207 251,662,839 259,800,186 406,664,668 420,318,393

Deferred outflowsof resources 15,304,556 257,504 2,934,552 496,739 18,239,108 754,243

Long-term liabilities 6,967,437 18,521,444 82,479,754 89,430,129 89,447,191 107,951,573 Other liabilities 47,783,314 19,123,388 7,542,100 5,267,166 55,325,414 24,390,554 Total liabilities 54,750,751 37,644,832 90,021,854 94,697,295 144,772,605 132,342,127

Deferred inflowsof resources 2,399,537 - 359,287 - 2,758,824 -

Net positionNet investment in

capital assets 108,675,977 94,151,189 127,157,590 125,490,453 235,833,567 219,641,642 Restricted 14,892,294 19,090,828 7,416,440 7,963,182 22,308,734 27,054,010 Unrestricted (deficit) (10,412,174) 9,888,862 29,642,220 32,145,995 19,230,046 42,034,857

Total net position 113,156,097$ 123,130,879$ 164,216,250$ 165,599,630$ 277,372,347$ 288,730,509$

At the end of the current fiscal year, the City reported a deficit in governmental activities unrestricted net position of$10,412,174. This was primarily a result of the implementation of GASB 68 which required the City to record theunfunded liability for its pension plan on the balance sheet.

An additional portion of the City’s net position of $22,308,734 (or 8%) represents resources that are subject to externalrestrictions on how they may be used. The City may use the remaining balance of unrestricted net position of$19,230,046 (or 7%) to meet its ongoing obligations to citizens and creditors.

Government-wide Financial Analysis

As previously stated, net position may serve over time as a useful indicator of a government’s financial position. In thecase of the City, assets and deferred outflows of resources exceeded liabilities and deferred inflows of resources by$277,372,347 at the close of the most recent fiscal year.

A substantial portion of the City’s net position, $235,833,567 (or 85%), reflects its investment in capital assets (e.g.,land, buildings, machinery and equipment), less any related outstanding debt used to acquire those assets. The City usesthese capital assets to provide services to citizens; consequently, these assets are not available for future spending.Although the City’s investment in its capital assets is reported net of related debt, it should be noted that the resourcesneeded to repay this debt must be provided from other sources since the capital assets themselves cannot be used toliquidate these liabilities.

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Change in Net PositionGovernmental Activities Business-type Activities Total

2015 2014 2015 2014 2015 2014RevenueProgram revenues:

Charges for services 6,209,070$ 5,672,378$ 34,049,542$ 35,669,569$ 40,258,612$ 41,341,947$ Operating grants 8,265,805 8,087,107 611,791 833,049 8,877,596 8,920,156 Capital grants 3,111,895 433,825 493,653 103,360 3,605,548 537,185

General revenues:Property taxes 23,388,173 22,704,522 - - 23,388,173 22,704,522 Unrestricted grants and

contributions 6,122,561 6,019,005 - - 6,122,561 6,019,005 Other 1,727,011 1,682,553 152,905 - 1,879,916 1,682,553

Total revenues 48,824,515 44,599,390 35,307,891 36,605,978 84,132,406 81,205,368

ExpensesGeneral government 4,874,428 3,389,691 - - 4,874,428 3,389,691 Legislative 198,800 209,041 - - 198,800 209,041 Judicial 2,920,330 2,047,119 - - 2,920,330 2,047,119 Public safety 25,917,728 23,060,142 - - 25,917,728 23,060,142 Public works 10,022,402 12,866,295 - - 10,022,402 12,866,295 Health and welfare 159,344 143,266 - - 159,344 143,266 Recreation and culture 8,125,915 4,957,110 - - 8,125,915 4,957,110 Community and economic

development 1,060,557 1,127,502 - - 1,060,557 1,127,502 Interest and fiscal

charges 410,966 802,346 - - 410,966 802,346 Sewer - - 16,393,374 17,619,928 16,393,374 17,619,928 Water - - 19,532,888 21,007,919 19,532,888 21,007,919

Total expenses 53,690,470 48,602,512 35,926,262 38,627,847 89,616,732 87,230,359

Change in net positionbefore extraordinary item (4,865,955) (4,003,122) (618,371) (2,021,869) (5,484,326) (6,024,991)

Extraordinary item - - - (508,047) - (508,047)

Change in net position (4,865,955) (4,003,122) (618,371) (2,529,916) (5,484,326) (6,533,038)

Net position, beginningof year 123,130,879 127,134,001 165,599,630 168,129,546 288,730,509 295,263,547

Restatement for GASB 68 (5,108,827) - (765,009) - (5,873,836) -

Net position, end of year 113,156,097$ 123,130,879$ 164,216,250$ 165,599,630$ 277,372,347$ 288,730,509$

The City’s net position decreased by $5,484,326 during the current fiscal year. Discussion of the changes in net positionfor governmental activities and business-type activities, respectively, is provided below.

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Expenses and Program Revenues - Governmental Activities

Revenues by Source - Governmental Activities

Governmental Activities. Governmental activities decreased the City’s net position by $4,865,955. This wasattributable, in part, to the implementation of GASB 68 and the requirement to report the unfunded pension liability andother deferred amounts on the statement of net position (approximately $4.1 million) and an increase in the net otherpostemployment benefits obligation due in part to a decrease in the interest rate assumption (approximately $5.5million, an increase of approximately $1.6 million from the prior year). These items were offset by donated capital ofapproximately $2.1 million.

-

5,000,000

10,000,000

15,000,000

20,000,000

25,000,000

30,000,000

Generalgovernment

Legislative Judicial Publicsafety

Publicworks

Health andwelfare

Recreationand culture

Communityand

economicdevelopment

Interest andfiscal

charges

Expenses

Program Revenues

Charges for services13%

Operating grants and contributions

17%

Capital grants and contributions

6%Property taxes

48%

Unrestricted grants and contributions

13%

Other3%

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Expenses and Program Revenues - Business-type Activities

Revenues by Source - Business-type Activities

Business-type Activities. Business-type activities decreased the City’s net position by $618,371. As with governmentalactivities, the key factor in this decrease was implementation of GASB 68. The change in the net pension liability andrelated deferred amounts between the water and sewer funds amounted to approximately $630,000. The increase in thenet other postemployment benefits liability was approximately $697,000. These losses were offset by capitalcontributions of approximately $494,000.

14,500,000

15,000,000

15,500,000

16,000,000

16,500,000

17,000,000

17,500,000

18,000,000

18,500,000

19,000,000

19,500,000

20,000,000

Sewer Water

ExpensesProgram Revenues

Charges for services97%

Operating grants and contributions

2%

Capital grants1% Other

0%

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·

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·

·

·

Proprietary Funds. Unrestricted net position of the sewer and water funds amount to $9,399,951 and $19,387,104,respectively. The sewer fund had an increase in net position of $941,349 while the water fund experienced a decrease innet position of $1,508,096. Other factors concerning the finances of these two funds have already been addressed in thediscussion of the City’s business-type activities.

As noted above, the City decided to call its Building Authority bonds and use accumulated resources on hand to payoff this debt in full.

State EVIP revenue was not originally included in the budget ($627,126).

The general fund budgeted for a decrease in fund balance of $6,683,270 and the actual decrease in fund balance was$5,578,455. Significant budgetary variances are as follows:

Governmental Funds. The focus of the City’s governmental funds is to provide information on near-term inflows,outflows, and balances of spendable resources. Such information is useful in assessing the City’s financing requirements.In particular, unassigned fund balance may serve as a useful measure of a government’s net resources available forspending at the end of the fiscal year.

As of the end of the current fiscal year, the City’s governmental funds reported combined ending fund balances of$17,444,844, a decrease of $10,582,022 in comparison with the prior year. Of this amount, 39% ($6,727,474) constitutesunassigned fund balance, which is available for spending at the government’s discretion. The remainder of fund balanceis categorized to indicate that it is not available for new spending because it is classified as one of the following: A)nonspendable for inventories and prepaids ($525,040); B) restricted for use ($9,811,402) or C) has been assigned forother specific uses in the City’s general operations ($380,928).

The general fund is the chief operating fund of the City. At the end of the current fiscal year, unassigned fund balance ofthe general fund was $6,727,474 while total fund balance amounted to $7,229,100. As a measure of the general fund’sliquidity, it may be useful to compare both unassigned fund balance and total fund balance to total fund expenditures.Unassigned fund balance represents 26% of total general fund expenditures, while total fund balance represents 28% ofthat same amount.

The fund balance of the City’s general fund decreased by $5,578,455 during the current fiscal year. Key factors in thischange are as follows:

Received State of Michigan Economic Vitality Incentive Program (EVIP) revenue in the full amount of entitlement($627,126).

Reduction of personnel expenses due to delayed hiring when positions became vacant ($1,180,332).

Rental expense paid to the Building Authority was increased to allow for the payoff of bonds payable at the call date.In addition to the regularly scheduled principal payment on the Building Authority bonds of $1,210,000, an additional$5,525,000 was called and the debt repaid in full. To provide the necessary funds for this expense, rental expense ofthe general fund increased as were charges for services in the Building Authority debt service fund (where the actualdebt payment was recorded).

General Fund Budgetary Highlights

Financial Analysis of the City’s Funds

As noted earlier, the City uses fund accounting to ensure and demonstrate compliance with finance-related legalrequirements.

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·

Capital Assets (Net of Depreciation)Governmental Activities Business-type Activities Total

2015 2014 2015 2014 2015 2014

Land 4,317,018$ 4,317,018$ 2,349,682$ 2,349,682$ 6,666,700$ 6,666,700$ Rights of way 18,282,500 17,851,960 - - 18,282,500 17,851,960 Construction in progress 5,743,464 1,806,010 2,911,601 160,721 8,655,065 1,966,731 Infrastructure 63,649,630 63,367,503 - - 63,649,630 63,367,503 Buildings 13,801,251 15,171,010 73,918,005 76,467,500 87,719,256 91,638,510 Improvements

than buildings 1,623,886 1,576,026 96,393,482 98,887,382 98,017,368 100,463,408 Equipment 1,473,212 1,657,815 32,350,151 35,385,995 33,823,363 37,043,810 Vehicles 3,380,408 3,236,700 3,672 5,049 3,384,080 3,241,749 Total capital assets, net 112,271,369$ 108,984,042$ 207,926,593$ 213,256,329$ 320,197,962$ 322,240,371$

Long-term DebtGovernmental Activities Business-type Activities Total

2015 2014 2015 2014 2015 2014

Bonds payable 3,610,000$ 14,705,000$ 81,209,499$ 87,974,126$ 84,819,499$ 102,679,126$ Deferred bond costs, net (7,498) 385,357 203,536 288,489 196,038 673,846 Compensated absences 3,364,935 3,431,087 1,066,719 1,167,514 4,431,654 4,598,601 Total long-term debt 6,967,437$ 18,521,444$ 82,479,754$ 89,430,129$ 89,447,191$ 107,951,573$

Additional information on the City long-term debt can be found in Note 8 of this report.

Long-term Debt. At the end of the current fiscal year, the City had total long-term debt outstanding of $89,447,191. Ofthis amount, $6,967,437 was debt of governmental activities while $82,479,754 was debt of business-type activities.

The City’s total long-term debt decreased by $18,504,382 (17%) during the current fiscal year. The net decrease wasattributed to annual principal payments as well as calling several outstanding bond issues in both the water and sewerfunds. In addition, two bond issues were refunded, resulting in a significant savings in interest expense over theremaining life of the bonds.

Major capital asset events during the current fiscal year included the following:

The purchase of various vehicles and equipment amounting to $441,546.

Infrastructure improvement and repairs amounted to $2,420,608 in governmental activities and $793,986 in business-type activities. In addition, the City had incurred another $7,709,276 on projects still in process at year-end.

Additional information on the City’s capital assets can be found in Note 7 of this report.

Capital Assets and Debt Administration

Capital Assets. The City’s capital assets for its governmental and business-type activities as of June 30, 2015 amountedto $320,197,962 (net of accumulated depreciation). This investment in capital assets includes land, buildings, landimprovements, machinery and equipment, park facilities, motor vehicles, and infrastructure. The total decrease in theCity’s investment in capital assets for the current fiscal year was 0.6% (a 3.0% increase for governmental activities and a2.5% decrease for business-type activities).

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Economic Factors and Next Year’s Budget and Rates

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·

·

Requests for Information

This financial report is designed to provide a general overview of the City’s finances for all those with an interest in theCity of Wyoming’s finances. Questions concerning any of the information provided in this report, or requests foradditional financial information, may be addressed to the Finance Director, City Hall, 1155 28th St. SW, Wyoming, MI49509.

The economic outlook of the City.

Inflationary effect on expenses.

The City considered these factors in preparing the City’s budget for the 2016 fiscal year.

Legislative outlook.

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BASIC FINANCIAL STATEMENTS

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Statement of Net PositionJune 30, 2015

Governmental Business-type ComponentActivities Activities Total Units

AssetsPooled cash and investments 30,727,670$ 25,462,740$ 56,190,410$ 1,766,792$ Restricted cash and cash equivalents 4,627,503 7,939,589 12,567,092 501,549 Receivables, net 8,113,536 7,093,422 15,206,958 21,158 Internal balances (1,720,621) 1,720,621 - - Other assets 982,372 1,519,874 2,502,246 67,822 Capital assets not being depreciated 28,342,982 5,261,283 33,604,265 657,627 Capital assets being depreciated, net 83,928,387 202,665,310 286,593,697 2,492,637

Total assets 155,001,829 251,662,839 406,664,668 5,507,585

Deferred outflows of resourcesLoss on advance bond refundings, net 7,110 644,032 651,142 - Deferred pension amounts 15,297,446 2,290,520 17,587,966 -

Total deferred outflows of resources 15,304,556 2,934,552 18,239,108 -

LiabilitiesAccounts payable and accrued liabilities 8,724,135 1,358,820 10,082,955 330,624 Unearned revenue 26,329 - 26,329 1,627 Long-term liabilities:

Due within one year 964,825 4,732,596 5,697,421 - Due in more than one year 6,002,612 77,747,158 83,749,770 90,358

Net pension liability 22,203,721 3,324,612 25,528,333 - Net other postemployment benefits liability 16,829,129 2,858,668 19,687,797 -

Total liabilities 54,750,751 90,021,854 144,772,605 422,609

Deferred inflows of resourcesDeferred pension amounts 2,399,537 359,287 2,758,824 -

Net positionNet investment in capital assets 108,675,977 127,157,590 235,833,567 3,150,264 Restricted (Note 11) 14,892,294 7,416,440 22,308,734 282,982 Unrestricted (deficit) (10,412,174) 29,642,220 19,230,046 1,651,730

Total net position 113,156,097$ 164,216,250$ 277,372,347$ 5,084,976$

The accompanying notes are an integral part of these basic financial statements.

CITY OF WYOMING, MICHIGAN

Primary Government

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Statement of ActivitiesFor the Year Ended June 30, 2015

Program Revenues

Operating Capital NetCharges Grants and Grants and (Expense)

Functions / Programs Expenses for Services Contributions Contributions Revenue

Primary governmentGovernmental activities:

General government 4,874,428$ 1,792,648$ 64,336$ -$ (3,017,444)$ Legislative 198,800 - - - (198,800) Judicial 2,920,330 1,823,756 149,617 - (946,957) Public safety 25,917,728 60,428 617,848 - (25,239,452) Public works 10,022,402 1,940,860 5,545,682 3,111,895 576,035 Health and welfare 159,344 412 47,240 - (111,692) Recreation and culture 8,125,915 470,683 1,442,688 - (6,212,544) Community and

economic development 1,060,557 120,283 398,394 - (541,880) Interest and fiscal charges 410,966 - - - (410,966)

Total governmental activities 53,690,470 6,209,070 8,265,805 3,111,895 (36,103,700)

Business-type activities:Sewer 16,393,374 16,721,342 168,207 270,000 766,175 Water 19,532,888 17,328,200 443,584 223,653 (1,537,451)

Total business-type activities 35,926,262 34,049,542 611,791 493,653 (771,276)

Total primary government 89,616,732$ 40,258,612$ 8,877,596$ 3,605,548$ (36,874,976)$

Component unitsHousing Commission 8,668,084$ 644,285$ 7,464,009$ 169,427$ (390,363)$ Downtown Development Authority 63,554 - - - (63,554) Economic Development Corporation 11,413 - - - (11,413) Brownfield Redevelopment Authority 52,475 (18,232) - - (70,707) Greater Wyoming Community

Resource Alliance 47,643 3,315 60,010 - 15,682

Total component units 8,843,169$ 629,368$ 7,524,019$ 169,427$ (520,355)$

continued...

CITY OF WYOMING, MICHIGAN

35

CITY OF WYOMING, MICHIGAN

Statement of ActivitiesFor the Year Ended June 30, 2015

Primary Government

Governmental Business-type ComponentActivities Activities Total Units

Changes in net positionNet revenue (expense) (36,103,700)$ (771,276)$ (36,874,976)$ (520,355)$

General revenues:Property taxes 23,388,173 - 23,388,173 125,699 Grants not restricted to specific programs 6,122,561 - 6,122,561 - Cable TV franchise fees 1,210,533 - 1,210,533 - Unrestricted investment earnings 353,475 - 353,475 4,998 Gain on sale of capital assets 130,903 152,905 283,808 - Other revenues 32,100 - 32,100 -

Total general revenues 31,237,745 152,905 31,390,650 130,697

Change in net position (4,865,955) (618,371) (5,484,326) (389,658)

Net position, beginning of year, as restated 118,022,052 164,834,621 282,856,673 5,474,634

Net position, end of year 113,156,097$ 164,216,250$ 277,372,347$ 5,084,976$

concluded

The accompanying notes are an integral part of these basic financial statements.

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37

CITY OF WYOMING, MICHIGAN

Balance SheetGovernmental FundsJune 30, 2015

Building Nonmajor TotalGeneral Authority Governmental Governmental

Fund Debt Service Funds FundsAssets

Pooled cash and investments 8,195,574$ 19,006$ 10,063,385$ 18,277,965$ Accounts receivable, net 333,553 - 262,182 595,735 Special assessments receivable - - 1,672,629 1,672,629 Due from other governments 1,271,876 - 2,453,993 3,725,869 Loans receivable - - 1,898,668 1,898,668 Due from component units 51,019 - - 51,019 Inventories - - 426,886 426,886 Prepaids 98,154 - - 98,154

Total assets 9,950,176$ 19,006$ 16,777,743$ 26,746,925$

Negative equity in pooled cash and investments -$ -$ 113,445$ 113,445$ Accounts payable 1,345,708 1,500 1,744,628 3,091,836 Accrued liabilities 1,355,305 - - 1,355,305 Deposits 19,913 - 30,480 50,393 Unearned revenue 150 - 26,179 26,329

Total liabilities 2,721,076 1,500 1,914,732 4,637,308

Deferred inflows of resourcesUnavailable revenue - - 4,664,773 4,664,773

Nonspendable 98,154 - 426,886 525,040 Restricted 22,544 17,506 9,771,352 9,811,402 Assigned 380,928 - - 380,928 Unassigned 6,727,474 - - 6,727,474

Total fund balances 7,229,100 17,506 10,198,238 17,444,844

Total liabilities, deferred inflows of resourcesand fund balances 9,950,176$ 19,006$ 16,777,743$ 26,746,925$

The accompanying notes are an integral part of these basic financial statements.

Liabilities

Fund balances

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CITY OF WYOMING, MICHIGAN

ReconciliationFund Balances of Governmental Funds to Net Position of Governmental Activities June 30, 2015

Fund balances - total governmental funds 17,444,844$

Capital assets used in governmental activities are not financial resources, and therefore are not reported in the fund statements.

Capital assets not being depreciated 27,107,110 Capital assets being depreciated, net 79,688,438

The focus of governmental funds is on short-term financing. Accordingly, some assets will not be available to pay for current-period expenditures. Those assets (such as certain receivables) are offset by deferred inflows of resources in the governmental funds, and thus are not included in fund balance.

Deferred long-term receivables 4,664,773

Internal service funds are used by management to charge the costs of certain activities, such as insurance and other centralized costs, to individual funds. The assets and liabilities of certain internal service funds are included in governmental activities.

Net position of internal service funds 17,644,936 Portion of internal service funds net position allocated to business-type activities (855,165)

Certain liabilities, such as bonds payable, are not due and payable in the current period, and therefore are not reported in the funds.

Bonds payable (3,610,000) Unamortized bond premiums/discounts 7,498 Unamortized deferred loss on bond refunding 7,110 Compensated absences payable (3,261,016) Net other postemployment benefits obligation (16,520,851) Accrued interest on long-term debt (10,767)

Certain pension-related amounts, such as the net pension liability and deferred amounts are not due and payable in the current period or do not represent current financial resources and therefore are not reported in the funds.

Net pension liability (21,833,894) Deferred outflows related to the net pension liability 15,042,650 Deferred inflows related to the net pension liability (2,359,569)

Net position of governmental activities 113,156,097$

The accompanying notes are an integral part of these basic financial statements.

Amounts reported for governmental activities in the statement of net position are differentbecause:

39

CITY OF WYOMING, MICHIGAN

Statement of Revenues, Expenditures and Changes in Fund BalancesGovernmental FundsFor the Year Ended June 30, 2015

Building Nonmajor TotalGeneral Authority Governmental Governmental

Fund Debt Service Funds FundsRevenues

Taxes 9,751,280$ -$ 13,636,893$ 23,388,173$ Licenses and permits 1,305,208 - 1,527,005 2,832,213 Intergovernmental 6,881,163 - 7,340,563 14,221,726 Charges for services 83,330 - 488,744 572,074 Fines and forfeitures 1,823,756 - 3,755 1,827,511 Special assessments - - 420,797 420,797 Loan repayments - - 42,433 42,433 Contributions and donations 15,783 - 4,026 19,809 Rental income 148,780 7,074,800 9,017 7,232,597 Investment earnings 144,207 9,536 183,153 336,896 Miscellaneous 115,235 - 809,322 924,557

Total revenues 20,268,742 7,084,336 24,465,708 51,818,786

ExpendituresCurrent:

Legislative 198,800 - - 198,800 Judicial 2,127,963 - - 2,127,963 General government 4,029,876 - - 4,029,876 Public safety 17,674,387 - 8,379,617 26,054,004 Public works 952,791 - 5,921,306 6,874,097 Health and welfare - - 146,637 146,637 Recreation and culture 603,241 - 5,362,900 5,966,141 Community and economic development 260,139 - 621,948 882,087

Debt service:Principal - 6,735,000 4,360,000 11,095,000 Interest and fiscal charges - 341,250 329,834 671,084

Capital outlay - - 4,517,476 4,517,476

Total expenditures 25,847,197 7,076,250 29,639,718 62,563,165

Revenues over (under) expenditures (5,578,455) 8,086 (5,174,010) (10,744,379)

Other financing sources (uses)Insurance recoveries - - 162,357 162,357 Transfers in - - 4,721,509 4,721,509 Transfers out - - (4,721,509) (4,721,509)

Total other financing sources (uses) - - 162,357 162,357

Net change in fund balances (5,578,455) 8,086 (5,011,653) (10,582,022)

Fund balances, beginning of year 12,807,555 9,420 15,209,891 28,026,866

Fund balances, end of year 7,229,100$ 17,506$ 10,198,238$ 17,444,844$

The accompanying notes are an integral part of these basic financial statements.

