Loading...
HomeMy WebLinkAboutagenda item 2015 0507 joint 03aCity of South Bend, Indiana Bond Continuing Disclosure· Procedure Adopted-January 1, 2015, Revised March 9, 2015 The City of Squth Bend (City) will comply fully with Rule 15c2-12 of the Securities and Exchange Act of 1934 and will make sure that required financial/operating information and event filings are published on the Electronic Municipal Market Access (EMMA) in a timely manner. The EMMA website is located at emma.msrb.org. The City Controller and Deputy City Controller will be responsible for implementing this procedure. Financial/Operating Information Filings • Annual Financial Report (formerly known as the City and Town Annual Report)-is prepared annually by the City by March 1st. This report will be published within 180 days of December 31st. • Operating Data -is prepared annually by the City and financial advisor and will be published by the City within 180 days of December 31st. Operating data will also be included in the statistical ·section of th~ City's Comprehensive Annual Financial Report (CAFR) and will include the following: 1. Description of the City of South Bend and the South Bend Redevelopment District 2. Population 3. Employment 4. Average Annual Employment Rate 5. Employment by Industry 6: Major Employers 7. Taxes 8. Community Data 9. Transportation 10. Utilities 11. Education 12. Building Permits 13. Financial Institutions 14. Direct and Overlapping Debt for the City of South Bend 15. Direct and Overlapping Debt for the South Bend Redevelopment District 16. CEDIT Revenue Bonds 17. COIT Revenue Bonds 18. Direct Debt Issuance Limitation for the City of South Bend 19. Direct Debt Issuance Limitation for the South Bend Redevelopment District 20. Per Capita and Debt Ratio Analysis for the South Bend Redevelopment District 21. Hotel-Motel Tax Revenue Debt 22. Tax Increment (TIF) Revenue Debt 23. Statement of City-Owned Utility Debt 1 ITEM: 3.A. 24. Comparative Schedule ofTax Rates 25., Schedule of Historical Net Assessed Valuation -City of South Bend 26. Schedule of Historical Net Assessed Valuation -Saint Joseph County 27. Detail of Net Assessed Valuation 28. Property Taxes Levied and Collected 29. Principal Taxpayers 30. Summary of Revenues and Expenditures by Fund 31. Historical Tax Increment Property Tax Collections 32. Estimated Tax Increment Revenue Erskine Village Project 33. Annual Waterworks Flow Data 34. Number of Waterworks Customers 35. Ten Largest Waterworks Customers 36. Waterworks Balance Sheet 37. Waterworks Income Statement 38. Estimated Debt Service C~)Verage Calculation -Water Utility 39. Schedule of Current Utility Rates and Charges 40. Annual Wastewater Flow Data -Sewage Works . 41. Ten largest Sewage Works Customers , 42. Number of Customers -Sewage Works 43. Sewage Works Balance Sheet 44. Sewage Works Income Statement 45. Estimated Debt Service Coverage Calculation -Sewage Wo.rks 46. Schedule of Revenue Bond Coverage -·water Utility Bonds 47. Schedule of Revenue Bond Coverage -Wastewater Utility Bonds 48. Projected County Option Income Tax {COIT} Revenue 49. Statement of Estimated COIT Cash Flow and Debt Service Coverage -South Bend Building Corporation 50. Estimate~ Tax Increment Revenue -Erskine Village Project 51. City of South Bend Balance Sheet 52. City of South Bend Income Statement • Comprehensive Annual Financial Report (CAFR) -is prepared by the City, State Board of Accounts, and/or external auditors on an annual basis. The CAFR will be published within sixty (60) days of receipt from the State Board of Accounts or ext~rnal auditor. • Voluntary Financial Report Filings 1. Board of Finance Investment Report~ is prepared annually by the City during January' and will be published within thirty {30) days of completion. 2. Adopted Budget-is prepared by the City annually in October and will be published within thirty {30} days of approval by the Common Council and Mayor. 2 · Event Filings 3. Departmental Financial Report -is prepared monthly by the City and will be published within thirty (30} days after the end of each month. 4. Financial Report-is prepared monthly by the City and will be published within thirty (30} days after the end of each month. 5. Controller's Cash Report -is prepared monthly by the City and will be published within thirty (30} days after the end of each month. 6. Property Tax Revenue Report -is prepared annually by the City and will be published within thirty (30} days of year end. . 7. Local Option Income Tax Revenue Report-is prepared annually by the City and will be published within thirty (30} days of year end. 8. Mayor's Annual Financial Report to the Common Council -is prepared annually by the City and will be published within sixty (60} days of year end. 9. Other Financial Reports -other internal and external financial reports will be published during the year as appropriate. • Material event filings will be published by the City, financial advisor, paying agent or other interested party within ten (10} business days of their occurrence. Some examples of event filings that may be published: 1. Principal and interest payment delinquencies; 2. Non-payment related defaults, if material; 3. Unscheduled draws on debt service reserves; 4. Unscheduled draws on credit enhancements; 5. Substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions and notices from the IRS; 7. Modifications to rights of security holders, if material; 8. Bond calls, if material, and tender offers; 9. Defeasances; 10. Release, substitution, or sale of property securing repayment of the securities, if material; 11. Rating changes; 12. Bankruptcy, insolvency, receivership or similar event of the obligated person or issuer; 13. Merger, consolidation, or acquisition ·of an obligated person or issuer; 14. Appointment of a successor or additional trustee; 15. Failure of an issuer or obligated person to provide annual financial information as required. 3 Failure to Disclose. • The City will publish a Failure to Disclose notice within five (5) business days if it is unable to provide the annual financial information as described above. CUSIP Numbers • The City will link the financial/operating and event filings to specific CUSIP numbers being utilized by the City of South Bend and related entities. The financial advisor will review annually that the proper CUSIP numbers are being used and the current CUSIP numbers are as follows: 1. #836480 -South Bend Building Corporation 2. #836482 -South Bend Building Corporation County Option Income Tax Lease Rental Revenue 3. #836518 -South Bend County EconomiC Development Income Tax Revenue 4. #836520 -South Bend Economic Development Revenue 5. #836562 -South Bend Redevelopment Authority Lease Revenue 6. #836615 -South Bend Sewage.Works Revenue 7. #836632 -South Bend Water Works Revenue 8. #836565 -South Bend Redevelopment District 9. #836568 -South Bend Redevelopment District 10. #836570 -South Bend Redevelopment District Tax Increment Financing (refunded) 11. #836481-South Bend Building Corporation First Mortgage Bond (refunded) MyEmma Saved Searches • The City has established the following groups in the "MyEmma Saved Searches" section of the ·EMMA website to monitor if financial/operating and· event disclosures are being made in a timely manner and linked properly to necessary bond issuances. The City Co.ntroller, Deputy City Controller and financial advisor will review the disclosures contained in these searches on a quarterly basis to ma.ke sure that they are timely and proper. Any discrepancies will be reported to the City Controller. The names for the saved searches are as follows: 1. SB Bldg Corp -836480 2. SB Bldg Corp -836482 3. SB EDIT-836518 4. SB Econ Dev Rev·-836520 5. SB Red Authority -836562 I 6. SB Sewage Works -836615 7. SB Water Works -836632 8. SB Redev District -836565 9. SB Redev District -836568 10. SB Redev District -836570 (refunded) 11. SB Bldg Corp Mortgage -836481 (refunded) 4 South Bend CUSIP Reporting Group • A new CUSIP group has been established for financial/operating disclosures entitled "South Bend EMMA Group'' using the CUSIP numbers listed above. To insure consistency in submitting new financial/operating disclosures, all new documents and reports will be published in EMMA using the South Bend EMMA Group. The financial advisor will advise the City Controller and Deputy Controller of any new six-digit CUSIP numbers listed above so that the reporting group may be updated. The City Controller will review any documents before they are posted to EMMA. Records/ Other • ·Continuing disclosure documents (i.e. Annual Report, CAFR) are available on the EMMA website. 