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HomeMy WebLinkAbout20050322.tiff RESOLUTION RE: SETTING FORTH THE INTENTION OF WELD COUNTY, COLORADO, TO ISSUE ADJUSTABLE RATE REVENUE BONDS TO FINANCE A MANUFACTURING FACILITY - CUSTOM MICROWAVE, INC. WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to Colorado statute and the Weld County Home Rule Charter, is vested with the authority of administering the affairs of Weld County, Colorado, and WHEREAS,Weld County,Colorado(the"County")is authorized and empowered under the provisions of the County and Municipality Development Revenue Bond Act, Article 3 of Title 29, Colorado Revised Statutes, as amended (the"Act"), to issue revenue bonds to pay the costs of a project(as defined in the Act)and to loan the proceeds of said revenue bonds to others to provide for the financing, acquiring, equipping, and improving of such a project, and WHEREAS, Custom Microwave, Inc. (together with its successors or assigns, the "Borrower")has requested the County to issue revenue bonds, in one or more series in a combined aggregate principal amount not to exceed$2,580,000,with the interest on the bonds of one series to be excluded from gross income for federal income tax purposes(the"Bonds"), and to apply the proceeds of the issuance and sale of the Bonds to fund a loan to the Borrower for purposes of financing costs of the acquisition, construction, equipping and improving of real and personal property in connection with an approximately 22,000 square-foot manufacturing facility(the"Project) to be located on Skyway Drive at Vista Commercial Center, Lot 5 and Lot 12 Block 2 within the boundaries of the County, and WHEREAS, the Borrower has represented to the County that the Project will qualify as a project within the meaning of the Act, and WHEREAS, the County desires to indicate its intention to finance the costs of financing, acquiring,constructing,equipping,and improving the Project by the issuance of tax-exempt revenue bonds under the Act in a principal amount not to exceed$2,580,000,said Bonds to be payable solely out of revenues derived from the repayment by the Borrower of the loan from the County, and WHEREAS, the Borrower intends to commence the Project prior to the issuance of the Bonds and has furnished to the County a preliminary bond counsel opinion of Brownstein Hyatt& Farber, P.C., attorneys of Denver, Colorado, to such effect, and WHEREAS,the Borrower desires that such financing,acquiring,constructing,equipping and improving of the Project commence immediately, and WHEREAS, the County's ability to issue tax-exempt revenue bonds to finance such improvements is subject to the limitations set forth in the Colorado Private Activity Bond Ceiling Allocation Act, Part 17 of Article 32 of Title 24, Colorado Revised Statutes (the "Bond Allocation Act"), and 2005-0322 FI0041 Ca: WF G45 „ /97%eRo INTENT TO ISSUE BONDS - CUSTOM MICROWAVE, INC. PAGE 2 WHEREAS,the Internal Revenue Service has issued 1.150-2 of the Income Tax Regulations (the"Regulations")dealing with the issuance of bonds,all or a portion of the proceeds of which are to be used to reimburse project expenditures incurred prior to the date of issuance;the Regulations generally require that a prior declaration of official intent be made by the County as issuer if the Borrower intends to reimburse itself for such prior expenditures out of the proceeds of a subsequently issued borrowing, that the borrowing occur, and the reimbursement allocation be made from the proceeds of such borrowing within 18 months of the payment of the expenditure or, if later, within 18 months of the date the project is placed in service, and that the expenditure be a capital expenditure or payment of costs of issuance; and the County as issuer and the Borrower desire to comply with the requirements of the Regulations with respect to the Project. NOW,THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, as follows: 1. The Board of County Commissioners, having considered the application of the Borrower for assistance to finance the Project to be located within the boundaries of the County, has determined and hereby determines that the financing of the Project will promote the public health,welfare, safety, convenience and prosperity and promote and develop trade or other economic activity by inducing manufacturing facilities to locate, expand, or remain in the County and the State of Colorado. 