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ReconciliationNet Changes in Fund Balances of Governmental Fundsto Change in Net Position of Governmental ActivitiesFor the Year Ended June 30, 2015

Net change in fund balances - total governmental funds (10,582,022)$

Governmental funds report capital outlays as expenditures. However, in the statement ofactivities, the cost of those assets is allocated over their estimated useful lives and reportedas depreciation expense.

Capital assets purchased / constructed 5,098,710 Donated capital assets 2,140,888 Depreciation expense (4,194,780) Loss on disposal of capital assets (72,993)

Revenues in the statement of activities that do not provide current financial resources are notreported as revenues in the funds, but rather are deferred to the following fiscal year.

Net change in deferred inflows for long-term receivables 727,501

Bond proceeds provide current financial resources to governmental funds in the period issued,but issuing bonds increases long-term liabilities in the statement of net position. Repaymentof bond principal is an expenditure in the governmental funds, but the repayment reduceslong-term liabilities in the statement of net position.

Principal payments on long-term liabilities 11,095,000

Some expenses reported in the statement of activities do not require the use of currentfinancial resources and therefore are not reported as expenditures in governmental funds.

Change in accrued interest payable on long-term debt 117,657 Amortization of bond premiums/discounts 392,855 Amortization of deferred loss on refunding (250,394) Change in the accrual for compensated absences 69,398 Change in the net pension liability and related deferred amounts (4,127,098) Change in the net other postemployment benefits obligation (5,455,416)

An internal service fund is used by management to charge the costs of certain services toindividual governmental funds. The net revenue (expense) attributable to those funds isreported with governmental activities.

Operating loss from internal service funds (172,571) Operating loss from internal service fund allocated to business-type activities 51,624 Nonoperating income from internal service funds 295,686

Change in net position of governmental activities (4,865,955)$

The accompanying notes are an integral part of these basic financial statements.

Amounts reported for governmental activities in the statement of activities are different because:

CITY OF WYOMING, MICHIGAN

41

CITY OF WYOMING, MICHIGAN

Statement of Revenues, Expenditures and Changes in Fund BalanceBudget and Actual - General FundFor the Year Ended June 30, 2015

Actual OverOriginal Final (Under) FinalBudget Budget Actual Budget

RevenuesTaxes 9,877,600$ 9,877,600$ 9,751,280$ (126,320)$ Licenses and permits 1,095,000 1,145,000 1,305,208 160,208 Intergovernmental 6,196,220 7,207,412 6,881,163 (326,249) Charges for services 51,500 53,255 83,330 30,075 Fines and forfeitures 2,100,000 2,100,000 1,823,756 (276,244) Contributions and donations 600 14,700 15,783 1,083 Rental income 148,620 148,620 148,780 160 Investment earnings - 100,000 144,207 44,207 Miscellaneous 31,500 31,500 115,235 83,735

Total revenues 19,501,040 20,678,087 20,268,742 (409,345)

ExpendituresCurrent:

Legislative 218,480 218,480 198,800 (19,680) Judicial 2,095,940 2,270,362 2,127,963 (142,399) General government 2,991,970 4,461,010 4,029,876 (431,134) Public safety 14,089,670 18,597,165 17,674,387 (922,778) Public works 1,029,850 989,850 952,791 (37,059) Recreation and culture 470,000 520,000 603,241 83,241 Community and economic

development 271,490 304,490 260,139 (44,351)

Total expenditures 21,167,400 27,361,357 25,847,197 (1,514,160)

Net change in fund balance (1,666,360) (6,683,270) (5,578,455) 1,104,815

Fund balance, beginning of year 12,807,555 12,807,555 12,807,555 -

Fund balance, end of year 11,141,195$ 6,124,285$ 7,229,100$ 1,104,815$

The accompanying notes are an integral part of these basic financial statements.

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43

CITY OF WYOMING, MICHIGAN

Statement of Net PositionProprietary FundsJune 30, 2015

GovernmentalBusiness-type Activities - Enterprise Funds Activities

Internal ServiceSewer Water Total Funds

AssetsCurrent assets:

Pooled cash and investments 6,819,012$ 18,643,728$ 25,462,740$ 12,563,150$ Accounts receivable, net 2,932,290 2,015,867 4,948,157 169,616 Due from other governments 581,552 1,563,713 2,145,265 - Inventories 53,896 150,629 204,525 262,449 Prepaids 15,257 20,489 35,746 194,883

Total current assets 10,402,007 22,394,426 32,796,433 13,190,098

Noncurrent assets:Restricted cash and cash equivalents 3,741,376 4,198,213 7,939,589 4,627,503 Advance to other funds 435,759 429,697 865,456 - Capital assets not being depreciated 1,585,667 3,675,616 5,261,283 1,235,872 Capital assets being depreciated, net 71,711,583 130,953,727 202,665,310 4,239,949 Investment in joint venture 1,279,603 - 1,279,603 -

Total noncurrent assets 78,753,988 139,257,253 218,011,241 10,103,324

Total assets 89,155,995 161,651,679 250,807,674 23,293,422

Deferred outflows of resourcesLoss on advance bond refundings, net 230,959 413,073 644,032 - Deferred pension amounts 792,609 1,497,911 2,290,520 254,796

Total deferred outflows of resources 1,023,568 1,910,984 2,934,552 254,796

LiabilitiesCurrent liabilities:

Accounts payable 200,409 681,031 881,440 352,357 Accrued interest payable 205,947 150,542 356,489 - Customer deposits - 120,891 120,891 - Current portion of accrued liabilities - - - 988,856 Current portion of long-term debt 1,572,838 3,159,758 4,732,596 13,226

Total current liabilities 1,979,194 4,112,222 6,091,416 1,354,439

Noncurrent liabilities, net of current portion:Advance from other funds - - - 865,456 Accrued liabilities - - - 2,874,621 Long-term debt 37,542,948 40,204,210 77,747,158 90,693 Net pension liability 1,150,445 2,174,167 3,324,612 369,827 Net other postemployment benefit obligation 1,616,367 1,242,301 2,858,668 308,278

Total noncurrent liabilities 40,309,760 43,620,678 83,930,438 4,508,875

Total liabilities 42,288,954 47,732,900 90,021,854 5,863,314

Deferred inflows of resourcesDeferred pension amounts 124,327 234,960 359,287 39,968

Net positionNet investment in capital assets 34,883,797 92,273,793 127,157,590 5,475,821 Restricted for debt service 3,482,534 3,933,906 7,416,440 - Unrestricted 9,399,951 19,387,104 28,787,055 12,169,115

Total net position 47,766,282$ 115,594,803$ 163,361,085$ 17,644,936$

The accompanying notes are an integral part of these basic financial statements.

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CITY OF WYOMING, MICHIGAN

ReconciliationNet Position of Enterprise Fundsto Net Position of Business-type Activities June 30, 2015

Net position - total enterprise funds 163,361,085$

Amounts reported for business-type activities in the statement of net positionare different because:

Internal service funds are used by management to charge the costs of certain activities, such as insurance and other centralized costs, to individual funds. A portion of the net position of the internal service funds is allocated to the enterprise funds and reported in the statement of net position.

Net position of business-type activities accounted for in governmental-type internal service funds 855,165

Net position of business-type activities 164,216,250$

The accompanying notes are an integral part of these basic financial statements.

45

CITY OF WYOMING, MICHIGAN

Statement of Revenues, Expenses and Changes in Fund Net PositionProprietary FundsFor the Year Ended June 30, 2015

GovernmentalBusiness-type Activities - Enterprise Funds Activities

Internal ServiceSewer Water Total Funds

Operating revenuesCharges for services 16,721,342$ 17,328,200$ 34,049,542$ 14,762,246$

Operating expensesAdministrative and general 1,962,164 823,197 2,785,361 1,595,291 Accounting and collection - 554,808 554,808 - Pumping and treatment 8,811,520 6,390,845 15,202,365 - Transmission and distribution 748,203 3,592,223 4,340,426 -Equipment and building operations - - - 2,810,017 Depreciation 2,992,018 6,212,873 9,204,891 1,052,896 Insurance claims and premiums - - - 9,476,613

Total operating expenses 14,513,905 17,573,946 32,087,851 14,934,817

Operating income (loss) 2,207,437 (245,746) 1,961,691 (172,571)

Nonoperating revenues (expenses)Investment earnings 104,307 217,744 322,051 155,456 Intergovernmental - 23,070 23,070 - Interest expense (1,857,200) (1,905,528) (3,762,728) - Property lease income 27,000 144,497 171,497 - Gain (loss) on sale of capital assets 152,905 (24,059) 128,846 130,903 Miscellaneous income 36,900 58,273 95,173 9,327

Total nonoperating revenues (expenses) (1,536,088) (1,486,003) (3,022,091) 295,686

Income (loss) before capital contributions 671,349 (1,731,749) (1,060,400) 123,115

Capital contributions 270,000 223,653 493,653 -

Change in net position 941,349 (1,508,096) (566,747) 123,115

Net position, beginning of year, as restated 46,824,933 117,102,899 163,927,832 17,521,821

Net position, end of year 47,766,282$ 115,594,803$ 163,361,085$ 17,644,936$

The accompanying notes are an integral part of these basic financial statements.

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CITY OF WYOMING, MICHIGAN

ReconciliationChange in Net Position of Enterprise Fundsto Change in Net Position of Business-type ActivitiesFor the Year Ended June 30, 2015

Change in net position - total enterprise funds (566,747)$

Amounts reported for business-type activities in the statement of activities are differentbecause:

Internal service funds are used by management to charge the costs of certain activities, such as insurance and other centralized costs, to individual funds. A portion of the operating income (loss) of the internal service funds is allocated to the enterprise funds and reported in the statement of activities.

Net operating loss from business-type activities accounted for in governmental-type internal service funds (51,624)

Change in net position of business-type activities (618,371)$

The accompanying notes are an integral part of these basic financial statements.

47

CITY OF WYOMING, MICHIGAN

Statement of Cash FlowsProprietary FundsFor the Year Ended June 30, 2015

GovernmentalBusiness-type Activities - Enterprise Funds Activities

Internal ServiceSewer Water Total Funds

Cash flows from operating activitiesReceipts from customers and users 16,618,258$ 18,259,029$ 34,877,287$ 14,757,769$ Payments to vendors (8,142,238) (7,049,685) (15,191,923) (3,810,322) Payments for personnel services (3,534,377) (4,607,546) (8,141,923) (853,485) Benefit payments - - - (9,348,195)

Net cash provided by operating activities 4,941,643 6,601,798 11,543,441 745,767

Cash flows from noncapital financing activitiesNonoperating revenues received 63,900 225,840 289,740 9,327

Cash flows from capital and related financing activitiesPurchase of capital assets (1,677,492) (1,852,722) (3,530,214) (1,397,663) Cash paid to refunding bond escrow (34,516,452) (2,801,719) (37,318,171) - Bond issuance costs paid (127,300) (39,000) (166,300) - Proceeds from issuance of bonds payable 34,645,000 2,845,000 37,490,000 - Principal paid on long-term debt (3,415,000) (3,769,627) (7,184,627) - Interest and agent fees paid on long-term debt (1,720,455) (1,933,887) (3,654,342) - Capital contributions received - 61,653 61,653 - Proceeds from sale of capital assets 215,905 - 215,905 160,168

Net cash used in capital and related financing activities (6,595,794) (7,490,302) (14,086,096) (1,237,495)

Cash flows from investing activitiesInterest received on investments 104,307 217,744 322,051 155,456

Net increase in cash and pooled investments (1,485,944) (444,920) (1,930,864) (326,945)

Pooled cash and investments, beginning of year 12,046,332 23,286,861 35,333,193 17,517,598

Pooled cash and investments, end of year 10,560,388$ 22,841,941$ 33,402,329$ 17,190,653$

Classified on the statement of net position:Pooled cash and investments 6,819,012$ 18,643,728$ 25,462,740$ 12,563,150$ Restricted cash and cash equivalents 3,741,376 4,198,213 7,939,589 4,627,503

Total cash and pooled investments 10,560,388$ 22,841,941$ 33,402,329$ 17,190,653$

continued…

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CITY OF WYOMING, MICHIGAN

Statement of Cash FlowsProprietary FundsFor the Year Ended June 30, 2015

GovernmentalBusiness-type Activities - Enterprise Funds Activities

Internal ServiceSewer Water Total Funds

Cash flows from operating activitiesOperating income (loss) 2,207,437$ (245,746)$ 1,961,691$ (172,571)$ Adjustments to reconcile operating income (loss)

to net cash provided by operating activities:Depreciation expense 2,992,018 6,212,873 9,204,891 1,052,896 Change in:

Accounts receivable (496,767) 142,187 (354,580) (4,721) Due from other governments 393,683 788,642 1,182,325 244 Inventories (10,472) 43,596 33,124 29,884 Prepaids (15,257) (20,489) (35,746) (2,791) Accounts payable (481,650) 45,044 (436,606) (266,767) Customer deposits 38 244 282 - Accrued liabilities - - - 128,418 Compensated absences payable (48,791) (52,004) (100,795) 3,246 Net pension liability and deferred amounts 217,429 410,941 628,370 69,887 Net other postemployment benefits obligation 183,975 (723,490) (539,515) (91,958)

Net cash provided by operating activities 4,941,643$ 6,601,798$ 11,543,441$ 745,767$

concluded

Non-cash Transactions

The accompanying notes are an integral part of these basic financial statements.

For the year ended June 30, 2015, the sewer and water funds recognized capital contributions for donated infrastructure in the amounts of$270,000 and $162,000, respectively. These amounts were capitalized as infrastructure and are being depreciated over their estimated usefullives. The remaining balance in capital contributions of $61,653 represents cash transactions that are included in the statement above.

49

CITY OF WYOMING, MICHIGAN

Statement of Fiduciary Net PositionFiduciary FundsJune 30, 2015

Pensionand OPEB Agency

Trust Funds FundsAssets

Pooled cash and investments 1,059,203$ 6,958,402$ Investments, at fair value:

Money market funds 1,894,489 - U.S. government treasuries and agencies 23,077,310 - Municipal bonds 274,750 - Real estate securities 12,893,338 - Domestic fixed income mutual funds 5,359,532 - International fixed income mutual funds 3,576,791 - Domestic equity mutual funds 70,125,716 - International equity mutual funds 32,968,236 - Corporate fixed income 12,804,674 - Foreign fixed income 3,273,776 - Private placement fixed income 5,228,266 - Domestic equity 14,698,360 - Foreign equity 216,700 -

Total investments 186,391,938 -

Accrued interest receivable 327,256 - Due from brokers 85,523 - Due from other governments 35,600 -

Total assets 187,899,520 6,958,402$

LiabilitiesAccounts payable 100,718 -$ Due to brokers 790,702 - Due to other governments - 6,958,402 Liability under securities lending 456,471 -

Total liabilities 1,347,891 6,958,402$

Net position restricted for pension andother postemployment benefits 186,551,629$

The accompanying notes are an integral part of these basic financial statements.

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CITY OF WYOMING, MICHIGAN

Statement of Changes in Fiduciary Net PositionPension and OPEB Trust FundsFor the Year Ended June 30, 2015

Pensionand OPEB

Trust FundsAdditions

Contributions:Employer 6,875,876$ Plan member 228,734 Reimbursements 164,262 Other 222,899

Total contributions 7,491,771

Investment income:Net appreciation in fair value of investment of securities 6,604,559 Dividends and interest 3,332,578

Total investment income 9,937,137 Investment expense (560,859)

Net investment income 9,376,278

Other income 24,404

Total additions 16,892,453

DeductionsBenefits and refunds to participants 12,088,182 Administration 50,910 Other 425,760

Total deductions 12,564,852

Change in net position 4,327,601

Net position, beginning of year 182,224,028

Net position, end of year 186,551,629$

The accompanying notes are an integral part of these basic financial statements.

51

CITY OF WYOMING, MICHIGAN

Combining Statement of Net PositionDiscretely Presented Component UnitsJune 30, 2015

Wyoming Downtown EconomicHousing Development Development

Commission * Authority CorporationAssets

Pooled cash and investments 1,376,253$ 84,361$ 29,202$ Restricted cash and cash equivalents 501,549 - - Receivables, net 6,470 - - Inventories - - - Prepaids 66,812 - - Capital assets not being depreciated 612,669 44,958 - Capital assets being depreciated, net 2,492,637 - -

Total assets 5,056,390 129,319 29,202

LiabilitiesPayables 97,425 3,055 - Deposits 224,194 - - Unearned revenue 1,627 - - Long-term liabilities:

Due in more than one year 90,358 - -

Total liabilities 413,604 3,055 -

Investment in capital assets 3,105,306 44,958 - Restricted (Note 11) 277,355 - - Unrestricted 1,260,125 81,306 29,202

Total net position 4,642,786$ 126,264$ 29,202$

* Presented on a March 31, 2015 fiscal year end.

The accompanying notes are an integral part of these basic financial statements.

Net position

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Brownfield CommunityRedevelopment Resource

Authority Alliance Total

185,366$ 91,610$ 1,766,792$ - - 501,549

14,688 - 21,158 1 - 1 - 1,009 67,821 - - 657,627 - - 2,492,637

200,055 92,619 5,507,585

1,026 4,924 106,430 - - 224,194 - - 1,627

- - 90,358

1,026 4,924 422,609

- - 3,150,264 - 5,627 282,982

199,029 82,068 1,651,730

199,029$ 87,695$ 5,084,976$

53

CITY OF WYOMING, MICHIGAN

Combining Statement of ActivitiesDiscretely Presented Component UnitsFor the Year Ended June 30, 2015

Wyoming Downtown EconomicHousing Development Development

Commission * Authority CorporationExpenses

Wyoming Housing Commission 8,668,084$ -$ -$ Wyoming Downtown Development Authority - 63,554 - Economic Development Corporation - - 11,413 Brownfield Redevelopment Authority - - - Greater Wyoming Community Resource Alliance - - -

Total expenses 8,668,084 63,554 11,413

Program revenuesCharges for services 644,285 - - Operating grants and contributions 7,464,009 - - Capital grants and contributions 169,427 - -

Total program revenues 8,277,721 - -

Net revenues (expenses) (390,363) (63,554) (11,413)

General revenuesProperty taxes - 59,256 - Unrestricted investment earnings 2,102 264 248

Total general revenues 2,102 59,520 248

Change in net position (388,261) (4,034) (11,165)

Net position, beginning of year 5,031,047 130,298 40,367

Net position, end of year 4,642,786$ 126,264$ 29,202$

* Presented on a March 31, 2015 fiscal year end.

The accompanying notes are an integral part of these financial statements.

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Brownfield CommunityRedevelopment Resource

Authority Alliance Total

-$ -$ 8,668,084$ - - 63,554 - - 11,413

52,475 - 52,475 - 47,643 47,643

52,475 47,643 8,843,169

(18,232) 3,315 629,368 - 60,010 7,524,019

- 169,427

(18,232) 63,325 8,322,814

(70,707) 15,682 (520,355)

66,443 - 125,699 1,783 601 4,998

68,226 601 130,697

(2,481) 16,283 (389,658)

201,510 71,412 5,474,634

199,029$ 87,695$ 5,084,976$

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NOTES TO FINANCIAL STATEMENTS

57

CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Reporting Entity

The City of Wyoming, Michigan (the "City") was incorporated in 1959. The City operates under aCouncil-Manager form of government and provides the following services as authorized by its charter:public safety (police and fire), highways and streets, sanitation, recreation and culture, publicimprovements, planning and zoning, and general administrative services.

As required by generally accepted accounting principles, these financial statements present thegovernment and its component units, entities for which the City is financially accountable. Blendedcomponent units, although legally separate entities, are, in substance, part of the government’soperations and as such, data from these units are combined with data of the primary government.Discretely presented component units, on the other hand, are reported in a separate column in thecombined financial statements to emphasize that they are legally separate from the government.

Blended Component Unit

The City of Wyoming Building Authority is a legally separate entity created by the City. The BuildingAuthority uses the proceeds of its tax-exempt bonds to finance the construction of general capital assetsfor the City. The Building Authority is presented as a blended component unit because it existsexclusively to benefit the primary government and because the Building Authority's debt is expected to be repaid entirely by resources of the primary government through lease agreements. The activity isreported as a debt service fund in the accompanying financial statements. A separate financial report isnot prepared for the Building Authority.

Discretely Presented Component Units

Wyoming Housing Commission - The Wyoming Housing Commission, which was established pursuant toPublic Act 18 of 1933, as amended, consists of five members who are appointed by the City. Because theCity may remove commission members, it has financial accountability for the Wyoming HousingCommission. Separate financial statements are prepared and can be obtained by contacting the City ofWyoming Housing Commission at 2450 36th Street SW, Wyoming, MI 49519.

Wyoming Downtown Development Authority - The Wyoming Downtown Development Authority wasestablished pursuant to Public Act 197 of 1995, as amended, and is governed by a nine-member Board ofDirectors appointed by the Mayor, subject to approval of the City Council. Upon completion of itspurposes, the Authority may be dissolved by resolution of the City Council. Because the City has financialaccountability for the Authority and can impose its will by appointing and removing board members, theAuthority is deemed to be a component unit of the City. Separate financial statements are not preparedfor the Downtown Development Authority.

The Housing Commission component unit is maintained and included in the accompanying financialstatements on a March 31 fiscal year basis.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Joint Venture

The Grand Valley Regional Biosolids Authority (the Authority) was created by the City of Wyoming and theCity of Grand Rapids under the provisions of Act 233, (Public Acts of Michigan 1995, as amended, MCL124.281), for the development, construction and operation of a regional biosolids management project.The cities of Wyoming and the City of Grand Rapids have no ongoing benefit or obligation for the incomeor loss of the Authority. As such, each city has reported an asset equal to the amount of its respectivecash contribution. The City of Wyoming's net investment in the joint venture as of June 30, 2015amounted to $1,279,603. No contributions were made during the year. Financial statements can beobtained from the Authority's administrative office at the City of Grand Rapids.

Economic Development Corporation - The Economic Development Corporation (EDC) was establishedpursuant to the provisions of Public Act 338 of 1974, as amended, and is governed by a nine-memberBoard of Directors appointed by the City. The City has financial accountability for the EDC, as the City has authority to approve all EDC projects. Separate financial statements are not prepared for the EDC.