1n·addition, the financial/operating information is also being posted timely to the City website at http:_ljdocs.southbendin.gov/weblink8/Browse.aspx?startid=1214. The City will maintain a log of all financial/operating and event filings by the City and financial advisor (Exhibit B) which will include the document name, fiscal period covered, date published on EMMA, date updated on EMMA, name of person who published the document and the submission identification-number. The City will retain a hard copy of each EMMA Published Submission Confirmation report that is generated by the system. The financial advisor will provide the City with a copy of the confirmation reports for submissions that they have made within five (5) days of publication or update_. • The City of South Bend registered with EMMA on September 9, 2009 and authorized the City Controller and Deputy City Controller to make continuing disclosure submissi~ns. In addition, th.e City's financial advisor has been granted access to make continuing disclosure submissions. The City Controller may update this procedure as needed to comply with continuing disclosure requirements. • Training -City of South Bend personnel and others involved in continuing disclosure will receive annual training including access to the videos, podcasts, fact sheets and other materials available at the MSRB Education Center website at www.msrb.org. • Pre-filing review -all proposed EMMA filings will be reviewed and approved by the City Controller prior to being published. I • Document retention -a copy of all bond documents including bond transcript and official statement will be retained by the City Controller and Deputy City Controller. In addition, bond counsel will maintain a copy of any bond transcript that they have been contracted to' work on. • Investor Inquiry-all vendor inquiries will be directed to the City Controller for follow-up action. If the City Controller is not available, the Deputy City Controller is authorized to respond to investor inquiries. 5 • Regulator Inquiry-the City Controller and Corporation Counsel will be notified immediately of any inquiry from the Securities and Exchange Commission, Internal Revenue Service or other governmental agency related _to continuing disclosure matters. • The attached document from the Municipal Securities Rulemaking Board entitled FAQ'~ on MSRB's Continuing Disclosure Submission Process (Exhibit A) is included in this procedure by reference and will be utilized by the City, financial advisor and others in implementing this procedure. 6 FAQs About MSRB's Continuing Disclosure Submission Process FAQs on MSRB's Continuing .Disclosure Submission Process Following are commonly asked questions about the Municipal Securities Rulemaking Board's submission process for qontinuing disclosures on EMMA. General Questions 1. What is continuing disclosure information? Continuing disclosure information is certain information about a municipal bond that arises after the initial issuance of the bonds. This information generally reflects the financial or operating condition of the issuer (or other party responsible for the repayment of some or all of the bonds, an "obligated person" or "obliger") as it changes over time, as well as specific events occurring after issuance that can have an impact on the ability of issuer or obligated person to pay amounts owing on the bonds, the value of the bonds if it is bought or sold prior to its maturity, the timing of repayment of principal, and other key features of the bonds. 2. What rule requires continuing disclosure of informatfon? Rule 15c2-12 of the Securities Exchange Act of 1934 requires dealers, when underwriting certain types of municipal securities, to obtain certain information about the se_curities as well as make sure that the issuer or obligated person has agreed (in a written agreement usually referred to as a "continuing disclosure agreement") to make certain information about the securities available on an on- going basis. 3. When did the requirement to submit continuing disclosure documents to EMMA become effective? The provisions of revised Rule 15c2-12 became effective for continuing disclosure agreements entered into on or after July 1, 2009. 4. What information must be disclosed? · The information that must be disclosed is generally divided between updated financial or operating information about the issuer or obligated person, and notices that disclose the occurrence of specific events that may have an impact on the bonds. These events are described below. Municipal Securities Rulemaking Board 2 8 FAQs About MSRB's Continuing Disclosure Submission Process (1) principal and interest payment delinquencies; (2) non-payment relat~d 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, certain notices from the IRS or determinations with respect to the tax status ·of the security, or other material events affecting1 the tax status of the security; (7) modifications to rights of security holders, if material; (8) bond calls, if material, and tender offers; (9) defeasances; (10) release, substitution, or sale of property securing repaymenvof the securities, if material; · (11) rating changes; (12) bankruptcy, insolvency, receivership or similar event of the obligated person or issuer; (13) consummation of a merger, consolidatio~ or acquisition of, or the sale of all or substantially all of the assets of, an obligated person or issuer, other than in the ordinary course of business, or ttie entry into or termination of an agreement relating to such actions if other than pursuant to its terms, if material; (14) appointment of a successor or additional trustee or the change in the name of a trustee, if material; and Municipal Securities Rulemaking Board 3 9 FAQs About MSRB's Continuing Disclosure Submission Process (15) failure of an issuer or obligated person to provide annual financial information as required. 5. Are there some municipal securities issues for which no continuing disclosure information is required? Yes. So.me issues of municipal securities are exempt from either the financial information disclosure or the event disclosure, or·both. These exemptions are generally based on the size of the transaction, the term to maturity, the persons to whom the securities are sold, the ability of investors to "put" the bonds to the issuer under prescribed circumstances; or when the securities were issued. Submission Procedures 1. What types of continuing disclosure can be made to EMMA? EMMA accepts two broad categories of continuing disclosure: annual/periodic filings such as comprehensive annual financial reports, and event filings that report material everits. · 2. How do submitters establish accounts to submit documents to EMMA? In order to submit documents to EMMA, all submitters must create an account in MSRB Gateway, the secure access point for EMMA and other MSRB applications. 3. How do submitters input documents and other inform~tion into EMMA? EMMA supports two methods for accepting input: a set of web-based input · screens accessible by web browser for accommodating individual submissions, and a secure, authenticated. computer-to-computer connection for batch submissions. The submitter may elect to use either or both interfaces. For more information, please see MSRB Notice 2009-10. 4. Can multiple submissions be made to EMMA at one tim~? Yes. The computer-to-computer interface supports submission of one or many. documents (and associated indexing information) c9ntinuously. 