2. In order to induce the Borrower to construct the Project within the County, subject to the provisions hereof, the County shall take all necessary or advisable steps to effect the issuance of the Bonds pursuant to the Act in a combined aggregate principal amount not to exceed $2,580,000, or such lesser amount as shall be determined and agreed upon between the Borrower and the County,to fund a loan to the Borrower for the purpose of financing costs of the acquisition, construction and equipping of the Project. The Bonds will not be general obligations of the County. Neither shall the Bonds, including interest thereon, constitute the debt or indebtedness of the County within the meaning of any limitation of the Constitution or Statutes of the State of Colorado,nor give rise to a pecuniary liability of the County or a charge against its general credit or taxing powers. The Bonds shall be payable solely from and secured by a pledge of revenues derived from and payable by the Borrower pursuant to financing agreements with the County. 3. No costs or expenses, whether incurred by the County or any other party in connection with the issuance of the Bonds or the preparation of any documents by any legal or financial consultants retained in connection therewith,shall be borne by the County. All such costs or expenses shall be paid from the proceeds of the Bonds or otherwise borne by the Borrower. 4. Prior to the execution of a loan agreement, indenture of trust, bond purchase agreement, or any other necessary documents and agreements in connection with such Bonds,documents,and/or agreements shall be submitted for approval to the County, and, if satisfactory to the County, their execution shall be authorized by resolution of the County pursuant to law. Prior to any further action by the Board of 2005-0322 FI0041 INTENT TO ISSUE BONDS - CUSTOM MICROWAVE, INC. PAGE 3 County Commissioners,the Borrower shall provide the County with all information concerning the utilization of Bond proceeds for said Project,construction plans,and all financial information requested by the County. 5. The County presently intends and reasonably expects to participate in a tax-exempt borrowing for the benefit of the Borrower within 18 months of the date of the expenditures of moneys on the Project or the date upon which the Project is placed in service, but in no event more than three years after the expenditure is made, whichever is later. 6. The County has received information which it considers to be reliable (a) that the Borrower proposes to undertake the Project, (b) that except for (i) expenditures aggregating no more than the lesser of $100,000 or 5% of the proceeds of the bonds, (H)preliminary expenditures(as described in the Regulations)in an amount not to exceed 20%of the issue price of the Bonds,and(iii)other expenditures made not earlier than 60 days before the date of this Resolution, no expenditures for the Project have been made by the Borrower that will be reimbursed from the proceeds of the Bonds, and (c) the Borrower reasonably expects to reimburse the expenditures made for costs of the Project out of the proceeds of the Bonds; and that this Resolution is a declaration of official intent adopted pursuant to Section 1.150-2 of the Regulations. 7. The Board of County Commissioners hereby awards to the Project$2,500,000 of the County's portion of the State's private activity bond volume cap (the"County's Volume Cap"). The appropriate officers of the County are hereby authorized to take all action that may be necessary to preserve the County's Volume Cap. 8. All commitments of the County contained herein are subject to the following conditions and any other requirements deemed necessary by the County: A. The property on which the Project is proposed to be constructed be located within the County; and B. The Bonds shall be issued and sold not later than one year from the date hereof, and in the event the Bonds are not issued by such date, the County shall be under no obligation to perform any of the terms and conditions contained in this Resolution. 9. Nothing herein requires the County to proceed with the issuance of the Bonds, it being in the sole discretion of the Board of County Commissioners as to whether the Bonds will be issued or not. The approval of this Resolution does not limit or restrict the County in the exercise of any of its legal powers with respect to the Project or the property on which it is to be located. 2005-0322 FI0041 INTENT TO ISSUE BONDS - CUSTOM MICROWAVE, INC. PAGE 4 10. If any section,paragraph,clause or provision of this Resolution shall be adjudged to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause or provision shall not affect any of the remaining sections, paragraphs, clauses or provisions of this Resolution. 