Brownfield Redevelopment Authority - The Brownfield Redevelopment Authority was establishedpursuant to Public Act 381 of 1996 and is governed by the Economic Development Board of Directors,which is appointed by the City. Upon completion of its purpose, the Authority may be dissolved byresolution of the City Council. Because the City has financial accountability for the Authority and canimpose its will by appointing and removing board members, the Authority is deemed to be a componentunit of the City. Separate financial statements are not prepared for the Brownfield RedevelopmentAuthority.

Local Development Finance Authority - The Local Development Finance Authority (LDFA), which wasestablished pursuant to the provisions of Public Act 281 of 1986, as amended, was governed by an eleven-member Board of Directors, seven of whom were appointed by the City. The City has the authority todissolve or inactivate the LDFA, upon which the assets of LDFA would revert to the City. This was the casein 2000, when the LDFA was inactivated and its assets were reverted back to the City until such time theLDFA is re-activated.

Greater Wyoming Community Resource Alliance - The Greater Wyoming Community Resource Alliance(GWCRA) is a not-for-profit corporation organized under Section 501(c)(3) of the Internal Revenue Codefor the purpose of community and individual citizens’ enhancement. The by-laws of GWCRA wereapproved by the City Council in Resolution No. 22655, at which time it also appointed the GWCRA’sboard. Organized as an affiliate of the City of Wyoming, GWCRA expressed purpose is to benefit the Cityof Wyoming and its citizens by combating community deterioration through the provision of programs thatshall impact the infrastructure of public properties (i.e., parks); community funded recreation, leisureand educational programs; and support of local Police and Fire Department staff through benevolencefunds. Since the governing body of the Alliance was appointed by the City Council, the City is deemed tohave financial control over the Alliance. Separate financial statements are not prepared for the Alliance.

Historical Commission - The City of Wyoming Historical Commission is a not-for-profit corporationorganized under Section 501(c)(3) of the Internal Revenue Code for the purpose of preserving andpresenting pertinent historical material and information of historical value to the present and futureresidents of the City of Wyoming. The City has determined that the operations of the Commission areimmaterial in relation to the City's reporting entity as a whole, and as such, the Commission is notreported as a component unit of the City.

59

CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Government-wide and Fund Financial Statements

Measurement Focus, Basis of Accounting and Financial Statement Presentation

Separate financial statements are provided for governmental funds, proprietary funds and fiduciaryfunds, even though the latter are excluded from the government-wide financial statements. Majorindividual governmental funds and major individual enterprise funds are reported as separate columns inthe fund financial statements.

The government-wide financial statements are reported using the economic resources measurementfocus and the accrual basis of accounting, as are the proprietary fund and fiduciary fund financialstatements (except for the agency fund, which does not have a measurement focus). Revenues arerecorded when earned and expenses are recorded when a liability is incurred, regardless of the timing ofrelated cash flows. Property taxes are recognized as revenues in the year for which they are levied.Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by theprovider have been met.

Agency funds are custodial in nature and do not present results of operations or have a measurementfocus.

The financial statements of the pension and other postemployment benefits trust funds are preparedusing the accrual basis of accounting. Plan member contributions are recognized in the period which thecontributions are due. The City’s contributions are recognized when due and a formal commitment toprovide the contribution has been made. Benefits and refunds are recognized when due and payable inaccordance with the terms of the plans. Administration of the plans is funded through the plans'investment earnings.

The statement of activities demonstrates the degree to which the direct expenses of a given function orsegment are offset by program revenues. Direct expenses are those that are clearly identifiable with aspecific function or segment. Program revenues include (1) charges to customers or applicants whopurchase, use, or directly benefit from goods, services, or privileges provided by a given function orsegment and (2) grants and contributions that are restricted to meeting the operational or capitalrequirements of a particular function or segment. Taxes and other items not properly included amongprogram revenues are reported instead as general revenues.

The government-wide financial statements (i.e., the statement of net position and the statement ofactivities) report information on all of the nonfiduciary activities of the primary government and itscomponent units. For the most part, the effect of interfund activity has been removed from thesestatements. Governmental activities, which normally are supported by taxes and intergovernmentalrevenues, are reported separately from business-type activities, which rely, to a significant extent, onfees and charges for support. Likewise, the primary government is reported separately from certainlegally separate component units for which the primary government is financially accountable.

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Notes to Financial Statements

Governmental fund financial statements are reported using the current financial resources measurementfocus and the modified accrual basis of accounting. Revenues are recognized as soon as they are bothmeasurable and available. Revenues are considered to be available when they are collectible within thecurrent period or soon enough thereafter to pay liabilities of the current period. For this purpose, theCity considers revenues to be available if they are collected within 60 days thereafter for property taxes,special assessments, charges for services and miscellaneous receivables or 120 days for other revenues.Governmental fund expenditures generally are recorded when a liability is incurred, as under accrualaccounting. However, debt service expenditures, as well as expenditures related to compensatedabsences and claims and judgments, are recorded only when payment is due.

Property taxes, intergovernmental revenue, licenses, and interest associated with the current fiscalperiod are all considered to be susceptible to accrual and as such have been recognized as revenues ofthe current fiscal period. Only the portion of special assessments receivable due within the current fiscalperiod is considered to be susceptible to accrual as revenue of the current period. All other revenueitems are considered to be measurable and available only when cash is received by the government.

The City reports the following major governmental funds:

The building authority debt service fund is a blended component unit of the government that financesconstruction projects through issuance of bonds payable. Inflows consist of rental income from otherfunds of the primary government which is restricted for repayment of the long-term debt.

Additionally, the City reports the following fund types:

The City reports the following major enterprise funds:

Special revenue funds are used to account for and report the proceeds of specific revenue sources thatare restricted or committed to expenditure for specified purposes other than debt service or capitalprojects.

Debt service funds are used to account for and report financial resources that are restricted, committed,or assigned to expenditures for principal and interest.

Capital projects funds are used to account for and report financial resources that are restricted,committed, or assigned to expenditure for capital outlays, including the acquisition or construction ofcapital facilities and other capital assets.

The general fund is the government’s primary operating fund. It is used to account for and report allfinancial resources of the general government, except those accounted for and reported in another fund.

The water fund accounts for the operation and maintenance of the water supply system, capitaladditions and retirement of revenue bonds. Financing is provided by user charges and contributions byother funds, municipalities and customers.

The sewer fund accounts for the operation and maintenance of the sewage disposal system, capitaladditions and improvements, and retirement of revenue bonds. Financing is provided by user charges andcontributions by other funds, municipalities and customers.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Assets, Deferred Outflows of Resources, Liabilities, Deferred Inflows of Resources and Equity

Deposits and Investments

Internal service funds are used to account for the financing of goods or services provided by onedepartment or agency to other departments or agencies of the government and to other government unitson a cost reimbursement basis. The City uses internal service funds to account for insurance andequipment usage.

The agency funds are custodial in nature and do not present results of operations or have a measurementfocus. These funds are used to account for assets that the government holds for others in an agencycapacity (such as taxes and court fees collected for other governments).

The City considers cash on hand and demand deposits, restricted cash deposits, and short-terminvestments with maturities of three months or less when purchased to be cash for the statement of cashflows. The City pools cash resources of various funds in order to facilitate the management of cash. Cashapplicable to a particular fund is readily identifiable. The balance in the pooled cash accounts isavailable to meet current operating requirements. Cash in excess of current requirements is invested invarious interest-bearing securities and disclosed as part of the City’s investments.

Proprietary funds distinguish operating revenues and expenses from nonoperating items. Operatingrevenues and expenses generally result from providing services and producing and delivering goods inconnection with a proprietary fund’s principal ongoing operations. The principal operating revenues ofthe water and sewer funds and of the government’s internal service funds are charges to customers forsales and services. Operating expenses for enterprise funds and internal service funds include the cost ofsales and services, administrative expenses and depreciation on capital assets. All revenues and expensesnot meeting this definition are reported as nonoperating revenues and expenses.

Restricted assets are assets that are subject to restrictions beyond the government's control. When bothrestricted and unrestricted resources are available for use, it is the government’s policy to use restrictedresources first, then unrestricted resources as they are needed.

As a general rule, the effect of interfund activity has been eliminated from the government-widefinancial statements. Exceptions to this general rule are payments in lieu of taxes and other chargesbetween the government’s water and sewer function and various other functions of the government.Elimination of these charges would distort costs and program revenues reported for the various functionsconcerned. The general fund provides certain central services to other funds of the City which arepresented as program expenses in the funds receiving services. The related general fund revenue hasbeen netted against the costs of providing these services in the financial statements.

The pension and other postemployment benefits trust funds account for the accumulation of resources to be used for retirement annuity payments and other postemployment benefits at appropriate amounts andtimes in the future. Resources are contributed by the City at amounts determined by an annual actuarialstudy.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Receivables

Other Assets

Restricted Assets

Investments (including those in the pension and other postemployment benefits trust funds) are reportedat fair value. Short-term investments are reported at cost, which approximates fair value. Securitiestraded on a national or international exchange are valued at the last reported sales price at currentexchange rates. Investments for which market quotations are not readily available are valued at their fairvalues as determined by the custodian under the direction of the Plan Board of Trustees, with theassistance of a valuation service. Investments purchased with securities lending collateral are recorded atestimated fair value.

Statutes authorize the City to invest in obligations of the U.S. Treasury, agencies and instrumentalities,commercial paper rated at the time of purchase within the two highest classifications established by notless than two standard rating services, bankers’ acceptances of U.S. banks, United States government orfederal agency obligation repurchase agreements, obligations of the State of Michigan or any of itspolitical subdivisions rated as investment grade by not less than one standard rating service, and mutualfunds composed of the types of investment vehicles named previously. The Pension Trust Fund is alsoauthorized to invest in accordance with Public Act 45 of 1996.

Loans receivable consists of Community Development Block Grant funds advanced to area residents forhome improvements, which must be repaid by the homeowner upon sale or foreclosure. The City has anenforceable lien on the related property.

All trade and property tax receivables are shown net of an allowance for uncollectibles, as applicable.Amounts due from other governments include amounts due from grantors for specific programs andcapital projects. Program grants and capital grants for capital assets are recorded as receivables andrevenues at the time reimbursable project costs are incurred. Revenues received in advance of projectcosts being incurred are reported as unearned.

Inventories are accounted for using the consumption method and are valued at cost (first-in, first-out).The balance reported as inventory in the Brownfield Redevelopment Authority represents the amountpaid for a parcel of land that is being held for resale.

Certain payments to vendors reflect costs applicable to future accounting periods and are recorded asprepaid items in both government-wide and fund financial statements.

Proprietary funds, because of certain bond covenants, are required to establish and maintain prescribedamounts of resources (consisting of cash and temporary investments) that may be used only to serviceoutstanding debt. Restricted assets in the Housing Commission component unit consist of unspent fundsrelated to the Housing Choice Voucher program, a grant from the U.S. Department of Housing and UrbanDevelopment (HUD). Deposits held by third-party administrators for the City's self-insurance plans arereported as restricted cash and cash equivalents of the internal service funds.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Capital Assets

Capitalization Threshold

Useful Lives in Years

Land and land improvements Capitalize All Not DepreciatedBuildings and building improvements 10,000$ 10 to 20Improvements other than buildings 10,000 10 to 66Equipment and vehicles 5,000 2.5 to 20Infrastructure 25,000 20 to 66

Deferred Outflows of Resources

All capital assets are valued at historical cost or estimated historical cost where actual cost information isnot available (i.e., infrastructure assets purchased or constructed prior to July 1, 2001). Infrastructureassets have been included in the current year acquisitions. Donated capital assets are recorded at theirfair value on the date donated.

The costs of normal maintenance and repairs that do not add to the value of the asset or materiallyincrease asset lives are not capitalized. Major outlays for capital assets are capitalized as projects areconstructed.

Capital assets are defined by the City as real, personal or intangible property that have a cost equal to orgreater than an established capitalization threshold and have an estimated useful life of two or moreyears (with the exception of police cruisers at two-and-one-half years). Capitalization thresholds by assettype are listed below. Capital assets are depreciated using the straight-line method based on thefollowing useful lives:

For the Housing Commission component unit, assets are capitalized to the extent that the original costequals or exceeds $500. Depreciation expense is calculated using the straight-line method over estimateduseful lives ranging from 3 to 40 years, based on the type of asset.

Capital assets, which include property, plant, equipment and infrastructure assets (e.g., roads, stormsewers, etc.) are reported in the applicable governmental or business-type activities columns of thegovernment-wide financial statements.

In addition to assets, the statement of financial position will sometimes report a separate section fordeferred outflows of resources. This separate financial statement element, deferred outflows ofresources, represents a consumption of net position that applies to a future period(s) and so will not berecognized as an outflow of resources (expense/expenditure) until then. The City reports a deferred losson refunding for the difference in the carrying value of refunded debt and its reacquisition price. Thisamount is deferred and amortized over the shorter of the life of the refunded or refunding debt. Inaddition, the City reports deferred outflows of resources for change in expected and actual investmentreturns, assumptions, and benefits provided in its pension plan. More detailed information on pension-related deferred outflows of resources can be found in Note 12.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Long-term Obligations

Compensated Absences

Deferred Inflows of Resources

City employees are granted vacation and sick leave in varying amounts based on length of service.Administrative, Police Command, General employees and Firefighters can accumulate three years’entitlement of vacation days, and police are allowed an unlimited accumulation of vacation. Unused sickleave accumulates from year to year to an unlimited amount. Upon termination, employees are paid for1/2 of their accumulated sick leave at their current pay rates in accordance with bargaining unitagreements.

It is the City’s policy to recognize the cost of vacation pay and sick leave at the time the liability isincurred, including salary-related payments. In the governmental funds financial statements, only thematured liability for compensated absences is reported. The total liability is reported in the government-wide and proprietary fund financial statements.

In the fund financial statements, governmental fund types recognize bond premiums and discounts as wellas issuance costs during the current period. The face amount of newly issued debt is reported as otherfinancing sources. Premiums and discounts are reported as other financing sources (uses) while issuancecosts are reported as expenditures.

In the government-wide financial statements and proprietary fund financial statements, long-term debt,notes and other obligations are reported as liabilities in the applicable governmental activities, business-type activities or proprietary fund types statements of net position.

In addition to liabilities, the statement of financial position will sometimes report a separate section fordeferred inflows of resources. This separate financial statement element, deferred inflows of resources,represents an acquisition of net position that applies to a future period(s) and so will not be recognizedas an inflow of resources (revenue) until that time. The governmental funds report unavailable revenues,which arise only under a modified accrual basis of accounting, from three sources: special assessments,loans and building inspection fees receivables. These amounts are deferred and recognized as an inflowof resources in the period that the amounts become available. In addition, the City reports deferredinflows of resources for change in expected and actual investment returns, assumptions, and benefitsprovided in its pension plan. More detailed information on pension-related deferred inflows of resourcescan be found in Note 12.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Fund Equity

Internal Balances

Property Taxes

During the course of normal operations, the City has numerous transactions between funds, includingexpenditures and transfers of resources to provide services and construct assets.

The City Council has adopted a minimum fund balance policy in which the unassigned fund balance of thegeneral fund will be between 16.7% and 33.4% of general fund operating expenditures as reflected in thecurrent year's budget (i.e., a minimum amount equal to two months operating expenditures from thecurrent operating budget). At June 30, 2015, unassigned fund balance was within this target range.

The City bills and collects its own property taxes. City property taxes attach as an enforceable lien onproperty as of July 1. Taxes are levied on July 1 and are due without penalty on or before August 31.Uncollected real property taxes as of March 1 are turned over by the City to Kent County for collection.The County advances the City 100% of these delinquent taxes. Collection of delinquent personal propertytaxes as of March 1 remains the responsibility of the City Treasurer. Because all City property taxes levied are current receivables, tax revenues are recognized when levied.

Transactions between funds that are representative of lending/borrowing arrangements outstanding atthe end of the fiscal year are referred to as either “due to/from other funds” (i.e., the current portion ofinterfund loans) or “advances to/from other funds” (i.e., the non-current portion of interfund loans). Allother outstanding balances between funds are reported as “due to/from other funds.” Any residualbalances outstanding between the governmental activities and business-type activities are reported inthe government-wide financial statements as “internal balances.”

Governmental funds report nonspendable fund balance for amounts that cannot be spent because theyare either (a) not in spendable form or (b) legally or contractually required to be maintained intact.Restricted fund balance is reported when externally imposed constraints are placed on the use ofresources by grantors, contributors, or laws or regulations of other governments. Committed fund balanceis reported for amounts that can only be used for specific purposes pursuant to constraints imposed byformal action of the City Council (the government’s highest level of decision-making authority). A formalresolution of the City Council is required to establish, modify, or rescind a fund balance commitment. The City reports assigned fund balance for amounts that are constrained by the government’s intent to beused for specific purposes, but are neither restricted nor committed. The City Council has delegated theauthority to assign fund balance to the City Manager or his/her designee in its Fund Balance Policy,formally adopted on through Council resolution on August 8, 2011. Unassigned fund balance is the residualclassification for the general fund.

When the government incurs an expenditure for purposes for which various fund balance classificationscan be used, it is the government’s policy to use restricted fund balance first, then committed, assigned,and finally unassigned fund balance.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Pensions

Use of Estimates

2. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY

·

·

·

· The general fund and special revenue funds are subject to legal budgetary accounting controls and allare budgeted annually. Debt service and capital projects funds are also included in the budgetaryprocess; however, State statutes do not require legally adopted budgets for such funds.

For purposes of measuring the net pension liability, deferred outflows of resources and deferred inflowsof resources related to pensions, and pension expense, information about the fiduciary net position of thePlan and additions to/deductions from the Plan fiduciary net position have been determined on the samebasis as they are reported by the Plan. For this purpose, benefit payments (including refunds of employeecontributions) are recognized when due and payable in accordance with the benefit terms. Investmentsare reported at fair value.

The City follows these procedures in establishing the budgetary data reflected in the supplementaryinformation:

The preparation of financial statements in conformity with accounting principles generally accepted inthe United States of America requires management to make estimates and assumptions that affect theamounts reported in the financial statements and accompanying notes. Actual results may differ fromthose estimates. The City utilizes various investment instruments which are exposed to various risks, suchas interest rate, credit and overall market volatility. Due to the level of risk associated with certaininvestment securities, it is reasonably possible that changes in the values of investment securities willoccur in the near term and that such changes could materially affect the amounts reported in thefinancial statements.

During the month of April, the City Manager submits to the City Council a proposed operating budgetfor the fiscal year commencing the following July 1. The operating budget includes proposedexpenditures and the means of financing them.

Public hearings are conducted by the City Council to obtain taxpayer comments.

No later than the last day in May, the budget is legally enacted through passage of a Councilresolution.

67

CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

·

·

·

·

·

·

Final Budget ActualActual Over Final Budget

General fundFinance (includes Accounting, Treasurer, and

Cable TV Commission) 1,689,350$ 1,698,840$ 9,490$

Nonmajor governmental fundsBuilding inspection fund -

Public safety - rental program 236,469 256,588 20,119

Budgets are adopted on a modified accrual basis consistent with generally accepted accountingprinciples.

Budgetary control over expenditures is maintained at the department level. Administrative control ismaintained through the establishment of more detailed line-item budgets.

Budgets are adopted by the City Council at the department level. The City Manager has the authorityto transfer necessary amounts between activities within the same department of any fund and makeany adjustments which do not affect the ending fund balance. Transfers between departments orfunds must be approved by the City Council.

Supplemental appropriations for additional expenditures, which require an appropriation of availablefund balance, must be approved by the City Council.

Budgeted amounts are as originally adopted or as amended by the City Council during the year.

Appropriations for operations lapse at year-end. Appropriations for continuing projects areincorporated in the budget of the ensuing year.

During the year ended June 30, 2015, the City incurred expenditures in certain budgetary funds whichwere in excess of the amounts appropriated, as follows:

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Notes to Financial Statements

3. CASH AND INVESTMENTS

Primary Government

Component Units Totals

Pooled cash and investments 56,190,410$ 1,766,792$ 57,957,202$ Restricted cash and cash equivalents 12,567,092 501,549 13,068,641

Statement of fiduciary net positionPension and OPEB trust funds:

Pooled cash and investments 1,059,203 - 1,059,203 Separately-held investments 186,391,938 - 186,391,938

Agency funds:Cash and cash equivalents 6,958,402 - 6,958,402

Total 263,167,045$ 2,268,341$ 265,435,386$

Deposits and investmentsChecking and savings accounts 7,309,818$ Certificates of deposit (due in 1-5 years) 195,843 Amounts held by third-party administrators for

payment of self-insurance claims 721,686 Investments:

Pooled investments 70,803,590 Separately-held investments:

Pension trust fund 156,138,666 OPEB trust fund 30,253,272

Cash on hand 12,511

Total 265,435,386$

A reconciliation of deposit and investment balances as of June 30, 2015 are as follows:

Statement of net position

Custodial Credit Risk - Deposits. For deposits, this is the risk that, in the event of a bank failure, theCity’s deposits might not be recovered. At June 30, 2015, the City’s bank balance was $8,579,038 ofwhich $6,396,616 was exposed to custodial credit risk because it was uninsured and uncollateralized. Dueto the dollar amounts of cash deposits and the limits of FDIC insurance, the City believes it is impracticalto insure all bank deposits. As a result, the City evaluates each financial institution with which it depositsCity funds and assesses the level of risk of each institution; only those institutions with an acceptableestimated risk level are used as depositories.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Pooled Investments Pension Trust OPEB Trust Total

Money market funds 4,201,241$ 1,851,690$ 42,799$ 6,095,730$ U.S. government treasuries

and agencies 65,648,117 23,077,310 - 88,725,427 Municipal bonds 954,232 274,750 - 1,228,982 Real estate securities - 12,893,338 - 12,893,338 Domestic fixed income mutual funds - - 5,359,532 5,359,532 International fixed income

mutual funds - - 3,576,791 3,576,791 Domestic equity mutual funds - 57,796,231 12,329,485 70,125,716 International equity mutual funds - 24,023,571 8,944,665 32,968,236 Corporate fixed income - 12,804,674 - 12,804,674 Foreign fixed income - 3,273,776 - 3,273,776 Private placement fixed income - 5,228,266 - 5,228,266 Domestic equity 14,698,360 - 14,698,360 Foreign equity 216,700 - 216,700

Total 70,803,590$ 156,138,666$ 30,253,272$ 257,195,528$

Pooled Investments Pension Trust OPEB Trust Total

No maturity 4,201,241$ 111,479,890$ 30,253,272$ 145,934,403$ Due within one year 15,173,776 967,144 - 16,140,920 Due in 1-5 years 39,227,069 14,237,254 - 53,464,323 Due in 6-10 years 3,718,703 8,776,985 - 12,495,688 Due in 11-15 years 3,455,269 3,109,939 - 6,565,208 Due in 16-20 years 1,968,683 1,516,108 - 3,484,791 Due in 21-25 years 791,162 5,327,742 - 6,118,904 Due in 26-30 years 2,267,687 8,202,140 - 10,469,827 Due in 31-35 years - 2,521,464 - 2,521,464

Total 70,803,590$ 156,138,666$ 30,253,272$ 257,195,528$

Custodial Credit Risk - Investments. For an investment, custodial credit risk is the risk that, in the eventof the failure of the counterparty, the City will not be able to recover the value of its investments orcollateral securities that are in the possession of an outside party. The City's investment policy specifiesthat investments can only be made with approved financial institutions and security broker/dealers. As ofJune 30, 2015, none of the City’s investments were exposed to custodial credit risk inasmuch as allinvestments are held in the name of the City. Following is a summary of the City's investments as of June30, 2015:

Interest Rate Risk. Interest rate risk is the risk that changes in interest rates will adversely affect the fairvalue of an investment. The City does not have an investment policy that limits maturities as a means ofmanaging its exposure to fair value losses arising from increasing interest rates. At June 30, 2015, theCity had the following investments subject to interest rate risk and related maturities:

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Notes to Financial Statements

Pooled Investments Pension Trust OPEB Trust Total

Not rated -$ 56,795,992$ -$ 56,795,992$ Not subject to credit risk - 50,885,708 - 50,885,708 S&P AAA 4,201,241 2,258,790 42,799 6,502,830 S&P AA 66,602,349 2,877,369 - 69,479,718 S&P A - 10,410,431 - 10,410,431 S&P BBB - 8,469,027 - 8,469,027 S&P BB - 417,778 - 417,778 Morningstar 5 stars - - 8,920,556 8,920,556 Morningstar 4 stars - - 21,289,917 21,289,917 Morningstar 2 stars - 24,023,571 - 24,023,571

Total 70,803,590$ 156,138,666$ 30,253,272$ 257,195,528$

Credit Risk - Pension and OPEB Trust Funds. The Michigan Public Employees Retirement Systems’Investment Act, Public Act 314 of 1965, as amended, authorizes the pension and other postemploymentbenefits trust funds to invest in stocks, governmental and corporate securities, mortgages, real estate,and various other investment instruments, subject to certain limitations. The retirement boards have theresponsibility and authority to oversee the investment portfolio. Various professional investmentmanagers are contracted to assist in managing the pension trust funds’ assets. All investment decisionsare subject to Michigan law and the respective investment policies established by the retirement boards.In the pension trust fund, domestic bonds must have a minimum quality rating of BBB-/Baa3 at the timeof purchase.