5. Does the EMMA website require a particular format for submitted continuing disclosure documents? ·Continuing disclosure documents must be submitted to the EMMA website as word-searchable portable document format (PDF) files that permit the document to be saved, viewed, printed and retransmitted by electronic means. If the submitted file is a reproduction of the original document, the submitted file must Municipal Securities Rulemaking.Board 4 10 FAQs About MSRB's Continuing Disclosure Submission Process maintain the graphical and textual integrity of the original document. 6. What version of Adobe Acrobat must be used to submit disclosure documents? Any version of Adobe Acrob~t or other software that creates fi.les adhering to the PDF file specification is acceptable for EMMA submissions_ as long as the reswlting document is word-searchable and can be saved, viewed, printed and retransmitted by electronic me~ns. 7. What are the submission size limits on EMMA? EMMA has been designed to accept submissions without practical size limits. Docum~nts that are hundreds of pages long can be uploaded into EMMA For continuing disclosures, a document can be associated with hundreds of CUSIP numbers. Please note that Internet speeds may be a factor. 8. In the course of making a submission to EMMA, can work be saved and are there any limitations on saving work? Submitters can temporarily save information entered into EMMA if they are interrupted before completing the submission. This prevents the loss of information if a submitter is "timed out" due to inactivity on a computer. The "save" feature is available .for any type of submission. Currently, the "save" capability is limited in the following ways: · • Only one continuing disclosure submission can be saved at a time. A second "save" of the same type of submission would overwrite the first. • All entered information is saved except for uploaded documents. These will have to be uploaded again when resuming work. • If submitted information has been "published;" subsequent updates to the submission do not need to be saved. 9. Does EMMA provide a receipt confirming submissions? Yes. EMMA sends the submitter of a continuing disclosure a receipt every time the submitt~r publishes information. Information in the receipt includes type and category of submission; time and date of submission; submission ID; CUSIP numbers, issuer names and issue descriptions associated with the disclosure; and name of file(s) submitted. Municipal Securities Rulemaking Board 5 1 1 FAQs About MSRB's Continuing Disclosure Submission Process 10. Can a submitter delete or replace a continuing disclosure submission after it is published on EMMA? Yes. Submitters can modify a submission after it has been published. Recent submissions will be shown and can be accessed by clicking on the submission ID. OldE?r submissions must be accessed by typing in the submission ID that was sent to the submitter at the time of the original submission. 11. Does a submission need to list every CUSIP that is associated with the bond issue? Not necessarily. At the submitter's request, EMMA will display all issues of an issuer. The submitter may designate those CUSIP numbers within an issue that are associated with a particular continuing disclosure. For example, a submitter may specify a six-digit CUSIP number ("issuer CUSIP") and state that all nine- digit CUSIPs of that issuer CUSIP are related to a filing. A submitter may also group several issuer CUSIPs together, if they are all associated with a municipality or obliger. The us~r-defined group of CUSIP numbers can be reused for later submissions. 12. Can I submit a continuing disclosure document that relates to multiple CUSIP numbers (maturities)? Can I submit multiple documents at one time? Typical continuing disclosures in EMMA relate to multiple CUSIP numbers. When you make a continuing disclosure submission, entering an issuer's six-digit CUSIP number base causes all of its issues to be displayed. Check the box next to any (or all) issues to associate·allthe maturities in the issue with the disclosure. Multiple documents can be submitted also, provided that all of them are in the same category (such as "event of default") and that all relate to the same set of CUSIP numbers. 13. How long does it take for continuing di~closure information to appear on EMMA after submission? EMMA will generally make all submitted documents available to the public within an hour of submission. 14 •. How can issuers alert investors about bond calls and other event information submitted ~o EMMA? EMMA has an "alert" feature by which individuals can be notified whenever a submission is made against specified securities. Issuers may suggest that investors sign up for these alerts: Municipal Securities Rulemaking Board 6 FAQs About MSRB's Continuing Disclosure Submission Process 15. Does the EMMA website provide notification to submitters when a document such as annual financial report is due to be posted? Yes. EMMA provides an "email reminder" feature by which submitters can schedule reminders for recurring financial disclosures. Using this feature, issuers may send email reminders for upcoming filing deadlines to anyone with a role in · preparing and filing financial· disclosures. Read more 16. Can individual users within an organization collaborate on continuing. disclosures -for example, can one user in an organization update the submission made by another? The answer depends on how the users have established their Gateway accounts. Users sharing the same organization account can view and amend each other's submissions. However continuing disclosure accounts are one-user accounts arid the management of a given continuin·g disclosure submission cannot be shared between continuin.g disclosure accounts. 17. What is the difference between an organization account and a continuing disclosure account? An organizati.on account allows an organization to submit all avail~ble types of continuing disclosure and primary market filings to EMMA. Shared access by multiple users allows the organization to better manage the disclosure process. Continuing disclosure accounts are individual user accounts that allow staff to immediately submit SEC Rule 15c2-12 disclosures to EMMA. No other EMMA filings can be made with a continuing disclosure account, but the account can later be upgraded to a~ organization account. 18. Can issuers receive notification from EMMA when continuing disclosure information pertaining to their bonds is submitted? Yes. EMMA allows an issuer or obligated person to indicate the CUSIP numbers for which they wish to receive notification of ~ubmission. EMMA will send such a notice when any continuing disclosure is submitted that is associated with the CUSIPs. 19. Does EMMA display information showing the contact person for more information about a continuing disclosure submission? Yes. The submitter of a continuing disclosure can indicate a contact of the is~uer or obligated person, including the contact's name, telephone number and address. In the absence of such contact information, EMMA will display the contact information of the submitter. · Municipal Securities Rulemaking Board 7 13 FAQs About MSRB's Continuing Disclosure Submission Process 20. Is continuing disclosure required for 529 college savings plans? Will. EMMA accept such disclosures since 529 plans don't have CUSIP numbers? The issuer or obligated person of a 529 college savings plan must undertake to provide continuing disclosure, as for any municipal security; EMMA will accept · such disclosures, as described in the. EMMA user's l"!lanual for continuing disclosure submissions. 21. What does it cost to submit documents to EMMA? There is no charge to submit continuing disclosure documents to EMMA_. Indexing Information for Continuing Disclosures Indexing lnfon:nation for Continuing Disclosures 1. In the process of making a continuing disclosure, how does a submitter identify the issues or securities associated with a continuing disclosure? The EMMA submission screens provide the opportunity for the submitter to provide indexing information for submissions. This information will also allow the puhlic to search and retrieve continuing disclosures for a specific municipal securities issue. Agents and Issuer Controls 1. Can an agent or obligated person submit continuing disclosure documents on behalf of an issuer? Yes. 2. Can one party submit continuing disclosures for several issuers? Yes. Issuers can designate a single party as their agent for the submission of continuing disclosures to EMMA, and agents can act on behalf of multiple issuers. 