11. This Resolution shall take effect immediately upon its passage. The above and foregoing Resolution was,on motion duly made and seconded,adopted by the following vote on the 26th day of January, A.D., 2005. aS ,, I / • BOARD OF COUNTY COMMISSIONERS \ WELD COUNTY, COLORADO tit4 - �� William H. Jerke, Chair , =r• <u FClerk to the Board "`3/4, .01 i .01, EXCUSED /12//(cam M. J. ile, Pro-Tem BY: d01_,eal Deputy Clerk o the Board 1 David E. Long APPROVED AS TO FO . EXCUSED Robe D. Masden o n y Attorney Glenn Vaad Date of signature: S 2005-0322 FI0041 Public Finance a i IEE. DS yy y sh 1 Weld County, Colorado • Variable Rate Bond Information — Inducement Resolution 417/ **.a,:‘I' for S nti , CUSTOM MICROWAVE 1 ,,,,,,,,,,s,,4,44",,,..4%‘,4- '. �V by Wells Fargo Public Finance December 2004 ; . \\ ;:, I' WELLS FARGO • Public Finance CONTENTS Letter of Introduction 1 Custom Microwave 2 Wells Fargo Today 3 Wells Fargo Public Finance Overview Your Investment Banking Team 4 Variable Rate Financing 5 Bond Sizing Spread Sheet 6 Interest Rate Risk Management 7 Remarketing Service Overview 8 VRDO Colorado Transactions 9 Letter of Credit Rating 10 Inducement Resolution for Weld County 11 Preliminary Legal Opinion for Project 12 U Visit our website at http://www.wellsfaruo.com/com/industrv/public fin.ihtml U N S Wells Fargo Public Finance(WFPF) bankers are registered representatives of Wells Fargo Brokerage Services, LLC, or Wells Fargo Institutional Securities, LLC, brokerage affiliates of Wells Fargo& Company and members of the NASD and SIPC. Investments: • NOT FDIC Insured • May Lose Value • No Bank Guarantee U i U YAa ry kq n d= a 3„. t � k7F ht �q 5J J d j 5 M1 p tter ; 3-a S i kYi r rs Mg r fi � u7, "t q s'hi�.•a.. ',�x a WELLS FARGO Public Finance Wells Fargo Brokerage Services,LLC John H. Self Senior Vice President MAC C7300-011 1740 Broadway Denver. CO 80274 December 22, 2004 Mr. Don Warden Administrator Weld County 915 10th Street Greeley,Colorado 80632 Re: Request for Inducement Resolution for Tax-Exempt Industrial Revenue Bonds Custom Microwave,Inc. Dear Don: Thank you for the opportunity to submit the attached information for Weld County to review this eligible project for the issuance of Industrial Development Revenue Bonds. We have attached an example of an Inducement Resolution for the County to act upon so that when and if the County receives its allocation for FY 2005, that Custom Microwave may be eligible and prepared to issue tax-exempt Industrial Revenue Bonds. Per my conversation with you, we have enclosed a package of information regarding Custom Microwave as well as an outline of the issuance of tax-exempt rated economic development revenue bonds. Over the past four years Wells Fargo's Public Finance Division has structured more 400 transactions in Colorado. These transactions have ranged from general obligation bonds, to revenue bonds to lease purchase agreements. In addition Wells Fargo Public Finance has been extremely active in the Weld County market during the past few years; having completed refunding and improvement bonds for Central Weld County Water District, industrial revenue bonds for MAK, revenue bonds for Greeley Center for Independence (with the assistance of Weld County) as well as completing a number of lease purchase financings for a number of political subdivisions within the County. Wells Fargo Corporation is a $425 billion corporation and is considered as one of the largest financial service corporations in the Country. Acting in conjunction with our corporate affiliate, Wells Fargo Securities, our mandate is to structure, underwrite, market, and trade fixed income securities. We serve a diverse group of clients,ranging from local and state governments to a variety of non-profit organizations. The end results of our work are creative financing solutions at competitive rates for our clients. Wells Fargo Public Finance employs 38 people in twelve offices. Our professionals have over 250 years of combined public finance and governmental experience, often having served as public office Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 bar of ' h `" .,11 3...1 pit ii IF S' 'tl 2 Y p "'C , F t WELLS FARGO Public Finance holders or non-profit board members themselves. Our municipal finance experience includes all aspects of public finance. When you choose Wells Fargo Public Finance as your financing specialist,you make a decision to commit the best and most expert financing team available for your project. The enclosed information provides the goals for this financing: 1) Structure a competitive issuance of Industrial Development Revenue Bonds 2) Obtain a Letter of Credit to enhance this financing 3) Issue Variable Rate Demand Obligations 4) Create a highly marketable yet flexible offering 5) Provide a timetable of events 6) Review the financial team members Don, I will serve as the primary contact for Custom Microwave on this financing and we are ready to begin work immediately. All of the costs associated with this financing are broken out in the cost of issuance outline. If you have any other questions or wish to discuss this in greater detail please feel free to call me at 303.863.6461. We look forward to hearing from you. Sincer j J H. Self enior Vice Presi n Wells Fargo Bro age Services,LLC Cc: Betsy Gray, Wells Fargo Bank, N.A. Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 a 64u n E9 ` ;33#i3 'frthtehafl 33# ” 'o, :f ey. 8 9✓ WELLS FARGO Public Finance Custom Microwave, Inc <www.custommicrowave.com> ABOUT CUSTOM MICROWAVE, Custom Microwave Inc., CMI, a privately held company, located in Longmont, Colorado, was founded in 1965 for the sole purpose of manufacturing precision microwave, millimeter wave, and sub-millimeter wave communication hardware for space, military, and research applications. Our 14,000 sq. ft facility houses all 30 personnel and equipment necessary to manufacture high 1 precision hardware from 3 GHz to 850 GHz. In-house capabilities include RF Design, Manufacturing Engineering, CAD Design, CNC mills, CNC lathes, WIRE EDMs, CNC CMM, Electroforming, Plating, Painting, and Soldering. CMI complies with MIL-I-45208 and is committed to Total Quality Management and Continuous Improvement. Since 1997, CMI has been a certified supplier to Boeing Satellite Systems. CMI is also an approved vendor for most aerospace companies including Lockheed Martin, Raytheon, Harris, NASA/JPL, and Ball Aerospace. 1 CMI has an unmatched reputation for excellent service, creativity, and the ability to produce high quality precision hardware in a timely fashion. Our hardware can be found on Calibration Standards, and well over 200 communication and space exploration spacecrafts. mot. est die EWS & UPDATE _ atid. Now Equipment IAt the end of October 2001, CMI will receive delivery of a true five axis CNC Mill running at 20,000 RPM. This latest addition will enhance CMI's already impressive capability to machine complex hardware to extremely tight tolerances. RF Test: . As part of its ongoing effort to provide more capabilities to its customers, CMI purchased a WILTRON 360 Vector Network Analyzer. This additional capability allows CMI to perform bench RF tests from 45 MHz to 60 GHz RF Design: CMI has the capability to perform RF design of Filters, Polarizers, • OrthoMode Transducers (OMTs), Diplexers, Scalar Feedhorns, Tees, and other passive microwave components. CMI uses synthesis and analysis CAD tools based on FDTD and Mode Matching Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 N ,...,.. .. a � • ' V WELLS FARGO Public Finance Fad System far liA8Ar1.Rase iNrk In september 2000, CMI was awarded a contract to build the X/X/Ka Feeds for the 34 m Beam WaveGuide Antenna. CMI will also provide the RF and Mechanical design for Uplink and Downlink Waveguide Combining Network, and the Ka Band Combining Network CYII%Built Precision Wayeguides on its wag to the u omit: At the end of June 2001, CMI had the priviledge to attend the launch of the MAP Spacecraft from the Kennedy Space Center. CMI supplied the scalar throat sections, and the waveguide assemblies at 22, 30, 40, 60, and 90 GHz. a N N K N N N N S S N Weld County Variable Rate Bond Information for Custom Microwave, Inc December 2004 „ vTM�x EX n rA u:fay Y • tx f �Y9 t WELLS FARGO 1.11 Public Finance 1 Wells Fargo Today Wells Fargo (NYSE: WFC) is a diversified financial services company, providing banking, insurance, wealth management and estate planning, investments, mortgage and consumer finance from more than 6,000+ stores, the world's leading Internet banking site (www.wellsfargo.com) and other distribution channels across North America and elsewhere internationally. Our diversity helps us weather downturns that inevitably affect any one segment of our industry. We're headquartered in San Francisco,but we're decentralized so that every local Wells Fargo store is a headquarters for satisfying all our customers' financial needs and helping them succeed financially. !! We are the USA's most extensive banking franchise. Among our peers, we rank fourth in market capitalization and fourth in assets, with more than$420 billion. Our vision is to satisfy all our customers' financial needs, help them succeed financially, and become known as one of America's great companies and the number one financial services provider in each of our