The OPEB trust fund investments in fixed income mutual funds have average durations ranging from 4.52to 5.50 years.

Credit risk ratings from Standard and Poors (S&P) and Morningstar, where applicable, are summarized asfollows:

Concentration of Credit Risk - Primary Government. Concentration of credit risk is the risk of lossattributed to the magnitude of the City’s investment in a single issuer. The City does not have aninvestment policy that limits the amount that may be invested in any one issuer. The City minimizesconcentration of credit risk by investing primarily in U.S. government guaranteed and pooledinvestments. Excluding U.S. government treasuries and agencies and mutual funds, no single investmentexceeded 5% of total investments at June 30, 2015.

Credit Risk - Primary Government. Statutes and various bond indentures authorized the City to invest inobligations of the U.S. Treasury, governmental agencies and instrumentalities, commercial paper rated atthe time of purchase within the two highest classifications established by not less than two standardrating services, bankers’ acceptances of U.S. banks, U.S. government or federal agency obligationrepurchase agreements, obligations of the State of Michigan or any of its political subdivisions rated asinvestment grade by not less than one standard rating service, and mutual funds composed of the types ofinvestment vehicles named previously.

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Notes to Financial Statements

Investment (U.S. Currency) Pension Trust OPEB Trust Total

International fixed income mutual funds -$ 3,576,791$ 3,576,791$ International equity mutual funds 24,023,571 8,944,665 32,968,236 Foreign fixed income 3,273,776 - 3,273,776 Foreign equity 216,700 - 216,700

Total 27,514,047$ 12,521,456$ 40,035,503$

Foreign Currency Risk. Foreign currency risk is the risk that changes in exchange rates will adverselyaffect the fair value of an investment or deposit. The pension and OPEB plans (the "Plans") mitigateforeign currency risk by requiring the portfolio to be broadly diversified by number of holdings, bygeographic location and across industry sectors. In addition, the pension plan limits investmentsinternational fixed income securities to 4% of the Plans' fixed income portfolio. The Plans’ exposure toforeign currency risk is as follows:

Securities Lending Risk. State statutes permit the pension trust fund (the "Plan") to lend its securities tobroker-dealers and other entities (borrowers) for collateral that will be returned for the same securitiesin the future. The Plan's securities custodians are agents in lending the Plan's securities for cash collateralwhich must be 102% of the value of the loaned securities. Inasmuch as the Plan's have the ability to usecash pledged as collateral by the borrower without borrower default, the investments purchased withsuch funds and a corresponding liability equal to the amount of original securities on loan have beenrecorded on the statement of net position. At June 30, 2015, the fair value of securities loaned by thePlan to the broker was $448,093, for which the Plan received cash collateral of $456,471. The City had nocredit risk exposure to borrowers because the collateral held by borrowers was greater than the amountsowed to the City.

Concentration of Credit Risk - Pension and OPEB Trust Funds. The pension and OPEB trust investmentpolicies provide that, with the exception of U.S. treasuries and agencies, no more than 5% of the fixedincome portfolio shall be invested in the obligations of any one issuer. For equity portfolios, no singlecompany's securities should represent more than 5% of the individual manager's portfolio. In addition,equity holdings in any one industry should not exceed 20% and 40% of the market value of the investmentportfolio for the pension and OPEB trusts, respectively. Excluding U.S. government treasuries andagencies and mutual funds, no single investment exceeded 5% of total pension and OPEB investments atJune 30, 2015.

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Notes to Financial Statements

Pension Trust FundOn

Securities LoanNot On

Securities Loan Total

Money market funds -$ 1,851,690$ 1,851,690$ U.S. government treasuries

and agencies - 23,077,310 23,077,310 Municipal bonds - 274,750 274,750 Real estate securities - 12,893,338 12,893,338 Domestic equity mutual funds - 57,796,231 57,796,231 International equity mutual funds - 24,023,571 24,023,571 Corporate fixed income - 12,804,674 12,804,674 Foreign fixed income - 3,273,776 3,273,776 Private placement fixed income - 5,228,266 5,228,266 Domestic equity 448,093 14,250,267 14,698,360 Foreign equity - 216,700 216,700

Total 448,093$ 155,690,573$ 156,138,666$

4. RECEIVABLES AND PAYABLES

Governmental Activities

Business-type Activities

Component Units

Accounts 778,939$ 4,952,358$ 38,298$ Allowance for uncollectible accounts (13,588) (4,201) (17,140) Special assessments 1,672,629 - - Due from other governments 3,725,869 2,145,265 - Loans receivable 1,898,668 - - Due from component unit 51,019 - -

Total 8,113,536$ 7,093,422$ 21,158$

Of the amounts reported above, $1,389,700 of special assessments receivable and $1,817,332 of loansreceivable, respectively, are not expected to be collected within one year. Due from other governmentsin the sewer fund includes $284,267 related to property held for resale by the Grand Valley RegionalBiosolids Authority, of which the City provided a portion of the funding, and expects to be reimbursed.

A summary of the assets held under securities lending agreements in the pension trust fund is as follows:

Receivables as reported in the statement of net position are comprised of the following items at year-end:

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Special assessments receivable 1,672,629$ Loans receivable 1,898,668 Building inspection fees receivable 122,469 Federal reimbursement for street construction 971,007

Total $ 4,664,773

Governmental Activities

Business-type Activities

Component Units

Accounts 3,444,193$ 881,440$ 61,105$ Accrued liabilities 5,218,782 - 45,325 Accrued interest 10,767 356,489 - Deposits 50,393 120,891 224,194

Total 8,724,135$ 1,358,820$ 330,624$

5. INTERFUND RECEIVABLES, PAYABLES AND TRANSFERS

Advances to and from other funds

Advance to Other Fund

Advance from Other Fund

Sewer enterprise fund 435,759$ -$ Water enterprise fund 429,697 - Internal service funds - 865,456

Total 865,456$ 865,456$

Due to and from component unitsDue from

Component Unit

Due to Primary

Government

General fund $ 51,019 $ - Timing variance - 51,019

Total $ 51,019 $ 51,019

Payables as reported in the statement of net position are comprised of the following items at year-end:

Governmental funds report deferred inflows of resources in connection with receivables for revenues thatare not considered to be available to liquidate liabilities of the current period. At the end of the currentfiscal year, the various components of deferred inflows of resources reported in governmental activitieswere as follows:

The composition of interfund balances as of June 30, 2015 was as follows:

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Notes to Financial Statements

6. OTHER ASSETS

Governmental Activities

Business-type Activities

Component Units

689,335$ 204,525$ 1$ 293,037 35,746 67,821

Investment in joint venture - 1,279,603 -

Total 982,372$ 1,519,874$ 67,822$

PrepaidsInventories

Transfers are used to: (1) move revenues from the fund that is required to collect them to the fund thatis required or allowed to expend them; (2) move receipts restricted to or allowed for debt service fromthe funds collecting the receipts to the debt service fund as debt service payments become due; and (3)use unrestricted revenues collected in the general fund to finance various programs accounted for inother funds in accordance with budgetary authorizations.

These balances resulted from the time lag between the dates that (1) interfund goods and services areprovided or reimbursable expenditures occur, (2) transactions are recorded in the accounting system, and(3) payments between funds are made. Timing differences are a result of certain funds having a fiscalyear-end that is different from the City's year end.

Other assets as reported in the statement of net position are summarized as follows:

In addition, an interfund balance existed between governmental activities and business-type activities inthe amount of $855,165. This resulted from the allocation of a portion of internal service fund netposition of governmental-type internal service funds to business-type activities.

For the year ended June 30, 2015, interfund transfers consisted of $4,721,509 between various nonmajorgovernmental funds. These transfers were to reallocate Act 51 funds between major and local streets andto provide resources for the early payoff of bonds payable.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

7. CAPITAL ASSETS

Beginning Balance Additions Disposals Transfers

EndingBalance

Governmental activitiesCapital assets not being depreciated:

Land 4,317,018$ -$ -$ -$ 4,317,018$ Rights of way 17,851,960 231,515 - 199,025 18,282,500 Construction in progress 1,806,010 4,931,596 - (994,142) 5,743,464

23,974,988 5,163,111 - (795,117) 28,342,982

Capital assets being depreciated:Infrastructure 126,569,474 2,420,608 (17,699,909) 194,217 111,484,390 Buildings 36,539,696 - (278,999) - 36,260,697 Improvements other than

buildings 5,695,698 318,293 (163,233) - 5,850,758 Equipment 7,522,595 293,703 (125,497) 14,250 7,705,051 Vehicles 11,239,533 441,546 (531,251) 586,650 11,736,478

187,566,996 3,474,150 (18,798,889) 795,117 173,037,374

Less accumulated depreciation for:Infrastructure (63,201,971) (2,332,698) 17,699,909 - (47,834,760) Buildings (21,368,686) (1,302,851) 212,091 - (22,459,446) Improvements other than

buildings (4,119,672) (270,433) 163,233 - (4,226,872) Equipment (5,864,780) (486,471) 119,412 - (6,231,839) Vehicles (8,002,833) (855,223) 501,986 - (8,356,070)

(102,557,942) (5,247,676) 18,696,631 - (89,108,987) Total capital assets

being depreciated, net 85,009,054 (1,773,526) (102,258) 795,117 83,928,387

Governmental activities capital assets, net 108,984,042$ 3,389,585$ (102,258)$ -$ 112,271,369$

Capital asset activity for the primary government for the year ended June 30, 2015, was as follows:

Primary government

Remaining balances on construction contracts at June 30, 2015 were approximately $633,000.

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Notes to Financial Statements

Beginning Balance Additions Disposals Transfers

EndingBalance

Business-type activitiesCapital assets not being depreciated:

Land 2,349,682$ -$ -$ -$ 2,349,682$ Construction in progress 160,721 2,777,680 - (26,800) 2,911,601

2,510,403 2,777,680 - (26,800) 5,261,283

Capital assets being depreciated:Buildings 111,492,702 - (26,643) - 111,466,059 Improvements other than

buildings 170,057,949 793,986 (3,990,869) - 166,861,066 Equipment 68,691,364 390,548 (304,629) 26,800 68,804,083 Vehicles 30,143 - - - 30,143

350,272,158 1,184,534 (4,322,141) 26,800 347,161,351

Less accumulated depreciation for:Buildings (35,025,202) (2,525,436) 2,584 - (37,548,054) Improvements other than

buildings (71,170,567) (3,224,886) 3,927,869 - (70,467,584) Equipment (33,305,369) (3,453,192) 304,629 - (36,453,932) Vehicles (25,094) (1,377) - - (26,471)

(139,526,232) (9,204,891) 4,235,082 - (144,496,041) Total capital assets

being depreciated, net 210,745,926 (8,020,357) (87,059) 26,800 202,665,310

Business-type activitiescapital assets, net 213,256,329$ (5,242,677)$ (87,059)$ -$ 207,926,593$

Depreciation expense was charged to the functions/programs of the primary government as follows:

Governmental activitiesJudicial 5,787$ General government 577,727 Public safety 814,792 Public works 2,351,606 Recreation and culture 444,868 Capital assets held by the government's internal service funds are

charged to the various functions based on their usage of the assets 1,052,896

Total 5,247,676$

Remaining balances on construction contracts at June 30, 2015 were approximately $146,000 and$1,750,000 in the sewer and water funds, respectively.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Business-type activitiesSewer 2,992,018$ Water 6,212,873

Total 9,204,891$

Discretely-presented component units

Beginning Balance Additions Disposals Transfers

EndingBalance

Wyoming Housing CommissionCapital assets not being depreciated:

Land 607,730$ -$ -$ -$ 607,730$ Construction in progress - 4,939 - - 4,939

607,730 4,939 - - 612,669

Capital assets being depreciated:Buildings 8,992,347 164,488 - - 9,156,835 Furniture and equipment 317,517 6,354 (2,014) - 321,857

9,309,864 170,842 (2,014) - 9,478,692

Less accumulated depreciation for:Buildings (6,366,049) (307,051) - - (6,673,100) Furniture and equipment (303,439) (11,530) 2,014 - (312,955)

(6,669,488) (318,581) 2,014 - (6,986,055)

Total capital assetsbeing depreciated, net 2,640,376 (147,739) - - 2,492,637

Total Wyoming HousingCommission 3,248,106$ (147,739)$ -$ -$ 3,100,367$

Beginning Balance Additions Disposals Transfers

EndingBalance

Downtown Development AuthorityCapital assets not being depreciated:

Land 44,958$ -$ -$ -$ 44,958$

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Notes to Financial Statements

8. LONG-TERM DEBT

Beginning Balance Additions Deductions

EndingBalance

Due Within One Year

Governmental activitiesBonds payable 14,705,000$ -$ (11,095,000)$ 3,610,000$ 480,000$ Net premiums/discounts

on bonds 385,357 - (392,855) (7,498) (891) Compensated absences 3,431,087 189,627 (255,779) 3,364,935 485,716

Total governmentalactivities 18,521,444$ 189,627$ (11,743,634)$ 6,967,437$ 964,825$

Business-type activitiesBonds payable 87,974,126$ 37,490,000$ (44,254,627)$ 81,209,499$ 4,550,963$ Net premiums/discounts

on bonds 288,489 - (84,953) 203,536 32,712 Compensated absences 1,167,514 - (100,795) 1,066,719 148,921

Total business-typeactivities 89,430,129$ 37,490,000$ (44,440,375)$ 82,479,754$ 4,732,596$

Housing Commissioncomponent unit

Compensated absences 120,483$ -$ (30,125)$ 90,358$ -$

Governmental activities - bonds payable2009 Michigan Transportation Fund Refunding Bonds; $7,285,000; due in

annual installments of $280,000 to $1,130,000; interest payable at3.0% to 4.375% through June 2024 3,120,000$

2013 Michigan Transportation Fund Refunding Bonds; $870,000; due in annual installments of $110,000 to $190,000; interest payable at1.20% through June 2018 490,000

Total governmental activities bonds payable 3,610,000$

Business-type activities - bonds payable2005 Kent County DPW Bonds, $5,305,000 at issuance; due in annual

installments of $55,000 to $635,000; interest payable semi-annually at2.0% to 4.0% through November 2015 635,000$

* 2006 Water Supply System Revenue Bonds; $5,225,000 at issuance; due inannual installments of $160,000 to $390,000; interest payable semi-annuallyat 4.0% through June 2027 3,695,000

Long-term debt activity for the year ended June 30, 2015 is summarized as follows:

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Notes to Financial Statements

Business-type activities - bonds payable (continued)* 2007 Water Supply System Revenue Bonds; $26,775,000 at issuance; due in

annual installments of $685,000 to $1,810,000; interest payable semi-annually at 4.0% to 4.5% through June 2032 22,160,000$

* 2008 Water Supply System Revenue Bonds; $5,425,000 at issuance; due inannual installments of $160,000 to $450,000; interest payable semi-annually at 3.50% to 5.125% through June 2028 4,440,000

* 2008 Sewage Disposal System Revenue Bonds; $2,075,000 at issuance; due inannual installments of $100,000 to $150,000; interest payable semi-annually at 3.0% to 5.1% through June 2028 1,475,000

* 2010 Water Supply System Revenue Refunding Bonds; $5,555,000 at issuance;due in annual installments of $450,000 to $575,000; interest payable semi-annually at 2.0% to 4.0% through June 2022 3,695,000

2011 Drinking Water Revolving Fund Loan (through the City of Holland; City ofWyoming liability at 50%); approved up to $6,026,500 total; $5,642,983drawn through year-end; due in annual installments of $236,500 to $375,000;interest payable semi-annually at 2.5% through April 2032 2,359,499

* 2012 Water Supply System Revenue Refunding Bonds; $2,930,000 at issuance;due in annual installments of $220,000 to $330,000; interest payable semi-annually at 2.0% to 5.0% through June 2023 2,255,000

* 2012 Sewage Disposal System Revenue Refunding Bonds; $2,950,000 at issuance;due in annual installments of $235,000 to $305,000; interest payable semi-annually at 2.0% to 4.0% through June 2023 2,190,000

* 2013 Sewage Disposal System Revenue Refunding Bonds; $385,000 at issuance;due in annual installments of $30,000 to $45,000; interest payable semi-annually at 2.4% through June 2023 320,000

* 2013 Water Supply System Revenue Refunding Bonds; $625,000 at issuance;due in annual installments of $55,000 to $70,000; interest payable semi-annually at 2.4% through June 2023 510,000

* 2014 Water Supply System Revenue Refunding Bonds; $2,845,000 at issuance;due in annual installments of $15,000 to $330,000; interest payable semi-annually at 2.5% through June 2025 2,830,000

* 2015 Sewage Disposal System Revenue Refunding Bonds; $34,645,000 at issuance;due in annual installments of $1,085,000 to $2,905,000; interest payable semi-annually at 2.93% through June 2030 34,645,000

Total business-type activities bonds payable $ 81,209,499

* Indicates outstanding bonds with pledged revenue

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Notes to Financial Statements

Year Ended June 30, Principal Interest Principal Interest

2016 480,000$ 129,205$ 4,550,963$ 2,947,543$ 2017 495,000 117,500 4,308,335 2,690,804 2018 425,000 104,545 4,750,707 2,552,582 2019 330,000 91,413 5,350,451 2,383,116 2020 340,000 78,213 5,542,822 2,202,582

2021-2025 1,540,000 168,125 27,806,292 8,144,119 2026-2030 - - 25,156,165 3,427,213 2031-2032 - - 3,743,764 245,161

Totals 3,610,000$ 689,000$ 81,209,499$ 24,593,121$

For governmental activities, compensated absences are generally liquidated by the general fund.

The annual requirements to pay principal and interest on bonds payable at June 30, 2015 are as follows:

Advance Refunding. In October 2014, the City issued $2,845,000 of Water Supply System RevenueRefunding Bonds to advance refund the City’s 2005 Water Supply System Revenue Bonds of $2,725,000.The proceeds of the bonds were used to purchase U.S. government securities that were placed in anescrow fund for the purpose of generating resources for all future debt service payments on the refundeddebt. As a result, the bonds are considered defeased and the liability has been removed from thestatement of net position. The bonds were called on June 1, 2015. Accordingly, no amount of defeaseddebt remains outstanding at year-end. The refunding resulted in a cash savings of $262,349 and aneconomic gain of $231,231.

Governmental Activities Business-type Activities

In May 2015, the City issued $34,645,000 of Sewage Disposal System Revenue Refunding Bonds to advancerefund the City’s 2005 Sewage Disposal System Revenue Bonds of $34,345,000. The proceeds of the bondswere used to purchase U.S. government securities that were placed in an escrow fund for the purpose ofgenerating resources for all future debt service payments on the refunded debt. As a result, the bondsare considered defeased and the liability has been removed from the statement of net position. Thebonds were called on June 1, 2015. Accordingly, no amount of defeased debt remains outstanding at year-end. The refunding resulted in a cash savings of $5,757,163 and an economic gain of $4,637,149.

Water supply system bonds are secured by pledged water fund revenues. Proceeds of these bonds wereutilized for water supply system improvement projects. The related bond agreements require futureprincipal and interest payments totaling $53,501,120 through 2032. Current year principal and interestexpense were $2,400,000 and $1,716,588, respectively. An additional $420,000 of principal schedule forpayment in future years was called. Current year operating revenue pledged for debt service was$17,328,200.

Sewage disposal system bonds are secured by pledged sewer fund revenues. Proceeds of these bonds were utilized for sewage disposal system improvement projects. The related bond agreements require futureprincipal and interest payments totaling $48,768,879 through 2030. Current year principal and interestexpense were $1,930,000 and $1,759,807, respectively. An additional $1,485,000 of principal scheduledfor payment in future years was called. Current year operating revenue pledged for debt service was$16,721,342.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

9. RISK MANAGEMENT AND BENEFITS

The City is a party to certain agreements relating to Industrial Revenue and Economic Development bondissues. The agreements provide that the bonds are self-liquidating revenue bonds and are no obligation tothe City. The bonds are collateralized by the assets constructed with bond proceeds and are guaranteedby the recipient corporations. The amount of these Industrial Revenue and Economic Development bondsoutstanding at June 30, 2015 amounted to $3,805,000 and $2,900,000, respectively.