3. Does an agent of an obligated p~rson require permission of the issuer to submit continuing disclosures on the conduit securities? The issuer of a municipal security has the option to assert control of its securities. If the issuer has asserted control, only agents designated by that issuer can submit continuing disclosures that involve the security. If, however, the issuer does not assert control of its securities, the agent may submit continuing disclosures without being a designated agent. Municipal Securities Rulemaking Board 8 14 FAQs About MSRB's Continuing Disclosure Submission Process . Must the issuer assert control over its securities for continuing disclosures to be made? No. The issuer may choose to refrain from asserting control over securities. In such a case, any agent's submission associated with the securities will be published on the EMMA public portal. 5. Can an issuer prevent a_n agent from making submissions on its behalf? Yes, issuers can revoke the authority of a party to act as a designated agent. 6. My company serves as dissemination agent for issuers. Sometimes an issuer gives me its disclosure document the day·it is due to be disseminated. Will I be able to submit the document to EMMA without delay? If the issuer has not asserted control of its securities, or if the issuer has designated you in advance as its agent, you can submit a disclosure immediately. 7. May a dissemination agent scan and submit audited financials which currently exist only as hard copies, even though the resulting files will not be word-searchable? Effective January 1, 2010, all submissions on EMMA must be ~arid searchable. 8. Can I get assistance with any EMMA topic from the MSRB user support phone line? Yes. Call MSRB's support line at (703) 797-6668, for support on all EMMA topics. The MSRB does not, however1 provide investment or legal advice. Municipal Securities Rulemaking Board 9 15 Exhibit B City of South Bend, Indiana Electronic Municpal Market Access (EMMA) Continuing Disclosure Summary Emma.msrb.org -South Bend Account Set up September, 2009-MSRB ID:D003M6 March 9, 2015 Document EMMA Published Date Date Date Submission Type Period Type By Published Updated Updated ID Notes Financiall01;1erating Filings CAFR 2005-2009 Financial/Operating Financial Advisor 12/14/10 --Five years CAFR's filed by financial advisor CAFR 2004 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EA533397 Previous Deputy City Controller in 2006 and prior years CAFR 2005 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EAS33388 Previous Deputy City Controller in 2006 and prior years CAFR 2006 Financial/Operating Financial Advisor 12/14/10 CAFR 2006 Financial/Operating Financial Advisor 10/11/11 CAFR 2006 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EAS33045 City Mailed to Bloomberg, S&P, NRMSIR repositories on July 3, 2007 CAFR 2007 Financial/Operating John M.urphy 9/02/14 11/27/14 12/03/14 EAS33044 City Mailed to Blbomberg, S&P, NRMSIR repositories on August 11, 2008 CAFR 2007 Financial/Operating Financiai Advisor 12/14/10 -- Failure to File 2008 Financial/Operating US Bank 7/30/14 -I -US Bank Memo Filed CAFR 2008 -Financial/Operating John Murphy 9/22/09 11/27/14 12/03/14 EP314653 Email.co~firmation received 9/22/09 CAFR 2008 Financial/Operating Financial Advisor 12/14/10 -- CAFR 2008 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533043 City Mailed to Bloomberg, S&P, NRMSIR repositories CAFR 2009 Financial/Operating Gregg Zientara 6/28/10 --Confirmed Email·c~nfirmation received 6/28/10 CAFR 2009 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533041 CAFR 2010 Financial/Operating Financial Advisor 6/29/11 -- CAFR 2010 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533039 CAFR 2011 Event Financial Advisor 7/18/12 --Filed as an Event, should be a Financial/Operating filing CAFR 2011 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EAS33037 CAFR 2012 Event Financial Advisor 7/17/13 --Filed as an Event, should be a Financial/Operating filing CAFR 2012 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533036 CAFR 2013 Event Financial Advisor 8/07/14 --Filed as an Event, should be a Financial/Operating filing CAFR 2013 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EAS33033 ...... II Annual Financial Report/CTAR 2004 Financial/Operating John Murphy• 9/04/14 11/27/14 12/03/14 EA534205 CTAR hard copies retrieved from City archives and posted C'> Annual Financial Report/CTAR 2005 Financial/Operating John Murphy 9/04/14 11/27/14 12/03/14 EA534204 CTAR hard copies retrieved from City archives and posted Annual Financial Report/CTAR 2006 Financial/Operating John Murphy 9/04/14 11/27/14 12/03/14 EAS34202 CTAR hard copies retrieved from City archives and posted Annual Financial Report/CTAR 2007 Financial/Operating John Murphy 9/04/14 11/27/14 12/03/14 EA534200 CTAR hard copies retrieved from City archives and posted Annual Financial Report/CTAR 2008 Financial/Operating John Murphy 9/04/14 11/27/14 12/03/14 EA534197 CTAR hard copies retrieved from City archives and posted Annual Financial Report/CTAR Adv. 2008 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533053 CTAR advertisement found on-site Annual Financial Report/CTAR 2009 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533052 plan to file annually within 180 days of year end Annual Financial Report/CTAR 2010 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533049 plan to file annually within 180 days of year end Annual Financial Report/CTAR 2011 Fina ncia 1/0 pe rating John Murphy 9/02/14 11/27/14 12/03/14 EA533047 plan to file annually within 180 days of year end Annual Financial Report/CTAR 2012 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533046 plan to file annually within 180 days of year end Annual Financial Report/CTAR/Stats 2013 Financial/Operating Financial Advisor 6/30/14 11/27/14 12/03/14 Annual Financial Report plus certain stats pages -per US Bank Annual Financial Report/CTAR 2013 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EA533344 plan to file annually within 180 days of year end Annual Financial Report/CTAR Adv. 2014 Financial/Operating John Murphy 2/13/15 - -ER675990 CTAR advertisement posted Annual Financial Report/CTAR 2014 Financial/Operating John Murphy 3/03/15 --EA582030 plan to file ;annually within 180 days of year end Employment by Industry and Type 2004-2013 Financial/Operating John Murphy 3/05/15 --ER679775 plan to file annually within 180 days of year end -include with CAFR Financial Institution Statistics 2004-2013 Financial/Operating John Murphy 3/05/15 - -ER679785 plan to file annually within 180 days of year end -include with CAFR Saint Joseph County Net Assessed Values 2005-2014 Financial/Operating John Murphy 3/06/15 --ER679793 plan to file annually within 180 days of year end-county report Hotel/Motel Tax Debt Service Coverage 2014-2026 Financial/Operating John Murphy 3i07/15 --ER680371 plan to file annually within 180 days of year end -include with CAFR Board of Finance Investment Report 2011 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EA533362 voluntary filing -plan to file annually Board of Finance Investment Report 2012 Financial/Operating John Murphy 9/02/14 11/27/14 12/03/14 EA533054 voluntary filing -plan to file annually Board of Finance Investment Report 2013 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EA533357 voluntary filing -plan to file annually Board of Finance Investment Report 2014 Financial/Operating John Murphy 1/26/15 - -EA568108 voluntary filing -plan to file annually Budget Consolidated Yellow Sheets 2014 Financial/Operating John Murphy 9/05/14 11/22/14 12/03/14 EA534649 voluntary filing-plan to file annually Budget Book 2015 Financial/Operating John Murphy 11/06/14 11/22/14 12/03/14 ER653612 voluntary filing -plan to file annually GFOA Adopted Budget 2015 Financial/Operating John Murphy 1/23/15 --EA567541 voluntary filing-plan to file annually Fitch Investors Ratings Report 2015 Financial/Operating John Murphy 3/08/15 --ER680376 voluntary filing -plan to file as reports are Issued Standard and Poors Ratings Report 2015 Financial/Operating John Murphy 3/12/15 --ER682337 voluntary filing-plan to file as reports are issued Exhibit B City of South Bend, Indiana Electronic Municpal Market Access (EMMA) Continuing Disclosure Summary Emma.msrb.org-South Bend Account Set up September, 2009-MSRB ID:D003M6 March 9, 2015 Document EMMA Published Date Date Date Submission Type Period Type By Published Updated Updated ID Notes Departmental Financial Report June 2013 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EA533410 voluntary filing -filed quarterly Departmental Financial Report September 2013 Financial/Operating John Murphy 9/04/14 11/27/14 12/03/14 EA534192 voluntary filing -filed quarterly Departmental Financial Report December 2013 Financial/Operating John Murphy . 9/03/14 11/27/14 12/03/14 EA533504 voluntary filing -filed quarterly Departmental Financial Report March 2014 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EA533520 voluntary filing-filed quarterly Departmental Financial Report June2014 Financial/Operating John Murphy 9/03/14 11/27/14 12/03/14 EA533530 voluntary filing-filed quarterly Departmental Financial Report September 2014 Financial/Operating John Murphy 11/06/14 11/27/14 12/03/14 ER653609 voluntary filing-filed quarterly Departmental Financial Report October 2014 Financial/Operating John Murphy• 11/23/14 11/27/14 12/03/14 ER658115 voluntary filing -plan to file monthly in the future Departmental Financial Report November 2014 Financial/Operating John Murphy 12/19/14 --ER660805 voluntary filing -plan to file monthly in the future Departmental Financial Report December 2014 Financial/Operating John Murphy 2/09/15 --EA573471 voluntary filing -plan to file monthly in the future Departmental Financial Report January 2015 Financial/Operating John Murphy 2/20/15 --EA574800 voluntary filing -plan to file monthly in the future Financial Report June 2013 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534828 voluntary filing -filed quarterly Financial Report October 2013 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534825 voluntary filing -filed quarterly Financial Report December 2013 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534827 voluntary filing -filed quarterly Financial Report March2014 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534826 voluntary filing -filed quarterly Financial Report June 2014 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534824 voluntary filing-filed quarterly Financial Report September 2014 Financial/Operating John Murphy 11/06/14 11/28/14 12/03/14 ER653610 voluntary filing -filed quarterly Financial Report October 2014 Financial/Operating John Murphy 11/23/14 11/28/14 12/03/14 ER658114 voluntary filing -plan to monthly in the future Fin.ancial Report November2014 Financial/Operating John Murphy 12/19/14 --ER660801 voluntary filing -plan to monthly in the future Financial Report December 2015 Financial/Operating John Murphy 2/09/15 --EA573468 voluntary filing -plan to monthly in the future Financial Report January 2015 Financial/Operating John Murphy 2/20/15 --EA574804 voluntary filing -plan to monthly in the future Controller's Cash Report June 2013 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534835 voluntary filing -filed quarterly Controller's Cash Report September 2013 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534837 voluntary filing -filed quarterly _., II Controller's Cash Report December 2013 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534834 voluntary filing -filed quarterly ....... Controller's Cash Report March2014 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534832 voluntary filing-filed quarterly Controller's Cash Report June 2014 Financial/Operating John Murphy 9/05/14 11/28/14 12/03/14 EA534831 voluntary filing -filed quarterly Controller's Cash Report September 2014 Financial/Operating John Murphy 11/06/14 11/28/14 12/03/14 ER653611 voluntary filing -filed quarterly Controller's Cash Report October 2014 Financial/Operating John Murphy 11/23/14 11/28/14 12/03/14 ER658116 voluntary filing -plan to file monthly in the future Controller's Cash Report November 2014 Financial/Operating John Murphy 11/23/14 11/28/14 12/03/14 ER560603 voluntary filing -plan to file monthly in the future Controller's Cash Report December 2014 Financial/Operating John Murphy 1/26/15 --EA568112 voluntary filing-plan to file monthly in the future Controller's Cash Report January 2015 Financial/Operating John Murphy 2/11/15 --ER674734 voluntary filing -plan to file monthly in the future Controller's Cash Report February 2015 Financial/Operating John Murphy 3/10/15 --ER681198 voluntary filing -plan to file monthly in the future Local Option Income Tax Revenue Summary 2004-2015 Financial/Operating John Murphy 11/23/14 -12/03/14 EA549867 voluntary filing -plan to update annually Property Tax Revenue Summary 2006·June, 2014 Financial/Operating John Murphy 11/23/14 -12/03/14 EA549869 voluntary filing -plan to update annually Property Tax Revenue Summary 2006-Dec, 2014 Financial/Operating John Murphy 1/03/15 --ER668719 voluntary filing-plan to update annually CAFR Executive Summary 2012 Financial/Operating John Murphy 11/23/14 -12/03/14 EA549877 voluntary filing -plan to update annually CAFR Executive Summary 2013 Financial/Operating John Murphy 11/23/14 -12/03/14 EA549878 voluntary filing-plan to update annually 2014 Mayor's Address to Council 2014 Financial/Operarting John Murphy 2/09/14 --EA573650 voluntary filing -plan to update annually Event Filings Insurer Rating Downgrade -Event Financial Advisor 1/12/11 --SB Building Corporation -email from Gregg Zientara Fiduciary Communications Company -Event Compa·ny 12/02/14 --EA555534 Submitte~ by EZ, One State Street Plaza, New York Fiduciary Communications Company -Event Company 12/23/14 --ER662692 Bond Call as of 12/23/14 MDC South Bend, LLC. -Event John Murphy 12/29/14 --ER665694 GE Capital Default Notice dated 12/16/14. Borrower-MDC South Bend. Fiduciary Communications Company -Event Company 12/31/14 - -ER667207 Bond Call as of 12/31/14 Fiduciary Communications Company -Event Company 1/21/15 - -EA565434 Bond Call as of 1/21/15 Fiduciary Communications Company -Event Company 12/31/14 --EA565500 Bond Call as of 1/21/15 Please be advised that I am submitting the attached MCDC Initiative Questionnaire for Self-Reporting Entities on behalf of the following: • City of South Bend, Indiana • City of South Bend Building Corporation • South Bend Redevelopment Authority • City of South Bend Redevelopment Commission • City of South Bend, Indiana Redevelopment District Regards_, John H. Murphy t;:ity. Con.trqH.er City of South B_en.<f DepartmentofAdmih.istration & Hnance .. 227 W.Jefferson Boulevard South Bend,, ! ndian~ 46601 T~lephone Nq,. (5J4) :235-:?6?~ . Fax No. (-574) 23!:h9~28 Cell No. (574)-298-0.348 IMPORTANT NOTICE! This E-Mail transmission and any accompanying attachments may contain confidential information intended only for the use of the individual or entity named above. Any dissemination, distribution, copying or action taken in reliance on the contents of this E.;.Mail by anyone other than the intended recipient is strictly prohibited and is not intended to, in anyway, waive privilege or confidentiality. If you have received this E-Mail in error please immediately delete it and notify sender at the above E-Mail address. Please note that incoming e-mails are not routinely screened for response deadlines, and as such, please notify the sender separately by fax of any message containing deadlines. In addition, E-Mail information cannot be guaranteed to be secure or error-free as information could be intercepted, corrupted, lost, destroyed, arrive late or incomplete, or contain virus. Therefore, the sender does not accept liability for any errors or omissions in the contents of this message which arise as a consequence of E-Mail transmission. If verification is required, please request a hard-copy version. 