Health. Medical and prescription coverage is provided with employees up to annual limit of $125,000 perindividual. The City has stop loss coverage for individual claims in excess of $5,000,000 per year (with a$125,000 deductible) and for aggregate claims over the stop loss attachment point. This amount iscalculated at the beginning of each policy year based on the number of participants and the relatedsingle/family aggregate factors. Aggregate stop loss coverage is provided up to a maximum of $1,000,000per year after meeting the stop-loss attachment point of $8,501,875.

Dental. The City self-funds employee dental claims up to a maximum dollar amount per year. The Cityhas no obligation to pay claims incurred in excess of this maximum. As such, no stop loss insurance is heldfor the dental plan.

The City manages its risks internally, except for employee life and vision insurance coverage, and hasestablished assets for claim settlement in its insurance internal service fund. This fund allocates the costof providing stop-loss insurance, claims servicing and claims payment by charging a “premium” to eachfund and organization using various allocation bases. The charges take into consideration recent trends inactual experience and also make provision for possible catastrophic losses.

Because actual claims liabilities depend on such complex factors as inflation, changes in legal doctrines,and damage awards, the process used in computing claims liability does not necessarily result in an exactamount. Claims liabilities are reevaluated periodically to take into consideration recently settled claims,the frequency of claims, and other economic and social factors. Liabilities for incurred losses to besettled by fixed or reasonably determinable payments over a long period of time are reported at theirpresent value using expected future investment yield assumptions of 2.62%.

Liabilities are established when it is probable that a loss has occurred and the amount of that loss can bereasonably estimated. Liabilities include an accumulation of case estimates for losses reported prior tothe close of the accounting period and estimates for claims that have been incurred but not reported(including future claim adjustment expenses) based on past loss experience and consideration of currentclaim tends, as well as prevailing social, economic and local conditions. Estimated amounts of salvageand subrogation and reinsurance recoverable on unpaid claims are deducted from the liability for unpaidclaims.

The City is exposed to various risks of loss related to torts; theft of, damage to, and destruction of assets;errors and omission; injuries to employees; and natural disasters. The City has in place a self-insured riskmanagement program which encompasses various annual retention levels, depending upon the specificcoverage, and provides various additional coverage with excess insurance from Michigan Municipal RiskManagement Authority (MMRMA).

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Notes to Financial Statements

Health Dental Liability Property Workers'

Compensation

Liability, June 30, 2013 560,607$ 5,534$ 93,677$ -$ 3,372,659$ Claims incurred and changes

in estimates 7,106,762 311,949 206,135 20,718 269,760 Claim payments (7,135,439) (310,480) (88,912) (20,718) (657,193)

Liability, June 30, 2014 531,930 7,003 210,900 - 2,985,226 Claims incurred and changes

in estimates 7,328,648 313,081 177,989 6,809 239,154 Claim payments (7,274,278) (311,246) (112,289) (6,809) (232,641)

Liability, June 30, 2015 586,300$ 8,838$ 276,600$ -$ 2,991,739$

Liability and Property. The City assumes the first $15,000 of damages to its vehicles, with excessinsurance provided by MMRMA up to $1,500,000. Damages to all other forms of property are establishedwith a $1,000 deductible, with the City assuming 10% of the next $100,000 and excess insurance over$100,000 to $300,000,000 is provided by MMRMA. Retention for general, public, police professional andvehicle liability is established at $500,000, excess insurance with MMRMA provides coverage from$500,000 to $15,000,000 and the City assumes total unlimited risk over and above $15,000,000.

The amount of claim settlement has not exceed insurance coverage in any of the City's self-insuranceprograms in the last three fiscal years.

Workers Compensation. Insurance is provided as first-dollar coverage on all claims based on currentindemnity rates, as provided a third-party administrator. Additional benefits are available to certainemployees based on the nature of the claim and the employee's union/bargaining unit agreement. Theliability at year-end is calculated by individual for employees who are deemed unlikely to return to workwith an additional amount for employees on short-term leave. Future payments through the employees'life expectancy (as published by the U.S. Census Bureau) are based on the present value of currentindemnity rates. The City carries stop-loss coverage with a retention limit of $500,000 and a maximumemployer liability of $1,000,000.

Changes in the estimated balances of claims liabilities are as follows:

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

10. FUND BALANCES - GOVERNMENTAL FUNDS

General Fund

Building Authority

Debt Service

NonmajorGovernmental

Funds TotalNonspendable:

Inventories -$ -$ 426,886$ 426,886$ Prepaids 98,154 - - 98,154

Total nonspendable 98,154 - 426,886 525,040

Restricted:Parks, recreation, and senior center - - 1,424,313 1,424,313 Senior transportation - - 1,217 1,217 Major and local streets - - 4,381,389 4,381,389 Police travel and training (PA 302) 18,291 - - 18,291 Other police purposes - 159,813 159,813 Forensic science 1,336 - - 1,336 Fire department community programs 2,917 - - 2,917 Other fire purposes 100 100 Public safety programs - - 100 100 Yard waste disposal and snow removal - - 1,198,699 1,198,699 Construction code services - - 587,867 587,867 Drug law enforcement - - 18,635 18,635 Library operations and maintenance - - 229,982 229,982 Debt service - 17,506 39,417 56,923 Capital improvements - - 1,729,820 1,729,820

Total restricted 22,544 17,506 9,771,352 9,811,402

Assigned - Subsequent year budget deficit 380,928 - - 380,928

Unassigned 6,727,474 - - 6,727,474

Total fund balances -governmental funds 7,229,100$ 17,506$ 10,198,238$ 17,444,844$

GASB Statement No. 54, Fund Balance Reporting and Governmental Fund Type Definitions, establishesfund balance classifications that comprise a hierarchy based primarily on the extent to which agovernment is bound to observe constraints imposed upon the use of the resources reported ingovernmental funds. Detailed information on fund balances of governmental funds is as follows:

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Notes to Financial Statements

11. NET POSITION

Governmental Activities

Business-type Activities

Component Units

Capital assets:Capital assets not being depreciated 28,342,982$ 5,261,283$ 657,627$ Capital assets being depreciated, net 83,928,387 202,665,310 2,492,637

112,271,369 207,926,593 3,150,264

Related debt:Total bonds and notes payable 3,610,000 81,209,499 - Net bond premiums/discounts (7,498) 203,536 - Net deferred loss on refunding (7,110) (644,032) -

3,595,392 80,769,003 -

Net investment in capital assets 108,675,977$ 127,157,590$ 3,150,264$

Governmental Activities

Business-type Activities

Component Units

Parks, recreation, and senior services 1,425,530$ -$ -$ Major and local streets 4,808,275 - - Police and fire 201,192 - 5,627 Library operation and maintenance 229,982 - - Yard waste disposal and snow removal 1,198,699 - - Construction code services 710,336 - - Community and economic development 1,898,668 - - Low-income housing programs - - 277,355 Debt service 46,156 7,416,440 - Capital projects 4,373,456 - -

Total restricted net position 14,892,294$ 7,416,440$ 282,982$

Net Investment in Capital Assets

The composition of the City's net investment in capital assets as of June 30, 2015, was as follows:

Restricted Net Position

Restricted net position represents amounts subject to external or statutory limitations. Amounts aresummarized as follows at June 30, 2015:

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

12. PENSION AND OTHER POSTEMPLOYMENT BENEFITS PLANS

Defined Benefit Pension Plan (Pension)

Retirees and beneficiaries currently receiving benefits 364 Terminated employees entitled to but not yet receiving benefits 65 Vested and non-vested active participants 205

Total membership 634

Rate of Return. For the year ended June 30, 2015, the annual money-weighted rate of return on pensionplan investments, net of pension plan investment expense, was 5.23%. The money-weighted rate of return expresses investment performance, net of investment expense, adjusted for the changing amountsactually invested.

Contributions. The contribution requirements of Plan members are established and may be amended bythe City Council in accordance with City policies, union contracts, and Plan provisions. Other than policepatrol, police command and fire employees who contribute at rates of 3.59%, 3.59% and 4.0%,respectively, employees are not required to make contributions to the Plan. The City is required tocontribute at actuarially determined rates expressed as a percentage of covered payroll. The City’scontribution rates for the general, police, and firefighters bargaining units for the year ended June 30,2015 were 27.02%, 26.71%, and 27.56% of projected valuation payroll, respectively.

Benefits Provided. Employees who retire with minimum age and years of service requirements areentitled to annual retirement benefits, payable in monthly installments for life, in an amount equal to apercentage of their final average salary times years of credited service. Benefit payments for PoliceCommand and the Administrators Group are adjusted annually based on the consumer price index, whileall others remain constant.

Plan Membership. At June 30, 2015 plan membership consisted of the following:

Plan Description. The City sponsors and administers the City of Wyoming Employees' Retirement Plan (the“Plan”), a single-employer, defined benefit pension plan, which covers primarily all employees of theCity. The Plan was established and may be amended by the City Council and is administered by 5-memberBoard of Trustees. The Board is comprised of one member of the City Council appointed by the CityCouncil, the City Manager, a resident and registered voter of the City who is not an officer, employee ofthe City, participant, vested terminated participant, retiree or beneficiary of the Plan, appointed by theCity Council, and two participants in the Plan elected by the Plan participants. The Plan providesretirement, disability and death benefits to plan members and their beneficiaries and is closed to newhires. It is accounted for as a separate pension trust fund. Separate financial statements are not issuedfor the Plan.

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Notes to Financial Statements

Reserve / Group General Police Fire Total

Employees' contributions 23,560$ 1,532,210$ 433,950$ 1,989,720$ Retired benefit payments 65,947,795 29,536,441 10,163,992 105,648,228 Employer contributions 28,709,935 14,974,473 5,015,524 48,699,932

Total reserves 94,681,290$ 46,043,124$ 15,613,466$ 156,337,880$

Year Ended June 30,

Beginning Balance Credits Interest Distributions

EndingBalance

2014 100,395$ 98,453$ 4,013$ -$ 202,861$ 2015 202,861 78,233 - (281,094) -

Total pension liability 181,866,213$ Plan fiduciary net position 156,337,880

City's net pension liability 25,528,333$

Plan fiduciary net position aspercentage of total pensionliability 85.96%

Deferred Retirement Option Program (DROP). In lieu of retiring and receiving a monthly benefit, aneligible participant may elect to participate in the DROP by making an irrevocable election to terminateemployment with the City and retire upon ceasing participation in the DROP. The DROP election mustspecify the future retirement date which must be within the maximum time period permitted (typically 3to 5 years, based on bargaining unit and hire date). Upon entry in the DROP, the participant ceases toaccrue years of service in the defined benefit pension plan. The participant remains an employee of theCity for all other purposes, but the retirement benefit payment is calculated and payments commenceinto a separate, restricted account. These monthly payments, along with interest earnings thereon, arenot distributed to the participant until employment has terminated. DROP activity is summarized asfollows as of June 30:

Net Pension Liability of the City. The components of the net pension liability of the City at June 30,2015, were as follows:

Reserves. In accordance with the Plan policy, the City establishes reserves for various purposes. Thereserves are adjusted annually based on recommendations from the City's actuaries. The policy forcreating and adjusting reserves was established and can be amended by the Plan Board of Trustees. Asummary of the Plan reserves at June 30, 2015 is as follows:

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Inflation No explicit price inflation assumptionSalary increases 3.5% to 7.3%, including inflationInvestment rate of return 7.25%Retirement age

eligibility condition

Asset ClassTarget

Allocation

Long-term Expected Real Rate of Return

Money-Weighted Rate

of Return

Domestic equity 44% 6.57% 2.89%International equity 16% 6.80% 1.09%Fixed income 33% 2.00% 0.66%Real estate 7% 5.15% 0.36%Cash 0% 0.00% 0.00%

100% 5.00%

Inflation 2.25%

Investment rate of return 7.25%

Mortality rates were based on the RP-2014 Healthy Annuitant Mortality Table projected to 2020 using theMP-2014 mortality improvement scale; the mortality tables for disabled lives to the RP-2014 DisabledRetirees projected to 2020 using the MP-2014 mortality improvement scale; and the mortality tables forcurrent active employees to the RP-2014 Mortality Tables for Employees projected to 2020 using the MP-2014 mortality improvement scale.

Actuarial Assumptions. The City's net pension liability was measured as of June 30, 2015, and the totalpension liability used to calculate the net pension liability was determined by an actuarial valuation as ofthat date using the following actuarial assumptions, applied consistently to all periods included in themeasurement:

Investment Policy. The plan's policy in regard to the allocation of invested assets is established and maybe amended by the Board of Trustees. The investment policy has been formulated based on considerationof a wide range of policies and describes the prudent investment process that the Board deemsappropriate. The Plan's asset allocation policy as of June 30, 2015 is summarized in the table below.

Age-based tables specific to type of

The actuarial assumptions used in the June 30, 2015 valuation were based on the results of an actuarialexperience study for the period July 1, 2010 to June 30, 2014.

The long-term expected rate of return on pension plan investments was determined using a building-blockmethod in which best-estimate ranges of expected future real rates of return (expected returns, net ofpension plan investment expense and inflation) are developed for each major asset class. These rangesare combined to produce the long-term expected rate of return by weighting the expected future realrates of return by the target asset allocation percentage and by adding expected inflation. Best estimatesof arithmetic real rates of return for each major asset class included in the pension plan’s target assetallocation as of June 30, 2015 are summarized in the following table:

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Notes to Financial Statements

Total Pension Liability

(a)

Plan Fiduciary Net Position

(b)

Net Pension Liability (a) - (b)

Balances at June 30, 2014 158,867,280$ 152,993,444$ 5,873,836$

Changes for the year:Service cost 2,479,014 - 2,479,014 Interest on total pension liability 11,279,185 - 11,279,185 Changes in benefit terms (44,181) - (44,181) Differences between expected and

actual experience (4,021,270) - (4,021,270) Assumption changes 22,369,832 - 22,369,832 Employer contributions - 4,262,117 (4,262,117) Employee contributions - 228,734 (228,734) Net investment income - 8,117,781 (8,117,781) Benefit payments (9,063,647) (9,063,647) - Administrative expense - (22,092) 22,092 Other (178,457) 178,457

Net changes 22,998,933 3,344,436 19,654,497

Balances at June 30, 2015 181,866,213$ 156,337,880$ 25,528,333$

1% Decrease (6.25%)

Current Discount Rate

(7.25%)1% Increase

(8.25%)

City's net pension liability 48,551,183$ 25,528,333$ 7,654,778$

Changes in the Net Pension Liability. The components of the change in the net pension liability aresummarized as follows:

Sensitivity of the Net Pension Liability to Changes in the Discount Rate. The following presents the netpension liability of the City, calculated using the discount rate of 7.25%, as well as what the City’s netpension liability would be if it were calculated using a discount rate that is 1% lower (6.25%) or 1% higher(8.25%) than the current rate:

Changes in Assumptions. The City revised certain actuarial assumptions in the June 30, 2015 valuationthat had a significant impact on the total pension liability from the prior measurement date. The mostsignificant change was a decrease in the expected investment rate of return from 7.75% to 7.25%.

Discount Rate. The discount rate used to measure the total pension liability was 7.25%. The projection ofcash flows used to determine the discount rate assumed that plan member contributions will be made atthe current contribution rate and that City contributions will be made at rates equal to the differencebetween actuarially determined contribution rates and the member rate. Based on those assumptions,the pension plan’s fiduciary net position was projected to be available to make all projected futurebenefit payments of current plan members. Therefore, the long-term expected rate of return on pensionplan investments was applied to all periods of projected benefit payments to determine the total pensionliability.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Deferred Outflows of Resources

Deferred Inflows of Resources

Net Deferred Outflows

(Inflows) of Resources

Difference between expected andactual experience -$ 2,758,824$ (2,758,824)$

Changes in assumptions 15,346,998 - 15,346,998 Net difference between projected and actual

earnings on pension plan investments 2,240,968 - 2,240,968

Total 17,587,966$ 2,758,824$ 14,829,142$

Year Ended June 30, Amount

2016 6,320,629$ 2017 6,320,629 2018 1,627,642 2019 560,242

Total 14,829,142$

Defined Benefit Other Postemployment Benefits (OPEB) Plan

Amounts reported as pension-related deferred outflows of resources and deferred inflows of resourceswill be recognized in pension expense as follows:

Plan Description. The City administers a single-employer defined benefit healthcare plan (the "Plan")accounted for in the OPEB trust fund. In addition to the retirement benefits noted above, the Planprovides health insurance benefits to certain retirees and their beneficiaries, which are advance-fundedon an actuarial basis. As of June 30, 2015, the date of the most recent actuarial valuation, the Plan had570 members (229 active employees, 63 deferred participants, and 278 retirees currently receivingbenefits). Stand-alone financial statements are not prepared for the Plan.

Pension Plan Fiduciary Net Position. Detailed information about the pension plan’s fiduciary net positionis available in the combining statements for the pension and other postemployment benefit trust funds atthe end of this footnote.

Pension Expense and Deferred Outflows of Resources and Deferred Inflows of Resources Related toPensions. For the year ended June 30, 2015, the City recognized pension expense of $9,087,472. At June30, 2015, the City reported pension-related deferred outflows of resources and deferred inflows ofresources from the following sources:

Payable to the Pension Plan. At June 30, 2015, the City reported had no amount payable to the pensionplan.

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Annual required contribution 7,678,535$ Interest on net OPEB obligation 815,066 Adjustment to annual required contribution (1,055,899)

Net OPEB cost 7,437,702 Contributions made (2,613,759)

Change in net OPEB obligation 4,823,943 Net OPEB obligation, beginning of year 14,863,854

Net OPEB obligation, end of year 19,687,797$

Governmental activities 16,829,129$ Business-type activities 2,858,668

Total net OPEB obligation 19,687,797$

Funding Policy. The contribution requirements of the Plan members and the City are established and maybe amended by the City Council, in accordance with City policies, union contracts, and Plan provisions.Retirees and their beneficiaries are eligible for postemployment healthcare benefits if they qualify underthe various contracts. The required contribution is based on projected pay-as-you-go financingrequirements, with an additional amount to prefund benefits as determined through the bi-annualactuarial valuation. For the year ended June 30, 2015, the City contributed $2,613,759 to the Plan.Retirees are required to contribute to the Plan based on the terms of the bargaining/union agreement.These payments are recorded as premiums in the health insurance internal service fund, where the fullamount of the related benefits are accounted for.

Annual OPEB Cost and Net OPEB Obligation. The City’s annual other postemployment benefit (OPEB) costis calculated based on the annual required contribution of the employer (ARC), an amount actuariallydetermined in accordance with the parameters of GASB Statement 45. The following table shows thecomponents of the City’s annual OPEB cost for the year, the amount actually contributed to the Plan, andchanges in the City’s net OPEB obligation:

The City's net OPEB obligation is presented in the government-wide statement of net position as follows:

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Three-Year Trend InformationYears Ended

June 30,Annual OPEB Cost (APC)

Percentage Contributed

Net OPEB Obligation

2013 7,623,181$ 58% 9,824,802$ 2014 7,541,017 33% 14,863,854 2015 7,437,702 35% 19,687,797

Funded Status and Funding Progress. As of June 30, 2015, the most recent actuarial valuation date, theplan was 19.9% funded. The actuarial value of assets was $30,213,238 and actuarial accrued liability(AAL) was $151,831,633, resulting in an unfunded actuarial accrued liability (UAAL) of $121,618,395. Thecovered payroll (annual payroll for active employees covered by the plan) was $15,740,000 and the ratiofor the unfunded actuarial accrued liability to the covered payroll was 772.7%.

Actuarial Methods and Assumptions. Actuarial valuations of an ongoing plan involve estimates of thevalue of reported amounts and assumptions about the probability of occurrence of events far into thefuture. Examples include assumptions about future employment, mortality, and the healthcare costtrend. Amounts determined regarding the funded status of the plan and the annual required contributionsof the employer are subject to continual revision as actual results are compared with past expectationsand new estimates are made about the future.

Projections of benefits for financial reporting purposes are based on the substantive plan (the plan asunderstood by the employer and the plan members) and include the types of benefits provided at thetime of each valuation and the historical pattern of sharing of benefit costs between the employer andplan members to that point. The actuarial methods and assumptions used include techniques that aredesigned to reduce the effects of short-term volatility in actuarial accrued liabilities and the actuarialvalue of assets, consistent with the long-term perspective of the calculations.

The schedule of employer contributions, presented as required supplementary information (RSI) followingthe notes to the financial statements, presents trend information about the amounts contributed to theplan by employers in comparison to the ARC, an amount that is actuarially determined in accordance withthe parameters of GASB Statement No. 45. The ARC represents a level of funding that, if paid on anongoing basis, is projected to cover normal cost for each year and amortize any unfunded actuarialliabilities (or funding excess) over a period not to exceed thirty years.

The schedule of funding progress, presented as required supplementary information (RSI) following thenotes to the financial statements, presents multiyear trend information about whether the actuarialvalues of plan assets are increasing or decreasing over time relative to the actuarial accrued liability forbenefits.