2 3. Please describe the role of the Self-Reporting ~ntity in connection with the municipal bond offerings identified in Item 2 above (select Issuer, Obligor or Underwriter): [!] Issuer D Obligor D Underwriter 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above (attach additional sheets if necessary): Senior Managing Underwriting Firm: See Attachments hereto. Primary Individual Contact at Underwriter: See Attachments hereto. Financial Advisor: See Attachments hereto. Primaiylndividual Contact at Financial Advisor: See Attachments hereto. Bond Counsel Firm: See Attachments hereto. Primary Individual Contact at Bond Counsel: See Attachments hereto. Law Firm Serving as Underwriter's Counsel: See Attachments hereto. Primary Individual Contact at Underwriter's Counsel: See Attachments hereto. Law Firm Serving as Disclosure Counsel: See Attachments hereto. Primary Individual Contact at Disclosure Counsel: See Attachments hereto. 5. Please include any facts that the Self-Reporting Entity would like to provide to assist the staff of the Division of Enforcement in understanding the circumstances that may have led to the potentially inaccurate statements (attach additional sheets if necessary): 2 On behalf of City of South Bend, Indiana I hereby certify that the Self-Reporting Entity intends to consent to the applicable settlement terms under the MCDC Initiative. By: 3 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES , ATTACHMENT 1 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND, INDIANA 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name oflssuing Entity: City of South Bend, Indiana Full Legal Name of Obligor (if any): City of South Bend, Indiana Full Name of Security Issue: City of South Bend, Indiana Sewage Works Revenue Bonds of 2010 Initial Principal Amount of Bond Issuance: $9,345,000 Date of Offering: December 21, 2010 Date of final Official Statement (format MMDDYYYY): 12/07/2010 Nine Character CUSIP number oflast maturity: 836615 HE7 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Unde1writing Firm: Robert W. Baird & Co., Inc. Primary Individual Contact at Underwriter: Vicky Ossoinik Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Jennifer Z. Wilson Bond Counsel Firm: Barnes & Thornburg LLP Primary Individual Contact at Bond Counsel: Philip J. Faccenda, Jr. Law Film Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Firm Serving as Disclosure Counsel: None Priinary Individual Contact at Disclosure Counsel: NI A A-1 \ U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 2 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND, INDIANA 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name oflssuing Entity: City of South Bend, Indiana Full Legal Name of Obligor (if any): City of South Bend, Indiana Full Name of Security Issue: City of South Bend, Indiana Sewage Works Revenue Bonds of 2011 Initial Principal Amount of Bond Issuance: $21,500,000 Date of Offering: October 25, 2011 Date of final Official Statement (fmmat MMDDYYYY): 10/11/2011 Nine Character CUSIP number of last maturity: 836615 JA3 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Prager, Sealy & Co., LLC Primary Individual Contact at Underwriter: Thom Hicks Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Jennifer Z. Wilson Bond Counsel Firm: Barnes & Thornburg LLP Primary Individual Contact at Bond Counsel: Philip J. Faccenda, Jr. Law Film Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: N/ A A-2 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 3 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND, INDIANA 2. Please identify the municipal bond offering(s) (including narne oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a mat€rially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Narne of Issuing Entity: City of South Bend, Indiana Full Legal Name ofObligor (if any): City of South Bend, Indiana Full Name of Security Issue: City of South Bend, Indiana Waterworks Revenue Bonds of2012 Initial Principal Amount of Bond Issuance: $8,300,000 Date of Offering: June 21, 2012 Date of final Official Statement (formatMMDDYYYY): 06/07/2012 Nine Character CUSIP number of last maturity: 836632 DQ9 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: City Securities Corporation Primary Individual Contact at Underwriter: Matt Schumaker Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Jennifer Z. Wilson Bond Counsel Firm: Barnes & Thornburg LLP Primary Individual Contact at Bond Counsel: Philip J. Faccenda, Jr. Law Finn Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NI A Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: N/ A A-3 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 4 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND, INDIANA 2. Please identify the municipal bond offering(s) (including name of Issuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: City of South Bend, Indiana Full Legal Name of Obligor (if any): City of South Bend, Indiana Full Name of Security Issue: City of South Bend, Indiana Sewage Works Revenue Bonds of 2012 Initial Principal Amount of Bond Issuance: $25,000,000 Date of Offering: December 13, 2012 Date of final Official Statement (format MMDDYYYY): 11/29/2012 Nine Character CUSIP number oflast maturity: 836615 JW5 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, ifany, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Robert W. Baird & Co., Inc. Primary Individual Contact at Underwriter: Charlie Galarza Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Jennifer Z. Wilson Bond Counsel Fim1: Barnes & Thornburg LLP Primary Individual Contact at Bond Counsel: Philip J. Faccenda, Jr. Law Firm Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NI A Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: NI A SBDS02 454715v3 A-4 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES NOTE: The information being requested in this Questionnaire is subject to the Commission's routine uses. A list of those uses is contained in SEC Form 1662, which also contains other important information. 1. Please provide the official name of the entity that is self-reporting ("Self-Reporting Entity") pursuant to the MCDC Initiative along with contact information for the Self- Reporting Entity: Individual Contact Name: John H. Murphy Individual Contact Title: City Controller, City of South Bend Individual Contact telephone: (574) 235-9216 Individual Contact Fax number: (574) 235-9928 Individual Contact email address: jmurphy@southbendin.gov Full Legal Name of Self-Reporting Entity: City of South Bend Building Corporation Mailing Address (number and street): c/o City Controller, 227 W. Jefferson Boulevard., Suite 1200 N Mailing Address (city): South Bend Mailing Address (state): Indiana Mailing Address (zip): 46601 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State': Indiana Full Name of Issuing Entity: City of South Bend Building Corporation Full Legal Name of Obligor (if any): See Attachments hereto. Full Name of Security Issue: See Attachments hereto. Initial Principal Amount of Bond Issuance: See Attachments hereto. Date of Offering: See Attachments hereto. Date of final Official Statement (format MMDDYYYY): See Attachments hereto. Nine Character CU SIP number of last maturity: See Attachments hereto. 1 3. Please describe the role of the Self-Reporting Entity in connection with the municipal bond offerings identified in Item 2 above (select Issuer, Obligor or Underwriter): [!:] Issuer D Obligor D Underwriter 4. . Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above (attach additional sheets if necessary): Senior Managing Underwriting Firm: See Attachments hereto. Primary Individual Contact at Underwriter: See Attachments hereto. Financial Advisor: See Attachments hereto. Primary Individual Contact at Financial Advisor: See Attachments hereto. Bond Counsel Finn: See Attachments hereto. Primary Individual Contact at Bond Counsel: See Attachments hereto. Law Firm Serving as Underwriter's Counsel: See Attachments hereto. Primary Individual Contact at Underwriter's Counsel: See Attachments hereto. Law Firm Serving as Disclosure Counsel: See Attachments hereto. Primary Individual Contact at Disclosure Counsel: See Attachments hereto. 5. Please include any facts that the· Self-Reporting Entity would like to provide to assist the staff of the Division of Enforcement in understanding the circumstances that may have led to tlfe potentially inaccurate statements (attach additional sheets if necessary): 2 On behalf of City of South Bend Building Corporation I hereby certify that the Self-Reporting Entity intends to consent to the applicable settlement terms under the MCDC Initiative. By: ~\d~ Name ofDuly Authorized Signer: John H. Murphy Title: City Controller, City of South Bend 3 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 1 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND BUILDING CORPORATION 2. Please identify the municipal bond offering(s) (including name of Issuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: City of South Bend Building Corporation Full Legal Name of Obligor (if any): City of South Bend Building Corporation and City of South Bend, Indiana Full Name of Security Issue: City of South Bend Building Corporation County Option Income Tax Lease Rental Revenue Refunding Bonds of 2010 Initial Principal Amount of Bond Issuance: $6,075,000 Date of Offering: February 24, 2010 Date of final Official Statement (format MMDDYYYY}: 02/1012010 Nine Character CUSIP number oflast maturity: 836482 BR9 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Fifth Third Securities Primary Individual Contact at Underwriter: Jay Ryals Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Herschel Frierson Bond Counsel Firm: Baker & Daniels LLP Primary Individual Contact at Bond Counsel: Randolph Rompola Law Finn Serving as Unde1writer's Counsel: None Primary Individual Contact at Underwriter's Counsel: NI A Law Finn Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: NI A A-1 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 2 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND BUILDING CORPORATION 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: City of South Bend Building Corporation Full Legal Name of Obligor (if any): City of South Bend Building Corporation and City of South Bend, Indiana Full Name of Security Issue: City of Soµth Bend Building Corporation First Mortgage Revenue Refunding Bonds, Series 2012 Initial Principal Amount of Bond Issuance: $13,595,000 Date of Offering: September 27, 2012 Date of final Official Statement (f01mat MMDDYYYY): 09/11/2012 Nine Character CUSIP number oflast maturity: 836480 AV5 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Fifth Third Securities Primary Individual Contact at Underwriter: Jay Ryals ~ Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Herschel Frierson Bond Counsel Firm: Faegre Baker Daniels LLP Primary Individual Contact at Bond Counsel: Randolph Rompola Law Finn Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Firm Serving as Disclosure Counsel: None Primaiy Individual Contact at Disclosure Counsel: N/ A A-2 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 3 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND BUILDING CORPORATION 2. Please identify the municipal bond offering(s) (including name of Issuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name oflssuing Entity: City of South Bend Building-Corporation Full Legal Name of Obligor (if any): City of South Bend Building Corporation and City of South Bend, Indiana Full Name of Security Issue: City of South Bend Building Corporation First Mortgage Revenue Bonds, Series 2013 Initial Principal Amount of Bond Issuance: $5,580,000 Date of Offering: November 7, 2013 Date of final Official Statement (format MMDDYYYY): 10/22/2013 Nine Character CUSIP number oflast maturity: 836480 BQ5 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Stifel, Nicolaus & Company, Incorporated Primary Individual Contact at Underwriter: Debbie Becker Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Herschel Frierson Bond Counsel Firm: Faegre Baker Daniels LLP Primary Individual Contact at Bond Counsel: Randolph Rompola Law Finn Serving as Unde1writer's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: N/ A SBDS02 454760v2 A-3 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES NOTE: The information being requested in this Questionnaire is subject to the Commission's routine uses. A list of those uses is contained in SEC Form 1662, which also contains other important information. 1. Please provide the official name of the entity that is self-reporting ("Self-Reporting Entity") pursuant to the MCDC Initiative along with contact information for the Self- Reporting Entity: Individual Contact Name: John H. Murphy Individual Contact Title: City Controller, City of South Bend Individual Contact telephone: (574) 235-9216 Individual Contact Fax number: (574) 235-9928 Individual Contact email address: jmurphy@southbendin.gov Full Legal Name of Self-Reporting Entity: South Bend Redevelopment Authority Mailing Address (number and street): c/o City Controller, 227 W. Jefferson Boulevard., Suite 1200 N Mailing Address (city): South Bend Mailing Address (state): Indiana Mailing Address (zip): 46601 2. Please identify the municipal bond offering(s) (including name of Issuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: South Bend Redevelopment Authority Full Legal Name of Obligor (if any): See Attachments hereto. Full Name of Security Issue: See Attachments hereto. Initial Principal Amount of Bond Issuance: See Attachments hereto. Date of Offering: See Attachments hereto. Date of final Official Statement (format MMDDYYYY): See Attachments hereto. Nine Character CUSIP number of last maturity: See Attachments hereto. 1 3. Please describe the role of the Self-Reporting Entity in connection with the municipal bond offerings identified in Item 2 above (select Issuer, Obligor or Underwriter): [!] Issuer . D Obligor D Underwriter 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above (attach additional sheets if necessary): Senior Managing Underwriting Firm: See Attachments hereto. Primary Individual Contact at Underwriter: See Attachments hereto. Financial Advisor: See Attachments hereto. Primary Individual Contact at Financial Advisor: See Attachments hereto. Bond Counsel Firm: See Attachments hereto. Primary Individual Contact at Bond Counsel: See Attachments hereto. Law Finn Serving as Underwriter's Counsel: See Attachments hereto. Primary Individual Contact at Underwriter's Counsel: See Attachments hereto. Law Firm Serving as Disclosure Counsel: See Attachments hereto. Primary Individual Contact at Disclosure Counsel: See Attachments hereto. 5. Please include any facts that the Self-Reporting Entity would like to provide to assist the staff of the Division of Enforcement in understanding the circumstances that may have led to the potentially inaccurate statements (attach additional sheets if necessary): 2 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNIClPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 1 TO QUESTIONNAIRE FOR THE SOUTH BEND REDEVELOPMENT AUTHORITY 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: South Bend Redevelopment Authority Full Legal Name of Obligor (if any): South Bend Redevelopment Authority and City of South Bend Redevelopment Commission Full Name of Security Issue: South Bend Redevelopment Authority Taxable Lease Rental Revenue Refunding Bonds, Series 201 lA (College Football Hall of Fame Project) Initial Principal Amount of Bond Issuance: $7,580,000 Date of Offering: August 16, 2011 Date of final Official Statement (format MMDDYYYY): 07/28/2011 Nine Character CUSIP number oflast maturity: 836562 SZ2 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Fifth Third Securities Primary Individual Contact at Underwriter: Jay Ryals Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Herschel Frierson Bond Counsel Firm: Baker & Daniels LLP Primary Individual Contact at Bond Counsel: Randolph Rompola Law Firm Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: N/ A A-1 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 2 TO QUESTIONNAIRE FOR THE SOUTH BEND REDEVELOPMENT AUTHORITY 2. Please identify the municipal bond offering(s) (including name of Issuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: South Bend Redevelopment Authority Full Legal Name of Obligor (if any): South Bend Redevelopment Authority and City of South Bend Redevelopment Commission Full Name of Security Issue: South Bend Redevelopment Authority Lease Rental Revenue Refunding Bonds, Series 201 lB (Century Center Project) Initial Principal Amount of Bond Issuance: $2,980,000 Date of Offering: August 16, 2011 Date of final Official Statement (format MMDDYYYY): 07/28/2011 Nine Character CUSIP number oflast maturity: 836562 TN8 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Fifth Third Securities Primary Individual Contact at Underwriter: Jay Ryals Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Herschel Frierson Bond Counsel Firm: Baker & Daniels LLP Primary Individual Contact at Bond Counsel: Randolph Rompola Law Finn Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: NI A A-2 U.S. SECURITIES AND EXCHANGE COMMIS,SION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 3 TO QUESTIONNAIRE FOR THE SOUTH BEND REDEVELOPMENT AUTHORITY 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: South Bend Redevelopment Authority Full Legal Name of Obligor (if any): South Bend Redevelopment Authority and City of South Bend Redevelopment Commission Full Name of Security Issue: South Bend Redevelopment Authority Lease Rental Revenue Refunding Bonds, Series 2013 (Century Center Project) Initial Principal Amount of Bond Issuance: $3,990,000 Date of Offering: December 5, 2013 Date of final Official Statement (format MMDDYYYY): 11/14/2013 Nine Character CUSIP number oflast maturity: 836562 UB2 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Firm: Fifth Third Securities Primary Individual Contact at Underwriter: Jay Ryals Financial Advisor: Crowe Horwath LLP Primary Individual Contact at-Financial Advisor: Herschel Frierson Bond Counsel Finn: Faegre Baker Daniels LLP Primaiy Individual Contact at Bond Counsel: Randolph Rompola Law Firm Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Finn Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: N/ A SBDS02 454770v2 A-3 3. Please describe the role of the Self-Reporting Entity in connection with the municipal bond offerings identified in Item 2 above (select Issuer, Obligor or Underwriter): D Issuer [!] Obligor D Underwriter 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above (attach additional sheets if necessary): Senior Managing Underwriting Firm: Raymond James Primary Individual Contact at Underwriter: Kevin Thompson Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Angie Steeno Bond Counsel Firm: Barnes & Thornburg LLP Primary Individual Contact at Bond Counsel: Michael Lucas Law Firm Serving as Underwriter's Counsel: Ice Miller LLP Primary Individual Contact at Underwriter's Counsel: Jane Herndon Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: N/A 5. Please include any facts that the Self-Reporting Entity would like to provide to assist the staff of the Division of Enforcement in understanding the circumstances that may have led to the potentially inaccurate statements (attach additional sheets if necessary): 2 On behalf of City of South Bend Redevelopment Commission I hereby certify that the Self-Reporting Entity intends to consent to the applicable settlement terms under the MCDC Initiative. By: ~ '\d lli-9--, Name of Duly Authorized Signer: John H. Murphy Title: City Controller 3 3. Please describe the role of the Self-Reporting Entity in connection with the municipal bond offerings identified in Item. 2 above (select Issuer, Obligor or Underwriter): [!] Issuer D Obligor D Underwriter 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each ,offering identified in Item. 2 above (attach additional sheets if necessary): Senior Managing Underwriting Firm.: See Attachments hereto. Primary Individual Contact at Underwriter: See Attachments hereto. Financial Advisor: See Attachments hereto. Primary Individual Contact at Financial Advisor: See Attachments hereto. Bond Counsel Firm: See Attachments hereto. Primary Individual Contact at Bond Counsel: See Attachments hereto. Law Finn Serving as Underwriter's Counsel: See Attachments hereto. Primary Individual Contact at Underwriter's Counsel: See Attachments hereto. Law Firm. Serving as Disclosure Counsel: See Attachments hereto. Primary Individual Contact at Disclosure Counsel: See Attachments hereto. 5. Please include any facts that the Self-Reporting Entity would like to provide to assist the staff of the Division of Enforcement in understanding the circumstances that may have led to the potentially inaccurate statements (attach additional sheets if necessary): 2 "",_, .. · U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 1 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND REDEVELOPMENT DISTRICT 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CUSIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: City of South Bend Redevelopment District Full Legal Name of Obligor (if any): City of South Bend Redevelopment Commission Full Name of Security Issue: City of South Bend, Indiana Redevelopment District Taxable Revenue Bonds, Series 2010 (Recovery Zone Economic Development Bonds) Initial Principal Amount of Bond Issuance: $4,980,000 Date of Offering: December 30, 2010 Date of final Official Statement (format MMDDYYYY): 12/23/2010 Nine Character CUSIP number oflast maturity: 836565 AL5 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Finn: J.J.B. Hilliard, W.L. Lyons, LLC Primary Individual Contact at Underwriter: Robert Bond Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Herschel Frierson Bond Counsel Finn: Baker & Daniels LLP Prima1y Individual Contact at Bond Counsel: Randolph Rompola Law Finn Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: N/ A Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: NI A A-1 U.S. SECURITIES AND EXCHANGE COMMISSION DIVISION OF ENFORCEMENT MUNICIPALITIES CONTINUING DISCLOSURE COOPERATION INITIATIVE QUESTIONNAIRE FOR SELF-REPORTING ENTITIES ATTACHMENT 2 TO QUESTIONNAIRE FOR THE CITY OF SOUTH BEND REDEVELOPMENT DISTRICT 2. Please identify the municipal bond offering(s) (including name oflssuer and/or Obligor, date of offering and CU SIP number) with Official Statements that may contain a materially inaccurate certification on compliance regarding prior continuing disclosure obligations (for each additional offering, attach an additional sheet or separate schedule): State: Indiana Full Name of Issuing Entity: City of South Bend Redevelopment District Full Legal Name of Obligor (if any): City of South Bend Redevelopment Commission Full Name of Security Issue: City of South Bend Redevelopment District Special Taxing District Refunding Bonds of 2014 Initial Principal Amount of Bond Issuance: $3,440,000 Date of Offering: June 3, 2014 Date of final Official Statement (format MMDDYYYY): 05/20/2014 Nine Character CUSIP number of last maturity: 836568 AH8 4. Please identify the lead underwriter, municipal advisor, bond counsel, underwriter's counsel and disclosure counsel, if any, and the primary contact person at each entity, for each offering identified in Item 2 above: Senior Managing Underwriting Finn: Piper Jaffray & Co. Primary Individual Contact at Underwriter: Landon Boehm Financial Advisor: Crowe Horwath LLP Primary Individual Contact at Financial Advisor: Herschel Frierson Bond Counsel Firm: Barnes & Thornburg LLP Primary Individual Contact at Bond Counsel: Philip J. Faccenda, Jr. Law Finn Serving as Underwriter's Counsel: None Primary Individual Contact at Underwriter's Counsel: NIA Law Firm Serving as Disclosure Counsel: None Primary Individual Contact at Disclosure Counsel: N/ A SBDS02 454789v2 A-2