The City’s annual OPEB cost, the percentage of annual OPEB cost contributed to the Plan, and the netOPEB obligation for current and preceding two years were as follows:

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Notes to Financial Statements

Financial Statements

Combining Statement of Plan Net PositionPension Trust

FundOPEB Trust

Fund TotalAssets

Pooled cash and investments 1,130,706$ (71,503)$ 1,059,203$ Investments, at fair value:

Money market funds 1,851,690 42,799 1,894,489 U.S. government treasuries and agencies 23,077,310 - 23,077,310 Municipal bonds 274,750 - 274,750 Real estate securities 12,893,338 - 12,893,338 Domestic fixed income mutual funds - 5,359,532 5,359,532 International fixed income mutual funds - 3,576,791 3,576,791 Domestic equity mutual funds 57,796,231 12,329,485 70,125,716 International equity mutual funds 24,023,571 8,944,665 32,968,236 Corporate fixed income 12,804,674 - 12,804,674 Foreign fixed income 3,273,776 - 3,273,776 Private placement fixed income 5,228,266 - 5,228,266 Domestic equity 14,698,360 - 14,698,360 Foreign equity 216,700 - 216,700

156,138,666 30,253,272 186,391,938

Accrued interest receivable 327,256 - 327,256 Due from broker 85,523 - 85,523 Due from other governments - 35,600 35,600

Total assets 157,682,151 30,217,369 187,899,520

LiabilitiesAccounts payable 97,098 3,620 100,718 Due to brokers 790,702 - 790,702 Liability under securities lending transactions 456,471 - 456,471

Total liabilities 1,344,271 3,620 1,347,891

Net position restricted forpension and OPEB benefits 156,337,880$ 30,213,749$ 186,551,629$

Financial statements for the individual pension and other postemployment benefits plans are as follows:

In the June 30, 2015 actuarial valuation, the individual entry age normal actuarial cost method was used.The actuarial assumptions included a 4.0% investment rate of return (net of administrative expenses),which is a blended rate of the expected long-term investment returns on plan assets and on theemployer's own investments calculated based on the funded level of the plan at the valuation date, andan annual healthcare cost trend rate of 9.0% initially, reduced by decrements to an ultimate rate of 3.5%after 9 years. Both rates include a 3.5% inflation assumption. The actuarial value of assets wasdetermined using the market value approach. The UAAL is being amortized as a level dollar amount overa closed period of 30 years, with a remaining amortization period of 25 years.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

Combining Statement of Changes in Plan Net PositionPension Trust

FundOPEB Trust

Fund TotalAdditions

Contributions:Employer 4,262,117$ 2,613,759$ 6,875,876$ Plan members 228,734 - 228,734 Reimbursements - 164,262 164,262 Other 222,899 - 222,899

Total contributions 4,713,750 2,778,021 7,491,771

Investment income:Net appreciation in fair value of

investment of securities 5,951,549 653,010 6,604,559 Dividends and interest 2,691,986 640,592 3,332,578

Total investment income 8,643,535 1,293,602 9,937,137 Investment expense (525,754) (35,105) (560,859)

Net investment income 8,117,781 1,258,497 9,376,278

Other income 24,404 - 24,404

Total additions 12,855,935 4,036,518 16,892,453

DeductionsBenefits and refunds to participants 9,063,647 3,024,535 12,088,182 Administration 22,092 28,818 50,910 Other 425,760 - 425,760

Total deductions 9,511,499 3,053,353 12,564,852

Change in net position 3,344,436 983,165 4,327,601

Net position restricted for pension and OPEB benefits:Beginning of year 152,993,444 29,230,584 182,224,028

End of year 156,337,880$ 30,213,749$ 186,551,629$

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Notes to Financial Statements

Defined Contribution Pension Plan

Defined Contribution Health Care Plan (PEHP)

13. COMMITMENTS AND CONTINGENCIES

The City is a defendant in various lawsuits and challenges through the Michigan Tax Tribunal. Althoughthe outcome of these lawsuits is not presently determinable, in the opinion of the City and its corporatecounsel, the resolution of these matters will not have a material adverse effect on the financial conditionof the City.

Amounts received or receivable from grantor agencies are subject to audit and adjustment by grantoragencies, principally the Federal government. Any disallowed claims, including amounts alreadycollected, may constitute a liability of the applicable funds. The amount, if any, of expenditures whichmay be disallowed by the grantor cannot be determined at this time although the City expects suchamounts, if any, to be immaterial.

The City established a postemployment health plan (PEHP) for employees not covered under the definedbenefit plan described above. Eligibility and vesting for the PEHP is based on the provisions of the definedcontribution pension plan (described above). The City contributes a flat dollar amount per pay periodbased on 4% of the combined average of the participant’s compensation in the preceding calendar year.The PEHP is administered by the Board of Trustees as designed in Article 1 of Chapter 59 of the City’sCode, which stipulates that the trustees have such authority. All amendments to the plan, includingfunding requirements, must be approved by the City Council subject to the terms of collective bargainingagreements. During the year ended June 30, 2015, the City made contributions of $174,592 for 104 planmembers. At June 30, 2015, the City reported a payable to the plan of $9,038. The assets of the Plan areheld in trust for the exclusive benefit of participants and their beneficiaries. Inasmuch as the City doesnot have custody or administrative control over the investment of the funds, these assets are notreported within the financial statements of the City.

Newly hired employees and those not covered under the defined benefit plan are eligible to participate inthe City's 401(a) defined contribution plan. Eligible employees include those normally scheduled to workat least 1,000 hours during a plan year. To receive benefits under the plan, the participant must be 65years of age and have been a member of the plan for at least 10 years. Distributions are calculated basedon the employee's vesting percentage and the individual's allocation of investment funds. In accordancewith the Plan agreement, the City contributes 8% of employees' base pay to the plan. City contributionsfor the year ended June 30, 2015 were $466,706 for 125 plan members. At June 30, 2015, the Cityreported a payable to the plan of $23,565. Employees are not required to make contributions to the Plan.All amendments to the Plan, including funding requirements, must be approved by the City Council. Theassets of the plan are held in trust for the exclusive benefit of participants and their beneficiaries.Inasmuch as the City does not have custody or administrative control over the investment of the funds,these assets are not reported within the financial statements of the City.

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CITY OF WYOMING, MICHIGAN

Notes to Financial Statements

14. RESTATEMENT

The City adopted the provisions of GASB Statement No. 68, Accounting and Financial Reporting forPensions, in the current year. As a result of this change, beginning net position of governmentalactivities, internal service funds, the sewer fund, the water fund, and business-type activities wasdecreased by $5,023,715, $85,112, $264,734, $500,275, and $765,009, respectively.

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REQUIRED SUPPLEMENTARY INFORMATION

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CITY OF WYOMING, MICHIGAN

Required Supplementary InformationSingle-employer Defined Benefit Pension Plan

Schedule of Changes in Net Pension Liability and Related Ratios

Fiscal Year Ended June 30,

2015 2014

Total pension liabilityService cost 2,479,014$ 2,272,260$ Interest on total pension liability 11,279,185 11,646,809 Changes in benefit terms (44,181) (523,942) Difference between expected and actual experience (4,021,270) 630,488 Assumption changes 22,369,832 - Benefit payments (9,063,647) (8,607,231)

Net change in total pension liability 22,998,933 5,418,384

Total pension liability, beginning of year 158,867,280 153,448,896

Total pension liability, end of year 181,866,213$ 158,867,280$

Plan fiduciary net positionEmployer contributions 4,262,117 4,179,682$ Employee contributions 228,734 228,227 Pension plan net investment income 8,117,781 22,862,601 Benefit payments (9,063,647) (8,607,231) Administrative expense (22,092) (42,160) Other (178,457) (345,648)

Net change in plan fiduciary net position 3,344,436 18,275,471

Plan fiduciary net position, beginning of year 152,993,444 134,717,973

Plan fiduciary net position, end of year 156,337,880 152,993,444

Net pension liability 25,528,333$ 5,873,836$

Plan fiduciary net position as a percentageof total pension liability 85.96% 96.30%

Covered employee payroll 14,244,381$ 15,749,774$

Net pension liability as a percentageof covered employee payroll 179.22% 37.29%

Note: GASB 67 was implemented in fiscal year 2014. This schedule is being built prospectively. Ultimately, 10 yearsof data will be presented.

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Required Supplementary InformationSingle-employer Defined Benefit Pension Plan

Schedule of the Net Pension Liability

Fiscal Year Ending

June 30, Total Pension

LiabilityPlan Net Position

Net Pension Liability

Plan Net Position as

Percentage of Total Pension

LiabilityCoveredPayroll

Net Pension Liability as

Percentage of CoveredPayroll

2014 158,867,280$ 152,993,444$ 5,873,836$ 96.30% 15,749,774$ 37.29%2015 181,866,213 156,337,880 25,528,333 85.96% 14,244,381 179.22%

Note: GASB 67 was implemented in fiscal year 2014. This schedule is being built prospectively. Ultimately, 10 yearsof data will be presented.

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CITY OF WYOMING, MICHIGAN

Required Supplementary InformationSingle-employer Defined Benefit Pension Plan

Schedule of Contributions

Fiscal Year Ending

June 30,

ActuariallyDetermined

Contribution*Actual

Contribution

ContributionDeficiency(Excess)

CoveredPayroll

ActualContribution

as Percentage of Covered

Payroll

2014 4,179,682$ 4,179,682$ -$ 15,749,774$ 26.54%2015 4,262,117 4,262,117 - 14,244,381 29.92%

*

Notes to Schedule of Contributions

Valuation Date June 30, 2015Notes

Methods and assumptions used to determine contribution rates:Actuarial cost method Entry-age normalAmortization method Level dollar, closedRemaining amortization period 24 yearsAsset valuation method Closed; 5-year smooth marketInflation No explicit price inflation assumptionSalary increases 3.5% to 7.3%, including inflationInvestment rate of return 7.25%Retirement age

Mortality

Cost-of-living adjustment

Other information

Actuarially determined contribution rates are calculated as of June 30, which is 12months prior to the beginning of the fiscal year in which contributions arereported.

Age-based table of rates that are specific to the type of eligibility condition. Lastupdated for the June 30, 2001 valuationRP-2014 Healthy Annuitant Mortality Table projected to 2020 using the MP- 2014mortality improvement scale; the mortality tables for disabled lives to the RP-2014Disabled Retirees projected to 2020 using the MP-2014 mortality improvementscale; and the mortality tables for current active employees to the RP-2014Mortality Tables for Employees projected to 2020 using the MP-2014 mortalityimprovement scale.

Actuarial assumptions were updated in accordance with the experience study forthe period July 1, 2010 to June 30, 2014.

The actuarially determined contribution was based on projected covered payroll. Employer contributions were madein full based on actual covered payroll. Accordingly, the actuarially-determined contribution has been expressedabove as a percentage of actual payroll.

Note: GASB 67 was implemented in fiscal year 2014. This schedule is being built prospectively. Ultimately, 10 yearsof data will be presented.

Annual increase for those eligible assumed to be 1.6% compounded annually.

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CITY OF WYOMING, MICHIGAN

Required Supplementary InformationSingle-employer Defined Benefit Pension Plan

Schedule of Investment Returns

Fiscal Year Ending

June 30, Annual

Return (1)

2014 16.92%2015 5.23%

(1) Annual money-weighted rate of return, net of investment expenses

Note: GASB 67 was implemented in fiscal year 2014. This schedule is being built prospectively. Ultimately, 10 yearsof data will be presented.

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CITY OF WYOMING, MICHIGAN

Required Supplementary InformationOther Postemployment Benefits Plan

Schedule of Funding Progress

ActuarialAccrued UAAL as a

Actuarial Liability Unfunded PercentageActuarial Value of (AAL) - AAL Funded Covered of CoveredValuation Assets Entry Age (UAAL) Ratio Payroll Payroll

Date (a) (b) (b-a) (a / b) (c) ((b-a) / c)

06/30/2011 20,370,236$ 71,342,994$ 50,972,758$ 28.6% 18,978,475$ 268.6%06/30/2013 25,312,029 100,065,058 74,753,029 25.3% 17,610,245 424.5%06/30/2015 30,213,238 151,831,633 121,618,395 19.9% 15,740,000 772.7%

Schedule of Employer Contributions

AnnualYear Ended Required Percentage

June 30, Contributions Contributed

2013 7,715,174$ 32%2014 7,688,860 33%2015 7,678,535 34%

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Appendix E

THE ORDINANCES

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CITY OF WYOMING Kent County, Michigan

Ordinance No. 7-16

Councilmember Bolt, supported by Councilmember Burrill, moved adoption of the following ordinance:

AN ORDINANCE TO AMEND AND SUPPLEMENT CITY ORDINANCES TO AUTHORIZE ISSUING AND SELLING WATER SYSTEM REVENUE REFUNDING BONDS; TO PRESCRIBE THE FORM OF THE BONDS; TO PROVIDE FOR COLLECTION OF REVENUES TO PAY WATER SYSTEM OPERATION AND MAINTENANCE COSTS; TO SEGREGATE AND DISTRIBUTE CERTAIN WATER SYSTEM REVENUES; TO PROVIDE A RESERVE FUND, FOR RIGHTS OF THE HOLDERS OF AND FOR OTHER MATTERS RELATED TO THE REFUNDING BONDS AND OUTSTANDING WATER SYSTEM BONDS.

THE CITY OF WYOMING ORDAINS:

Section 1. Definitions. Except when the context clearly indicates otherwise, the following definitions shall apply to terms used in this ordinance. Terms not defined in this section shall have the definitions provided by the Prior Ordinances (defined below).

(a) “Act 94” means Act 94, Public Acts of Michigan, 1933, as amended.

(b) “Authorized Officer” means the City Manager or the Deputy Finance Director of the City or either one of them acting alone.

(c) “Bondholder” or “Bondholders” means the holder or holders of the Bonds.

(d) “Bonds” as defined or used in Chapter 31 and the Prior Ordinances shall include the Series 2016 Bonds, the Outstanding Bonds, and any additional Bonds of equal standing hereafter issued.

(e) “Bonds to be Refunded” means such of the Series 2007 Bonds and the Series 2008 Bonds as the Authorized Officer determines to refund.

(f) “City” means the City of Wyoming, Kent County, Michigan.

(g) “Code” means the Internal Revenue Code of 1986, as amended, and the rules and regulations promulgated thereunder.

(h) “Escrow Agreement” means an Escrow Agreement that may be executed between the City and an Escrow Trustee providing for deposit of the proceeds of the Bonds with the Escrow Trustee for the purpose of investment and administration.

(i) “Escrow Fund” means the Escrow Fund established pursuant to the Escrow Agreement for the purpose of paying principal, interest and redemption premiums, if any, on the Bonds to be Refunded being redeemed.

(j) “Escrow Trustee” means a bank, trust company, or other organization designated by the Authorized Officer, and the Escrow Trustee under the Escrow Agreement, to administer the Escrow Fund pursuant to the terms of the Escrow Agreement.

(k) “Government Obligations” means any bonds or other obligations not callable at the option of the Issuer thereof, which as to principal and interest constitute direct obligations of the United States of America, or obligations the principal of and interest on which is fully guaranteed by the United States of America, including U. S. Treasury Trust Receipts, or any other obligations permitted under the terms of the Escrow Agreement.

(l) “Paying Agent” means the paying agent designated and serving pursuant to section 8 of this ordinance.

(m) “Prior Bonds” means the Series 2005 Refunding Bonds, the Series 2006 Bonds, the Series 2007 Bonds, the Series 2008 Bonds, the Series 2010 Refunding Bonds, the Series 2012 Refunding Bonds, the Series 2013 Refunding Bonds and the Series 2014 Refunding Bonds.

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(n) “Prior Ordinances” means Chapter 31 of the City’s Code of Ordinances and City Ordinance Numbers 07-05; 15-05, 29-06, 30-06, 08-07, 10-08, 11-11, 16-13, and 20-14.

(o) “Revenues” and “Net Revenues” mean the revenues and net revenues of the System and shall be construed as defined in Section 3 of Act 94, including with respect to “Revenues,” the earnings derived from the investment of moneys in the various funds and accounts established by the Prior Ordinances and this Ordinance.

(p) “Sale Order” shall mean an order signed by the Authorized Officer with respect to the Series 2016 Bonds.

(q) “Series 2005 Refunding Bonds” means the City’s Water Supply System Revenue Refunding Bonds, Series 2005, dated June 7, 2005.

(r) “Series 2006 Bonds” means the City’s Water Supply System Revenue Bonds, Series 2006, dated December 1, 2006.

(s) “Series 2007 Bonds” means the City’s Water Supply System Revenue Bonds, Series 2007, dated March 1, 2007.

(t) “Series 2008 Bonds” means the City’s Water Supply System Revenue Bonds, Series 2008, dated August 7, 2008.

(u) “Series 2010 Refunding Bonds” means the City’s Water Supply System Revenue Refunding Bonds, Series 2010, dated September 30, 2010.

(v) “Series 2012 Refunding Bonds” means the City’s Water Supply System Revenue Refunding Bonds, Series 2012, dated April 16, 2012.

(w) “Series 2013 Refunding Bonds,” means the City’s Water Supply System Revenue Refunding Bonds, Series 2013, dated September 17, 2013.

(x) “Series 2014 Refunding Bonds” means the City’s Water Supply System Revenue Refunding Bonds, Series 2014, dated October 14, 2014.

(y) “Series 2016 Bonds” means the City’s Water Supply System Revenue Refunding Bonds, Series 2016, issued pursuant to this ordinance.

(z) “Underwriter means Hutchinson, Shockey, Erley & Co. as managing underwriter and William Blair & Company, L.L.C. as co-managing underwriter.

(aa) “Water System” or “System” means the entire water supply system owned and operated by the City as defined in the Prior Ordinances.

Section 2. Necessity, Public Purpose. It is determined to be necessary for the public health, safety, and welfare of the City to refund the Bonds to be Refunded.

Section 3. Issuance of Bonds. Bonds of the City designated Water Supply System Revenue Refunding Bonds, Series 2016, are authorized to be issued in the aggregate principal amount of not to exceed $26,000,000, as finally determined by the Authorized Officer in the Sale Order, for the purpose of refunding the Bonds to be Refunded as determined by the Authorized Officer and to pay the legal and financial expenses and all other expenses incidental to the issuance of the Series 2016 Bonds. Any remaining costs of the refunding shall be paid from such funds of the System as shall be determined by the Authorized Officer.

Section 4. Period of Usefulness. The estimated remaining period of usefulness of the improvements financed by the Series 2007 Bonds and the Series 2008 Bonds is determined to be in excess of 16 years.

Section 5. Bond Terms. The Series 2016 Bonds shall be issued in fully registered form as to both principal and interest, in denominations of $5,000 or any multiple of that amount. The Bonds shall be numbered consecutively in the order of their registration, shall be dated the date of delivery or such other date as determined by the Authorized Officer in the Sale Order, and shall mature serially or as term bonds subject to mandatory redemption as determined in the Sale Order. The Series 2016 Bonds shall

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bear interest at a rate or rates not exceeding 6.0% per annum, payable semiannually on the dates and at the rates determined in the Sale Order.

Section 6. Payment of Bonds; Pledge of Net Revenues. Principal of and interest on the Series 2016 Bonds shall be payable in lawful money of the United States to the person appearing on the Series 2016 Bond registration books as the registered owner thereof. Payment of principal of the Series 2016 Bonds shall be made at the principal office of the Paying Agent. Payment of interest on the Series 2016 Bonds shall be paid to the registered owner at the address as it appears on the registration books as of the determination date. Initially, the determination date shall be the date as of the 15th day of the month prior to the payment date for each interest payment; however, the determination date may be changed by the City to conform to market practice.

The principal of and interest on the Series 2016 Bonds, as Additional Bonds authorized by Prior Ordinances, shall be payable solely from the Net Revenues of the System and the Net Revenues of the System are pledged to the payment of the principal of and interest on the Series 2016 Bonds. To secure the payment of the principal of and interest on the Series 2016 Bonds, there is created a statutory lien to and in favor of the Bondholders upon the Net Revenues of the System. The statutory lien on the Net Revenues securing the Series 2016 Bonds shall be a first lien of equal standing and priority with respect to the lien on the Net Revenues of the System securing such of the Prior Bonds as remain outstanding. The Net Revenues so pledged shall be and remain subject to such lien until the payment in full of the principal of and interest on the Bonds or until the Bonds are defeased.

The Series 2016 Bonds, including both principal and interest thereon, shall not be a general obligation of the City and shall not constitute an indebtedness of the City for the purpose of any debt limitations imposed by any constitutional or statutory provisions.

Section 7. Prior Redemption.

(a) Mandatory Redemption. Principal designated as a term bond maturity in the Sale Order shall be subject to mandatory redemption, in whole or in part, by lot, at par plus accrued interest, on the redemption dates and in the amounts provided in the Sale Order. When term bonds are purchased by the City and delivered to the Paying Agent for cancelation or are redeemed in a manner other than by mandatory redemption, the principal amount of the term bonds affected shall be reduced by the principal amount of the Series 2016 Bonds so redeemed in the order determined by the City.

(b) Optional Redemption. The Series 2016 Bonds shall be subject to optional redemption prior to maturity as provided in the Sale Order.

(c) Notice of Redemption. Notice of redemption of Series 2016 Bonds shall be given by mail to the Registered Owners of the Series 2016 Bonds to be redeemed not less than 30 days prior to the date fixed for redemption, addressed to the Registered Owner at the registered address shown on the registration books of the City maintained by the Paying Agent. Series 2016 Bonds so called for redemption shall not bear interest after the date fixed for redemption, provided funds are on hand with the Paying Agent to redeem the same.

Section 8. Paying Agent and Registration.

(a) Appointment of Paying Agent. The Authorized Officer shall, from time to time, designate and appoint a Paying Agent, which may also act as transfer agent and bond registrar. The Authorized Officer shall also have the authority to remove the Paying Agent and to appoint a successor Paying Agent. In the event of a change in the Paying Agent, notice shall be given in writing, by certified mail, to each Registered Owner not less than 60 days prior to the next interest payment date. The Paying Agent shall keep the official books for the recordation of the Registered Owners of the Series 2016 Bonds.

(b) Book Entry Eligible: At the option of the initial purchaser of the Series 2016 Bonds, the Bonds will be issued in book-entry only form as one fully registered bond per maturity and will be registered in the name of Cede & Co., as bondholder and nominee for The Depository Trust Company (“DTC”), New York, New York; if this option is selected, DTC will act as securities depository for the Series 2016 Bonds, purchase of the Series 2016 Bonds will be made in book-entry only form, in

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denominations of $5,000 or any integral multiple thereof, and purchasers will not receive certificates representing their interest in Series 2016 Bonds purchased.

(c) Discontinuance of Book-Entry-Only. In the event the book-entry-only system is not selected or is discontinued, the following provisions would apply to the Bonds. Registration of the Bonds shall be recorded in the registration books of the Authority to be kept by the Paying Agent. Series 2016 Bonds may be transferred only by submitting the same to the Paying Agent, together with a satisfactory instrument of transfer signed by the Registered Owner or his or her legal representative duly authorized in writing, after which a new Bond or Bonds shall be issued by the Paying Agent to the transferee (new registered owner) in denominations of $5,000 or any integral multiple thereof, in the same aggregate principal amount as the Series 2016 Bond submitted for transfer. No transfer of Series 2016 Bonds shall be valid unless and until recorded on the bond registration books in accordance with the foregoing. The person in whose name any Series 2016 Bond is registered may for all purposes, notwithstanding any notice to the contrary, be deemed and treated by the City and the Paying Agent as the absolute owner thereof, and any payment of principal and interest on any Series 2016 Bond to the Registered Owner thereof shall constitute a valid discharge of the City’s liability upon such Series 2016 Bond to the extent of such payment. No Series 2016 Bond shall be transferred less than 15 days prior to an interest payment date nor after the Bond has been called for redemption. So long as the Series 2016 Bonds are registered to DTC or another bond depository, the Paying Agent, acting as bond registrar, shall have no responsibility with respect to such transfers.

Section 9. Bond Form. The Series 2016 Bonds shall be substantially in the form attached as Exhibit A, which is incorporated by reference, with such completions, changes, and additions as may be recommended by the City’s bond counsel and approved by the officers of the City signing the Series 2016 Bonds.

Section 10. Sale of Bonds. The Authorized Officer is authorized to negotiate the sale of the Bonds to the Underwriter or such other purchaser selected by the Authorized Officer and to approve and enter into a bond purchase agreement with the Underwriter or such other purchaser selected by the Authorized Officer (the “Bond Purchase Agreement”). The City determines that a negotiated sale is in the best interest of the City because a negotiated sale will provide the City with the most flexibility in pricing the Bonds and responding to market conditions while also saving on the costs of issuance for the Bonds.

The Authorized Officer may sell the Bonds with an underwriter’s discount of not to exceed 0.60% of the par amount of the Bonds and with an original issue discount not to exceed 3.00% of the par amount of the Bonds or at a premium approved by the Authorized Officer. The Bonds shall not be sold at a price that would make the interest cost on the money borrowed, after deducting any premium or adding any discount, exceed 6.00% per annum.

Authorized Officer. The Authorized Officer is hereby designated, for and on behalf of the City, to do all acts and to take all necessary steps required to effectuate the sale, issuance and delivery of the Series 2016 Bonds to the selected institution or Underwriter. Notwithstanding any other provision of this ordinance, the Authorized Officer is authorized within the limitations of this ordinance to determine the specific interest rate or rates to be borne by the Series 2016 Bonds, the principal amount, denominations, interest payment dates, dates of maturities, and the amount of maturities, the amount of good faith deposit, if any, the amount of an underwriter’s discount, original issue discount or premium, optional and mandatory redemption rights, term bond options, the title of the Series 2016 Bonds, date of issuance, and other terms and conditions relating to the Series 2016 Bonds and the sale thereof. The Authorized Officer’s approval of the terms shall be evidenced by the Authorized Officer’s signature on the document or agreement stating such terms. The Authorized Officer is hereby authorized for and on behalf of the City, without further City Council approval, to negotiate the sale of the Series 2016 Bonds to the Underwriter or to negotiate and award or reject proposals for the sale of the Series 2016 Bonds to another purchaser and to do all acts and take all necessary steps required to effectuate the sale, issuance, and delivery of the Series 2016 Bonds, including to: (a) to negotiate, approve and execute the Escrow Agreement with the escrow trustee; (b) apply to rating agencies for a rating on the Bonds; (c) execute a Bond Purchase Agreement or otherwise award the sale of the Bonds; (d) approve the circulation of a preliminary and a final Official Statement describing the Bonds; (e) purchase municipal bond insurance, if considered necessary, as additional security for the bondholders; and (f) do all other

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acts and take all other necessary procedures required to effectuate the sale, issuance and delivery of the Series 2016 Bonds. The Authorized Officer, together with the Mayor, the City Clerk, and the City Treasurer, are authorized to execute any orders, receipts, agreements, pledge agreements, documents or certificates necessary to complete the transaction, including, but not limited to, any issuers certificate, any certificates relating to federal or state securities laws, rules or regulations, and any applications to the Michigan Department of Treasury, including the Application for State Treasurer’s Approval to Issue Long-Term Securities and an Application for any waiver needed for the issuance of the Bonds.

The Authorized Officer is hereby authorized to select and retain, on behalf of the City, the Escrow Trustee to serve under the Escrow Agreement, a Paying Agent to serve pursuant to this Resolution, and a Verification Agent to review the calculations made by the Underwriter and verify savings resulting from issuance of the Series 2016 Bonds.

Section 11. Execution of Bonds. The Mayor or the Mayor Pro Tem and the Clerk or the Deputy Clerk of the City are authorized and directed to sign the Series 2016 Bonds, either manually or by facsimile signature, on behalf of the City. Upon execution, the Series 2016 Bonds shall be delivered by the City Treasurer to the purchaser of the Series 2016 Bonds.

Section 12. Use of Bond Proceeds.

(a) Refunding Proceeds. A portion of the proceeds of the Series 2016 Bonds designated by the Authorized Officer to be used to refund the Bonds to be Refunded, together with any monies transferred by the City from the debt retirement funds and bond reserve account for the Bonds to be Refunded and any other funds made available by the City, all as determined by the Authorized Officer, shall be deposited in the Escrow Fund, to be used pursuant to the terms of the Escrow Agreement to pay principal of and interest on the Bonds to be Refunded, being called for redemption.

The Escrow Fund shall be held in trust by the Escrow Trustee pursuant to the Escrow Agreement, which agreement shall irrevocably direct the Escrow Trustee to take all necessary steps to call for redemption the Bonds to be Refunded, including publication and mailing of redemption notices, on the first call date on which the Bonds to be Refunded may be called for full redemption. The proceeds of the Series 2016 Bonds to be deposited in the Escrow Fund shall be invested in deposits of cash and/or Government Obligations. The investments held in the Escrow Fund shall be such that the principal and interest payments received thereon will be sufficient, without reinvestment, to pay the principal, interest and redemption premiums on the Bonds to be Refunded being redeemed as they become due at their maturity or at the call for redemption required by this section.

The Authorized Officer is authorized to select the Escrow Agent, to approve and execute an Escrow Agreement, to determine which Series 2007 Bonds and Series 2008 Bonds to refund and to take all other actions or sign any other documents, agreements, or certificates necessary to complete the refunding of the Bonds to be Refunded.

(b) Cost of Issuance Fund. The balance of the proceeds of the sale of the Series 2016 Bonds shall be deposited into a fund to be designated “2016 Refunding Bonds Cost of Issuance Fund” to be used to pay legal, financing, or other expenses incidental to the issuance of the Series 2016 Bonds. Any amounts remaining after the payment of the costs of issuance shall be transferred to the Redemption Fund.

Section 13. Bondholders’ Rights; Receiver. The Bondholders representing in the aggregate not less than 20% of the entire principal amount thereof then outstanding, may, by suit, action, mandamus, or other proceedings, protect and enforce the statutory lien upon the Net Revenues of the System, and may, by suit, action, mandamus, or other proceedings, enforce and compel performance of all duties of the officers of the City, including the fixing of sufficient rates, the collection of Revenues, the proper segregation of the Revenues of the System and the proper application thereof. The statutory lien upon the Net Revenues, however, shall not be construed as to compel the sale of the System or any part thereof.

If there is a default in the payment of the principal of or interest on the Bonds, any court having jurisdiction in any proper action may appoint a receiver to administer and operate the System on behalf of the City

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and under the direction of the court, and by and with the approval of the court to perform all of the duties of the officers of the City more particularly set forth herein and in Act 94.

The Bondholders shall have all other rights and remedies given by Act 94 and law, for the payment and enforcement of the Bonds and the security therefor.

Section 14. No Free Service or Use. No free service or use of the System, or service or use of the System at less than the reasonable cost and value thereof, shall be furnished by the System to any person, firm, or corporation, public or private, or to any public agency or instrumentality, including the City.

Section 15. Fixing and Revising Rates. The rates presently in effect in the City are estimated to be sufficient to provide for the payment of the expenses of administration and operation and such expenses for maintenance of the System as are necessary to preserve the System in good repair and working order, to provide for the payment of the principal and interest on the Bonds as the same become due and payable, and the maintenance of the reserve therefor and to provide for all other obligations, expenditures, and funds for the System required by law and this Ordinance. The rates shall be reviewed not less than once a year and shall be fixed and revised from time to time as may be necessary to produce these amounts, and it is hereby covenanted and agreed to fix and maintain rates for services furnished by the System at all times sufficient to provide for the foregoing.

Section 16. Bond Reserve Account. The Reserve Account in the Bond and Interest Redemption Fund, as established by the Prior Ordinances, shall be adjusted in such amounts so that upon issuance of the Series 2016 Bonds, the Bond Reserve Account shall total a sum equal to the lesser of (a) the maximum annual principal and interest requirements on the Bonds outstanding after issuance of the additional Bonds; (b) 125% of the average annual debt service on the Bonds after issuance of the additional Bonds; or (c) an amount equal to 10% of the principal amount of the Bonds. If the amount in said Reserve Account is greater than such largest annual debt service requirement, such excess amount shall be transferred to the Bond and Interest Redemption Fund described herein. If it is necessary to increase the amount in the Bond Reserve Account, the City shall deposit a sum from the moneys on hand in the System prior to or concurrently with the delivery of the Series 2016 Bonds so that the Bond Reserve Account is fully funded as of the delivery of the Series 2016 Bonds.

Section 17. Defeasance. In the event cash or direct obligations of the United States or obligations the principal of and interest on which are guaranteed by the United States, or a combination thereof, the principal of and interest on which, without reinvestment, come due at times and in amounts sufficient to pay at maturity or irrevocable call for earlier optional or mandatory redemption, the principal of, premium, if any, and interest on the Series 2016 Bonds, shall be deposited in trust, this ordinance shall be defeased and the owners of the Series 2016 Bonds shall have no further rights under this ordinance except to receive payment of the principal of, premium, if any, and interest on the Series 2016 Bonds from the cash or securities deposited in trust and the interest and gains thereon and to transfer and exchange Series 2016 Bonds as provided herein.

Section 18. Contract with Bondholders. This ordinance shall constitute a contract between the City and the Bondholders from time to time, and after the issuance of any of such Series 2016 Bonds, no change, variation, or alteration of the provisions of this ordinance may be made that would lessen the security for such Series 2016 Bonds. The provisions of this ordinance shall be enforceable by appropriate proceedings taken by such Bondholder, either at law or in equity.

Section 19. Bonds Mutilated, Lost, or Destroyed. If any Bond of the Series 2016 Bonds shall become mutilated, the City, at the expense of the Bondholder, shall execute, and the Paying Agent shall authenticate and deliver, a new Bond of like tenor in exchange and substitution for the mutilated Bond, upon surrender to the Paying Agent of the mutilated Bond. If any Bond of the Series 2016 Bonds shall be lost, destroyed or stolen, evidence of the loss, destruction or theft may be submitted to the Paying Agent and, if this evidence is satisfactory to both the City and the Paying Agent and indemnity satisfactory to the Paying Agent shall be given, the City, at the expense of the owner, shall execute, and the Paying Agent shall thereupon authenticate and deliver, a new Bond of like tenor, which shall bear the statement required by Act 354, Public Acts of Michigan, 1972, as amended, or any applicable law hereafter enacted, in lieu of and in substitution for the Bond so lost, destroyed or stolen. If any such Bond of the Series 2016

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Bonds shall have matured or shall be about to mature, instead of issuing a substitute Bond, the Paying Agent may pay the same without surrender thereof.

Section 20. Tax Covenant. The City shall, to the extent permitted by law, take all actions within its control necessary to maintain the exclusion of the interest on the Series 2016 Bonds from gross income for federal income tax purposes under the Code, including, but not limited to, actions relating to any required rebate of arbitrage earnings and the expenditures and investment of Series 2016 Bond proceeds and moneys deemed to be Series 2016 Bond proceeds.

Section 21. Municipal Bond Insurance. The Authorized Officer is authorized to acquire municipal bond insurance to enhance the marketability of the Series 2016 Bonds. If the City acquires municipal bond insurance from a municipal bond insurer, the Authorized Officer, the Clerk, and the Treasurer, or any one of them, are hereby authorized to take all actions, and to execute any documents, certificates, orders, applications, agreements, conditions, covenants or other instruments necessary to effectuate the issuance of the policy of bond insurance, including, but not limited to the execution of an order or agreement containing such provisions as the municipal bond insurer may require with respect to the insurance and the municipal bond insurer, which shall be binding on the City in the same manner as if contained herein. The Authorized Officer is further authorized to sign such agreements or other documents and to pay such fees as are required for the City to become a member of a mutual insurance company.

Section 22. Continuing Disclosure. The City shall provide or cause to be provided, in accordance with the requirements of Rule 15c2-12 promulgated by the Securities and Exchange Commission (a) on or prior to the last day of the sixth month after the end of the fiscal year of the City, commencing with the first fiscal year ending after the issuance of the Series 2016 Bonds, certain annual financial information and operating data, including audited financial statements for the preceding fiscal year (or if audited financial statements are not available, unaudited financial statements), generally consistent with certain information that was contained or cross-referenced in the Official Statement relating to the Series 2016 Bonds, (b) timely notice of the occurrence of certain material events with respect to the Series 2016 Bonds, and (c) timely notice of a failure by the City to provide the required annual financial information on or before the date specified in (a) above.

Section 23. Official Statement. The Authorized Officer, the Clerk, the Treasurer, or any of them, are authorized and directed to approve, execute and deliver a Preliminary Official Statement and a final Official Statement on behalf of the City with such changes or modifications as they deem necessary in order to assure that the statements therein are true, and that it does not contain any untrue statement or material fact and does not omit a material fact necessary in order to make the statements, in light of the circumstances under which they were made, not misleading.

Section 24. Bond Counsel. Dickinson Wright PLLC, Grand Rapids, Michigan, is appointed to act as bond counsel for the Series 2016 Bonds.

Section 25. Financial Advisor. Robert W. Baird & Co., Inc. is appointed to act as financial advisor for the Series 2016 Bonds.

Section 26. Subject to Prior Ordinances. Except to the extent supplemented or otherwise provided in this ordinance, all of the provisions and covenants provided in the Prior Ordinances shall apply to the Series 2016 Bonds.

Section 27. Publication and Recordation. This ordinance shall be published once in full in a newspaper of general circulation in the City qualified under state law to publish legal notices, and it shall be recorded in the records of the City with such recording authenticated by the signatures of the Mayor or Mayor Pro Tem and the City Clerk.

Section 28. Ordinance Subject to Michigan Law. The provisions of this ordinance are subject to the laws of the State of Michigan.

Section 29. Section Headings. The section headings in this ordinance are for convenience of reference only and are not a part of this ordinance.

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Section 30. Severability. If any section, paragraph, clause or provision of this ordinance is held invalid, its invalidity shall not affect any other provisions of this ordinance.

Section 31. Effective Date. Pursuant to Section 6 of Act 94, this ordinance shall be approved on the date of its first reading and this ordinance shall be effective immediately upon its adoption.

YEAS: Councilmembers Bolt, Burrill, Pastoor, Vanderwood, Ver Hulst, Voorhees, Mayor Poll

NAYS: Councilmembers None

ABSTAIN: Councilmembers None

ABSENT: Councilmembers None

ORDINANCE DECLARED ADOPTED.

/s/ Jack A. Poll /s/ Kelli A. VandenBerg Jack A. Poll Kelli A. VandenBerg Mayor City Clerk

CERTIFICATION

As the duly qualified and acting Clerk of the City of Wyoming, Michigan I certify that this is a true and complete copy of an ordinance adopted by the City Council at a meeting held on March 7, 2016, and that notice of that meeting complied with applicable law.

/s/ Kelli A. VandenBerg March 7, 2016 Kelli A. VandenBerg City Clerk

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EXHIBIT A

UNITED STATES OF AMERICA STATE OF MICHIGAN

COUNTY OF KENT CITY OF WYOMING

WATER SUPPLY SYSTEM REVENUE REFUNDING BONDS, SERIES 2016

Interest Rate Maturity Date Date of Original Issue CUSIP

Registered Owner:

Principal Amount: ______________________________ Dollars ($______________)

The City of Wyoming, Kent County, Michigan (the “City”), acknowledges it is indebted and, for value received, promises to pay to the Registered Owner specified above, or registered assigns, out of the net revenues of the Water Supply System of the City (the “System”), including all appurtenances, additions, extensions and improvements thereto after provision has been made for reasonable and necessary expenses of operation, maintenance and administration of the System (the “Net Revenues”), the Principal Amount specified above, unless prepaid prior thereto as hereinafter provided, in lawful money of the United States of America, on the Date of Maturity specified above with interest thereon from the Date of Original Issue specified above or such later date to which interest has been paid, at the Interest Rate per annum specified above, first payable on __________ 1, 20__, and semiannually thereafter on the first day of __________ and __________ of each year, except as the provisions hereinafter set forth with respect to redemption of this Bond prior to maturity may become applicable hereto.

This Bond is the total authorized issue of bonds issued in accordance with the provisions of Act 94 of the Public Acts of Michigan, 1933, as amended, and Chapter 31 of the City’s Code of Ordinances and City Ordinance Numbers 07-05, 15-05, 29-06, 30-06, 08-07, 10-08, 11-11; 16-13, 20-14 and _____-16 (the “Ordinance”), for the purpose of paying the costs of refunding a portion of the City’s Water Supply System Revenue Bonds, Series 2007 and Water Supply System Revenue Bonds, Series 2008, which were issued to pay the cost of acquiring and constructing improvements to the System. This Bond is a self-liquidating Bond, and is not a general obligation of the City within any constitutional or statutory limitation, but is payable, both as to principal and interest, solely from the Net Revenues of the System. The principal of and interest on this Bond are secured by a statutory lien on the Net Revenues.

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The City hereby covenants and agrees to fix, and maintain at all times while any of the Bonds shall be outstanding, such rates for service furnished by the System as shall be sufficient to provide for payment of the principal of and interest upon all such Bonds as and when the same become due and payable, to maintain a bond and interest redemption fund, a bond reserve account and to provide for the payment of expenses of administration and operation and such expenses for maintenance of the System as are necessary to preserve the same in good repair and working order, and to provide for such other expenditures and funds for the System as are required by the Ordinance. The Bonds of this series shall have equal standing with the City’s Water Supply System Revenue Refunding Bonds, Series 2005; Water Supply System Revenue Bonds, Series 2006; Water Supply System Revenue Bonds, Series 2007; Water Supply System Revenue Bonds, Series 2008; Water Supply System Revenue Refunding Bonds, Series 2010; Water Supply System Revenue Refunding Bonds, Series 2012; Water Supply System Revenue Refunding Bonds, Series 2013; and Water Supply System Revenue Refunding Bonds, Series 2014. For a complete statement of the revenues from which, and the conditions under which, this Bond is payable, a statement of the conditions under which additional bonds of equal or subordinate standing may hereafter be issued, and the general covenants and provisions pursuant to which this Bond is issued, reference is made to the Ordinance.

Principal of this Bond is payable at the principal office of ______________________________, or such other paying agent as the City may hereafter designate (the “Paying Agent”) by notice mailed to the Registered Owner not less than 60 days prior to the next interest payment date. Interest on this Bond is payable to the Registered Owner of record as of the 15th day of the month preceding the payment date as shown on the registration books of the City maintained by the Paying Agent by check, draft, preauthorized debit, or electronic transfer or such other manner of payment acceptable to the Paying Agent.

Bonds maturing in the years _______________ and ____ (the “Term Bonds”) are subject to mandatory redemption prior to maturity in part, by lot, on each ____________, at the par value thereof plus accrued interest to the redemption date as follows:

Redemption Date Principal Amount

Term Bonds that are redeemed in a manner other than by mandatory redemption, shall reduce the principal amount of the Bond subject to mandatory redemption by the amount of the Bond so redeemed, in the order determined by the City.

Bond maturing on or before ____________, ____, shall not be subject to optional redemption prior to maturity. Bonds maturing on or after ____________, ____, are subject to redemption prior to maturity as a whole or in part, at the option of the City, in such order as the City shall determine, on any dates, on or after ____________, ____. Bonds called for redemption shall be redeemed at the par value thereof and accrued interest to the date of redemption, without a premium.

Notice of the call of any Bonds for redemption shall be given by first class mail not less than thirty (30) days prior to the date fixed for redemption, to the Registered Owner at the registered address. Bonds called for redemption shall not bear interest after the date fixed for redemption, provided funds are on hand with the Paying Agent to redeem such Bonds. Bonds shall be called for redemption in multiples of $5,000, and Bonds of denominations of more than $5,000 shall be treated as representing the number of bonds obtained by dividing the denomination of the Bond by $5,000, and such Bonds may be redeemed in part. The notice of redemption of Bonds redeemed in part shall state that upon surrender of the Bond to be redeemed, a new Bond or Bonds in aggregate principal amount equal to the unredeemed portion of the Bond surrendered shall be issued to the Registered Owner thereof. So long as the book-entry-only system remains in effect, the Paying Agent will give notice to Cede & Co., as nominee of The Depository Trust Company, a New York corporation, only and only Cede & Co. will be deemed to be a holder of the Bonds.

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This Bond shall be registered in the name of the Registered Owner on the registration books kept by the Paying Agent and such registration noted hereon, and thereafter no transfer shall be valid unless made upon the registration books and likewise noted hereon. This Bond is exchangeable at the request of the Registered Owner hereof, in person or by his attorney duly authorized in writing, at the office of the Paying Agent, but only in the manner, subject to the limitations and at his sole expense, for other bonds of an equal aggregate amount, upon surrender of this Bond to the Paying Agent. Upon such transfer, a new registered bond or bonds of the same series and the same maturity of authorized denomination will be issued to the transferee in exchange therefor.

It is hereby certified and recited that all acts, conditions and things required by law, precedent to and in the issuance of this Bond, exist and have been done and performed in regular and due time and form as required by law and that the total indebtedness of the City including this Bond, does not exceed any charter, constitutional or statutory limitation.

IN WITNESS WHEREOF, the City of Wyoming, Kent County, Michigan, by its City Council, has caused this Bond to be signed, by the manual or facsimile signatures of its Mayor and its Clerk, all as of __________, 2016.

Jack A. Poll, Mayor Kelli A. VandenBerg, Clerk

CERTIFICATE OF REGISTRATION AND AUTHENTICATION

This Bond is one of the City of Wyoming $__________ Water Supply System Revenue Refunding Bonds, Series 2016, and has been registered in the name of the Registered Owner designated on the face thereof in the bond register maintained for the City.

Authentication Date: _____________, 2016 As Paying Agent/Bond Registrar/Transfer Agent

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WRONGFUL USE OF CERTIFICATE

Unless this certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation (“DTC”), to the City or its agent for registration of transfer, exchange, or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as is requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein.

ASSIGNMENT

For value received, the undersigned hereby sells, assigns and transfers unto

(please print or type social security number or taxpayer identification number and name and address of transferee)

the within bond and all rights thereunder, and does hereby irrevocably constitute and appoint _________________________________ attorney to transfer the within bond on the books kept for registration thereof, with full power of substitution in the premises.

Dated: Signed:

In the presence of:

Notice: The signature to this assignment must correspond with the name as it appears upon the face of the within bond in every particular, without alteration or enlargement or any change whatever. When assignment is made by a guardian, trustee, executor or administrator, an officer of a corporation, or anyone in a representative capacity, proof of his City to act must accompany the bond.

Signature(s) must be guaranteed by an eligible guarantor institution participating in a Securities Transfer Association recognized signature guaranty program.

Signature Guaranteed:

GRAPIDS 57721.28 399024.3

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Appendix F

FORM OF APPROVING OPINION

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5 0 0 W O O D W A R D A V E N U E , S U I T E 4 0 0 0 D E T R O I T , M I C H I G A N 4 8 2 2 6 - 3 4 2 5 T E L E P H O N E : ( 3 1 3 ) 2 2 3 - 3 5 0 0 F A C S I M I L E : ( 3 1 3 ) 2 2 3 - 3 5 9 8 h t t p : / / w w w . d i c k i n s o n w r i g h t . c o m

A R I Z O N A K E N T U C K Y M I C H I G A N N E V A D A O H I O T E N N E S S E E W A S H I N G T O N D C T O R O N T O

April __, 2016

City of Wyoming Kent County, Michigan

Re: City of Wyoming, Kent County, Michigan $21,765,000 Water Supply System Revenue Refunding Bonds, Series 2016

Ladies and Gentlemen:

We have acted as bond counsel to the City of Wyoming, Kent County, Michigan (the “Issuer”) and in connection therewith have examined the law and certified copies of the proceedings and other documents relating to the issuance by the Issuer of its Water Supply System Revenue Refunding Bonds, Series 2016, in the aggregate principal amount of $21,765,000 dated as of April __, 2016 (the “Bonds”).

As to questions of fact material to our opinion, we have relied upon certified proceedings and other certificates of public officials furnished to us without undertaking to verify the same by independent investigation.

Based upon the foregoing, we are of the opinion that, under existing law:

1. The Bonds are valid and legally binding obligations of the Issuer payable solely from the net revenues of the water supply system of the Issuer. The payment of the principal of and interest on the Bonds, and on any additional bonds of equal standing with the Bonds that have been or may be issued in accordance with the provisions of the ordinance authorizing the issuance of the Bonds, is secured by a statutory first lien on such net revenues.

2. The Bonds and the interest thereon are exempt from taxation by the State of Michigan or by any taxing authority within the State of Michigan, except estate taxes and taxes on gains realized from the sale, payment, or other disposition thereof.

3. The interest on the Bond (a) is excluded from gross income for federal income tax purposes and (b) is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations; we note, however, that certain corporations must take into account interest on the Bonds in determining adjusted current earnings for purposes of computing such alternative minimum tax. The opinion set forth in clause (a) above is subject to the condition that the Issuer comply with all requirements of the Internal Revenue Code of 1986, as amended (the “Code”), that must be satisfied subsequent to the issuance of the Bonds in order

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D I C K I N S O N W R I G H T P L L C April __, 2016 Page 2

A R I Z O N A K E N T U C K Y M I C H I G A N N E V A D A O H I O T E N N E S S E E W A S H I N G T O N D C T O R O N T O

that interest thereon be (or continue to be) excluded from gross income for federal income tax purposes. The Issuer has covenanted to comply with each such requirement. Failure to comply with certain of such requirements could cause the interest on the Bonds to be so included in gross income retroactive to the date of issuance of the Bonds. We express no opinion regarding other federal tax consequences arising with respect to the Bonds.

The rights of the holders of the Bonds and the enforceability of thereof may be subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditors’ rights heretofore or hereafter enacted to the extent constitutionally applicable and that their enforcement may also be subject to the exercise of judicial discretion in appropriate cases.

This opinion is given as of the date hereof, and we assume no obligation to revise or supplement this opinion to reflect any facts or circumstances that may hereafter come to our attention or any changes in law that may hereafter occur.

Respectfully submitted, DICKINSON WRIGHT PLLC GRAPIDS 57721-28 403891v2

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Appendix G

FORM OF CONTINUING DISCLOSURE CERTIFICATE

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GRAPIDS 57721-28 403895v2

CITY OF WYOMING (Kent County, Michigan)

$21,765,000 WATER SUPPLY SYSTEM REVENUE

REFUNDING BONDS, SERIES 2016

CONTINUING DISCLOSURE CERTIFICATE

This Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed and delivered by the City of Wyoming, County of Kent, Michigan (the “Issuer”) in connection with the issuance of its $21,765,000 Water Supply System Revenue Refunding Bonds, Series 2016 (the “Bonds”). The Issuer covenants and agrees as follows:

Section 1. Purpose of the Disclosure Certificate. (a) This Disclosure Certificate is being executed and delivered by the Issuer

for the benefit of the Bondholders and the Beneficial Owners and in order to assist the Participating Underwriter in complying with subsection (b)(5) of the Rule.

(b) In consideration of the purchase and acceptance of any and all of the Bonds by those who shall hold the same or shall own beneficial ownership interests therein from time to time, this Disclosure Certificate shall be deemed to be and shall constitute a contract between the Issuer and the Bondholders and Beneficial Owners from time to time of the Bonds, and the covenants and agreements herein set forth to be performed on behalf of the Issuer shall be for the benefit of the Bondholders and Beneficial Owners of any and all of the Bonds.

Section 2. Definitions. The following capitalized terms shall have the following meanings:

“1934 Act” shall mean the Securities Exchange Act of 1934, as amended.

“Annual Report” shall mean any Annual Report of the Issuer provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate.

“Beneficial Owner” shall mean any person who has or shares the power, directly or indirectly, to make investment decisions concerning ownership of any Bonds (including any person holding Bonds through nominees, depositories or other intermediaries).

“Bondholder” shall mean the registered owner of any Bonds.

“Dissemination Agent” shall mean the Issuer or any successor Dissemination Agent appointed in writing by the Issuer and that has filed with the Issuer a written acceptance of such appointment.

“EMMA” shall mean the Electronic Municipal Market Access system of the MSRB. As of the date of this Disclosure Certificate, the EMMA Internet Web site address is http://www.emma.msrb.org.

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“GAAP” shall mean generally accepted accounting principles, as such principles are prescribed, in part, by the Financial Accounting Standards Board and modified by the Governmental Accounting Standards Board and in effect from time to time.

“Listed Events” shall mean any of the events listed in Section 5(a) of this Disclosure Certificate.

“MSRB” shall mean the Municipal Securities Rulemaking Board established in accordance with the provisions of Section 15B(b)(1) of the 1934 Act. As of the date of this Disclosure Certificate, the address and telephone and telecopy numbers of the MSRB are as follows:

Municipal Securities Rulemaking Board 1900 Duke Street, Suite 600 Alexandria, Virginia 22314 Tel: (703) 797-6600 Fax: (703) 797-6700

“Official Statement” shall mean the final Official Statement for the Bonds dated April 6, 2016.

“Participating Underwriter” shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with the primary offering of the Bonds.

“Rule” shall mean Rule 15c2-12 (17 CFR Part 240, § 240.15c2-12) promulgated by the SEC pursuant to the 1934 Act, as the same may be amended from time to time, together with all interpretive guidances or other official interpretations or explanations thereof that are promulgated by the SEC.

“SEC” shall mean the United States Securities and Exchange Commission.

“Securities Counsel” shall mean legal counsel expert in federal securities law.

“State” shall mean the State of Michigan.

Section 3. Provision of Annual Reports. (a) Each year, the Issuer shall provide, or shall cause the Dissemination Agent

to provide, not later than the date six months after the end of the Issuer’s fiscal year, commencing with the Issuer’s Annual Report for its fiscal year ending June 30, 2016, to the MSRB an Annual Report for the preceding fiscal year that is consistent with the requirements of Section 4 of this Disclosure Certificate. Not later than 15 business days (or such lesser number of days as is acceptable to the Dissemination Agent) prior to said date, the Issuer shall provide the Annual Report to the Dissemination Agent (if other than the Issuer). Currently, the Issuer’s fiscal year commences on July 1. In each case, the Annual Report may be submitted as a single document or as separate documents comprising a package, and may include by specific reference other information as provided in Section 4 of this Disclosure Certificate; provided, however, that if the audited financial statements of the Issuer are not available by the deadline for filing the

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Annual Report, they shall be provided when and if available, and unaudited financial statements in a format similar to the audited financial statements then most recently prepared for the Issuer shall be included in the Annual Report.

(b) If the Issuer is unable to provide to the MSRB an Annual Report of the Issuer by the date required in subsection (a), the Issuer shall file a notice, in a timely fashion, with the MSRB, in substantially the form attached as Exhibit A.

(c) If the Issuer’s fiscal year changes, the Issuer shall file written notice of such change with the MSRB, in substantially the form attached as Exhibit B.

(d) Whenever any Annual Report or portion thereof is filed as described above, it shall be attached to a cover sheet in substantially the form attached as Exhibit C.

(e) If the Dissemination Agent is other than the Issuer, the Dissemination Agent shall file a report with the Issuer certifying that the Annual Report has been provided pursuant to this Disclosure Certificate, stating the date it was provided.

(f) In connection with providing the Annual Report, the Dissemination Agent (if other than the Issuer) is not obligated or responsible under this Disclosure Certificate to determine the sufficiency of the content of the Annual Report for purposes of the Rule or any other state or federal securities law, rule, regulation or administrative order.

Section 4. Content of Annual Reports. The Issuer’s Annual Report shall contain or include by reference the following:

(a) The audited financial statements of the Issuer for its fiscal year immediately preceding the due date of the Annual Report.

(b) An update of the financial information and operating data relating to the Issuer of the same nature as that contained in the following sections of the Official Statement:

(1) List of largest users for Water Supply System;

(2) History of Customers;

(3) Historical and Projected Operating Cash Flow and Debt Service Coverage;

(4) History of Consumption;

(5) History of Rates;

(6) Historical Annual Billed Water Consumption; and

(7) Historical U.S. Census Population.

The Issuer’s financial statements shall be audited and prepared in accordance with GAAP with such changes as may be required from time to time in accordance with State law.

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Any or all of the items listed above may be included by specific reference to other documents available to the public on the MSRB’s Internet Web site or filed with the SEC. The Issuer shall clearly identify each such other document so included by reference.

Section 5. Reporting of Significant Events. (a) The Issuer covenants to provide, or cause to be provided, notice of the

occurrence of any of the following events with respect to the Bonds in a timely manner not in excess of ten (10) business days after the occurrence of the event and in accordance with the Rule:

(1) Principal and interest payment delinquencies;

(2) Non-payment related defaults, if material;

(3) Unscheduled draws on debt service reserves reflecting financial difficulties;

(4) Unscheduled draws on credit enhancements reflecting financial difficulties;

(5) Substitution of credit or liquidity providers, or their failure to perform;

(6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security;

(7) Modifications to rights of security holders, if material;

(8) Bond calls, if material;

(9) Defeasances;

(10) Release, substitution, or sale of property securing repayment of the securities, if material;

(11) Rating changes;

(12) Tender offers;

(13) Bankruptcy, insolvency, receivership or similar event of the obligated person;

(14) The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and

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5 GRAPIDS 57721-28 403895v2

(15) Appointment of a successor or additional trustee or the change of name of a trustee, if material.

(b) Whenever the Issuer obtains knowledge of the occurrence of a Listed Event described in subsection (a)(2), (7), (8), (10), (14) or (15), the Issuer shall as soon as possible determine if such Listed Event would be material under applicable federal securities laws. The Issuer covenants that its determination of materiality will be made in conformance with federal securities laws.

(c) If the Issuer determines that (i) a Listed Event described in subsection (a)(1), (3), (4), (5), (6), (9), (11), (12) or (13) has occurred or (ii) the occurrence of a Listed Event described in subsection (a)(2), (7), (8), (10), (14) or (15) would be material under applicable federal securities laws, the Issuer shall cause a notice of such occurrence to be filed with the MSRB within ten (10) business days of the occurrence of the Listed Event, together with a cover sheet in substantially the form attached as Exhibit D. In connection with providing a notice of the occurrence of a Listed Event described in subsection (a)(9), the Issuer shall include in the notice explicit disclosure as to whether the Bonds have been escrowed to maturity or escrowed to call, as well as appropriate disclosure of the timing of maturity or call.

(d) In connection with providing a notice of the occurrence of a Listed Event, the Dissemination Agent (if other than the Issuer), solely in its capacity as such, is not obligated or responsible under this Disclosure Certificate to determine the sufficiency of the content of the notice for purposes of the Rule or any other state or federal securities law, rule, regulation or administrative order.

(e) The Issuer acknowledges that the “rating changes” referred to in subsection (a)(11) above may include, without limitation, any change in any rating on the Bonds or other indebtedness for which the Issuer is liable.

(f) The Issuer acknowledges that it is not required to provide a notice of a Listed Event with respect to credit enhancement when the credit enhancement is added after the primary offering of the Bonds, the Issuer does not apply for or participate in obtaining such credit enhancement, and such credit enhancement is not described in the Official Statement.

Section 6. Mandatory Electronic Filing with EMMA. All filings with the MSRB under this Disclosure Certificate shall be made by

electronically transmitting such filings through the EMMA Dataport at http://www.emma.msrb.org as provided by the amendments to the Rule adopted by the SEC in Securities Exchange Act Release No. 59062 on December 5, 2008.

Section 7. Termination of Reporting Obligation. (a) The Issuer’s obligations under this Disclosure Certificate shall terminate

upon the legal defeasance or the prior redemption or payment in full of all of the Bonds. If the Issuer’s obligation to pay the principal of and interest on the Bonds is assumed in full by some other entity, such entity shall be responsible for compliance with this Disclosure Certificate in the same manner as if it were the Issuer, and the Issuer shall have no further responsibility hereunder.

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(b) This Disclosure Certificate, or any provision hereof, shall be null and void in the event that the Issuer (i) receives an opinion of Securities Counsel, addressed to the Issuer, to the effect that those portions of the Rule, which require such provisions of this Disclosure Certificate, do not or no longer apply to the Bonds, whether because such portions of the Rule are invalid, have been repealed, amended or modified, or are otherwise deemed to be inapplicable to the Bonds, as shall be specified in such opinion, and (ii) files notice to such effect with the MSRB.

Section 8. Dissemination Agent. The Issuer, from time to time, may appoint or engage a Dissemination Agent to

assist it in carrying out its obligations under this Disclosure Certificate and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. Except as otherwise provided in this Disclosure Certificate, the Dissemination Agent (if other than the Issuer) shall not be responsible in any manner for the content of any notice or report prepared by the Issuer pursuant to this Disclosure Certificate.

Section 9. Amendment; Waiver. (a) Notwithstanding any other provision of this Disclosure Certificate, this

Disclosure Certificate may be amended, and any provision of this Disclosure Certificate may be waived, provided that the following conditions are satisfied:

(i) if the amendment or waiver relates to the provisions of Section 3(a), (b), (c), 4 or 5(a), it may only be made in connection with a change in circumstances that arises from a change in legal requirements, a change in law or a change in the identity, nature or status of the Issuer, or type of business conducted by the Issuer;

(ii) this Disclosure Certificate, as so amended or taking into account such waiver, would, in the opinion of Securities Counsel, have complied with the requirements of the Rule at the time of the original issuance of the Bonds, after taking into account any amendments or interpretations of the Rule, as well as any change in circumstances; and

(iii) the amendment or waiver does not, in the opinion of nationally recognized bond counsel, materially impair the interests of the Bondholders.

(b) In the event of any amendment to, or waiver of a provision of, this Disclosure Certificate, the Issuer shall describe such amendment or waiver in the next Annual Report and shall include an explanation of the reason for such amendment or waiver. In particular, if the amendment results in a change to the annual financial information required to be included in the Annual Report pursuant to Section 4 of this Disclosure Certificate, the first Annual Report that contains the amended operating data or financial information shall explain, in narrative form, the reasons for the amendment and the impact of such change in the type of operating data or financial information being provided. Further, if the annual financial information required to be provided in the Annual Report can no longer be generated because the operations to which it related have been materially changed or discontinued, a statement to that effect shall be included in the first Annual Report that does not include such information.

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(c) If the amendment results in a change to the accounting principles to be followed in preparing financial statements as set forth in Section 4 of this Disclosure Certificate, the Annual Report for the year in which the change is made shall include a comparison between the financial statements or information prepared on the basis of the new accounting principles and those prepared on the basis of the former accounting principles. The comparison shall include a qualitative discussion of such differences and the impact of the changes on the presentation of the financial information. To the extent reasonably feasible, the comparison shall also be quantitative. A notice of the change in accounting principles shall be filed by the Issuer or the Dissemination Agent (if other than the Issuer) at the written direction of the Issuer with the MSRB.

Section 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Issuer from

disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Listed Event in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.

Section 11. Failure to Comply. In the event of a failure of the Issuer or the Dissemination Agent (if other than the

Issuer) to comply with any provision of this Disclosure Certificate, any Bondholder or Beneficial Owner may bring an action to obtain specific performance of the obligations of the Issuer or the Dissemination Agent (if other than the Issuer) under this Disclosure Certificate, but no person or entity shall be entitled to recover monetary damages hereunder under any circumstances, and any failure to comply with the obligations under this Disclosure Certificate shall not constitute a default with respect to the Bonds. Notwithstanding the foregoing, if the alleged failure of the Issuer to comply with this Disclosure Certificate is the inadequacy of the information disclosed pursuant hereto, then the Bondholders and the Beneficial Owners (on whose behalf a Bondholder has not acted with respect to this alleged failure) of not less than a majority of the aggregate principal amount of the then outstanding Bonds must take the actions described above before the Issuer shall be compelled to perform with respect to the adequacy of such information disclosed pursuant to this Disclosure Certificate.

Section 12. Duties of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth

in this Disclosure Certificate.

Section 13. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Issuer, the

Dissemination Agent, the Participating Underwriter, the Bondholders and the Beneficial Owners, and shall create no rights in any other person or entity.

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Section 14. Transmission of Information and Notices. Unless otherwise required by law or this Disclosure Certificate, and, in the sole

determination of the Issuer or the Dissemination Agent, as applicable, subject to technical and economic feasibility, the Issuer or the Dissemination Agent, as applicable, shall employ such methods of information and notice transmission as shall be requested or recommended by the herein-designated recipients of such information and notices.

Section 15. Additional Disclosure Obligations. The Issuer acknowledges and understands that other State and federal laws,

including, without limitation, the Securities Act of 1933, as amended, and Rule 10b-5 promulgated by the SEC pursuant to the 1934 Act, may apply to the Issuer, and that under some circumstances, compliance with this Disclosure Certificate, without additional disclosures or other action, may not fully discharge all duties and obligations of the Issuer under such laws.

Section 16. Governing Law. This Disclosure Certificate shall be construed and interpreted in accordance with

the laws of the State, and any suits and actions arising out of this Disclosure Certificate shall be instituted in a court of competent jurisdiction in the State. Notwithstanding the foregoing, to the extent this Disclosure Certificate addresses matters of federal securities laws, including the Rule, this Disclosure Certificate shall be construed and interpreted in accordance with such federal securities laws and official interpretations thereof.

CITY OF WYOMING By: Rosa Ooms Dated: April 27, 2016 Its: Deputy Finance Director

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GRAPIDS 57721-28 403895v2 Exhibit A

EXHIBIT A

NOTICE OF FAILURE TO FILE ANNUAL REPORT

Name of Issuer: City of Wyoming, County of Kent, State of Michigan

Name of Bond Issue: $21,765,000 Water Supply System Revenue Refunding Bonds, Series 2016

Date of Bonds: April 27, 2016

NOTICE IS HEREBY GIVEN that the City of Wyoming has not provided an Annual Report with respect to the above-named Bonds as required by Section 3 of its Continuing Disclosure Certificate with respect to the Bonds. The City of Wyoming anticipates that the Annual Report will be filed by ____________, ____.

CITY OF WYOMING By: Dated: __________, ____ Its:

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GRAPIDS 57721-28 403895v2 Exhibit B

EXHIBIT B

NOTICE OF CHANGE IN CITY’S FISCAL YEAR

Name of Issuer: City of Wyoming, County of Kent, State of Michigan

Name of Bond Issue: $21,765,000 Water Supply System Revenue Refunding Bonds, Series 2016

Date of Bonds: April 27, 2016

NOTICE IS HEREBY GIVEN that the City of Wyoming’s fiscal year has changed. Previously, the City of Wyoming’s fiscal year ended on ____________, ____. It now ends on ____________, ____.

CITY OF WYOMING By: Dated: __________, ____ Its:

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Exhibit C GRAPIDS 57721-28 403895v2

EXHIBIT C

ANNUAL REPORT COVER SHEET

This cover sheet and the attached Annual Report or portion thereof should be filed electronically with the Municipal Securities Rulemaking Board through the EMMA Dataport at http://www.emma.msrb.org pursuant to Securities and Exchange Commission Rule 15c2-12(b)(5)(i)(A) and (B). Issuer’s /Other Obligated Person’s Name: City of Wyoming, Kent County, Michigan Issuer’s Six-Digit CUSIP Number(s): or Nine-Digit CUSIP Number(s) to which the attached Annual Report relates: Number of pages of the attached Annual Report or portion thereof: Name of Bond Issue to which the attached Annual Report relates: $21,765,000 Water Supply System Revenue Refunding Bonds, Series 2016 Date of such Bonds: April 27, 2016 I hereby represent that I am authorized by the Issuer/Other Obligated Person or its agent to distribute this information publicly: Signature: Name: Title: Employer: Address: County, State, Zip Code: Voice Telephone Number:

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GRAPIDS 57721-28 403895v2 Exhibit D

EXHIBIT D

EVENT NOTICE COVER SHEET

This cover sheet and the attached Event Notice should be filed electronically with the Municipal Securities Rulemaking Board through the EMMA Dataport at http://www.emma.msrb.org pursuant to Securities and Exchange Commission Rule 15c2-12(b)(5)(i)(C) and (D). Issuer’s and/or Other Obligated Person’s Name: City of Wyoming, Kent County, Michigan Issuer’s Six-Digit CUSIP Number(s): or Nine-Digit CUSIP Number(s) to which the attached Event Notice relates: Number of pages of the attached Event Notice: Description of the attached Event Notice (Check One):

1. Principal and interest payment delinquencies 2. Non-Payment related defaults 3. Unscheduled draws on debt service reserves reflecting financial difficulties 4. Unscheduled draws on credit enhancements reflecting financial difficulties 5. Substitution of credit or liquidity providers, or their failure to perform 6. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed

or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the security, or other material events affecting the tax status of the security

7. Modifications to rights of securities holders 8. Bond calls 9. Defeasances 10. Release, substitution, or sale of property securing repayment of the securities 11. Rating changes 12. Tender offers 13. Bankruptcy, insolvency, receivership or similar event of an obligated person 14. The consummation of a merger, consolidation, or acquisition involving an

obligated person or the sale of all or substantially all of the assets of an obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms

15. Appointment of a successor or additional trustee, or the change of name of a trustee

16. Failure to provide annual financial information as required 17. Other material event notice (specify)

I hereby represent that I am authorized by the Issuer/Other Obligated Person or its agent to distribute this information publicly: Signature: Name: Title: Employer: Address: County, State, Zip Code: Voice Telephone Number: Please format the Event Notice attached to this cover sheet in 10 point type or larger. Contact the MSRB at (202) 223-9503 with questions regarding this form or the dissemination of this notice.

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$21,765,000

CITY OF WYOMING County of Kent, State of Michigan

WATER SUPPLY SYSTEM REVENUE REFUNDING BONDS, SERIES 2016

Financial Advisor:

Robert W. Baird & Co. 1001 Bay Street

Traverse City, Michigan 49684 (231) 933-8850