markets. Financial Services Industry Recognition — Wells Fargo is the only publicly traded bank in the U.S.given an Aaa rating by Moody's Investors Service — Named second on a list of top full-service brokerage firms by Smart Money Business Week also ranks Wells Fargo among their Web Smart 50, for "information-based marketing" that offers the right product to the right customer at the right time at every point of customer contact Urn — Forbes ranks Wells Fargo among top 25 U.S. companies in all industries based on a composite ranking of revenue(sales),profits, assets and market value — Forbes also ranks Wells Fargo among 10 largest givers in corporate America — Fortune ranks Wells Fargo among the top 50 in revenue among all companies in all industries — #1 "Cross-Channel"Customer Experience for Financial Services by Forrester — North America's#1 Corporate Institutional Internet Bank by Global Financial — Ranked among the top 25 companies for diversity by Diversity Inc. — Wells Fargo ranks among 100 best companies for working moms by Working Moms Magazine KEY FACTS (06/30/04) INDUSTRY RANKINGS Assets $420 billion Retail banking cross-sell #1 Team Members 146,000 Small business lender #1 Customer households 23+million Agricultural lending #1 Stores 6,000 Cross-channel customer experience #1 IMIATMs 6,234 Insurance agency sales* #1 Market value of stock $ 97 billion Prime home equity lender #1 Common Shares Outstanding $ 1.7 billion pill *Wells Fargo owns the largest bank-affiliated insurance agency. Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 N tfit fl M11( ??.w WELLS FARGO Public Finance Wells Fargo Public Finance Overview Wells Fargo Public Finance builds upon Wells Fargo's remarkable 150-year tradition of financial ' services leadership with a long history of providing financing solutions for the capital needs of our clients. Public Finance specializes in structuring and underwriting financing for government entities, non-profit organizations and corporations that seek access to the tax-exempt capital markets. Public ' Finance investment bankers apply their extensive experience, quality service and creativity to structure debt issues that are customized to meet their clients' specific financial needs. ' Our Public Finance professionals have years of financing, government and non-profit experience, and many of them have served as public office holders or non-profit board members. A division of Wells Fargo Institutional Brokerage & Sales' and an affiliate of Wells Fargo & Company, Public Finance serves clients from twelve regional offices across the United States: Wells Fargo Institutional Brokerage & Sales ijIs 6 illill i ' • A is_ . - ti -- I-- - - ■ Headquarters t J I 1a• F • Sales • :.. i •i _...,.' :,‘,._..-' _ • Publk Finance 7 - :IL ry •— Austin,TX — Houston,TX — Rapid City, SD — Boise, ID — La Crosse, WI — Sioux Falls, SD — Denver, CO — Los Angeles, CA — Salt Lake City, UT — Des Moines, IA — Minneapolis,MN — Seattle, WA I Weld County Variable Rate Bond Information for Custom Microwave, Inc I December 2004 ',-L - ll l'p, ,, ,n 4 nib �'" 4 s k b* : 1 Mi { i;t i Z �3r ' v, ikr e iF y1 f' ;. lt. ." m i d 1 3J ' - WELLS FARGO Public Finance Public Finance Offers Borrowers Four Key Advantages — The financial strength and resources of Wells Fargo, America's fourth largest financial services company, is an important consideration when choosing Wells Fargo Public Finance to solve your capital financing needs. With net capital exceeding $120 million, we have the resources to purchase your debt and minimize your pricing risk. In addition, we have access to supplementary capital through our parent company, Wells Fargo & Company, with more than $420 billion in assets. — Convenience and efficiency is the result of leveraging Wells Fargo resources for complete 4 financing solutions. From underwriting to credit enhancements to trust services, your Public Finance Investment Banker can pull together a team of specialists from Wells Fargo affiliates to facilitate a timely, simplified financing process. C — Access to Wells Fargo's extensive institutional and retail sales network provides an exceptional 5 opportunity to place your newly issued debt and minimize your pricing risk. Wells Fargo Institutional Brokerage & Sales offers one of the largest dedicated institutional sales groups in the United States, with 150 registered representatives who serve investment customers across the 6 nation from 21 offices in 13 states. Wells Fargo's Private Client Services' group exceeds 1,500 financial consultants located in Wells Fargo's retail banking stores across the U.S. — Highly qualified, knowledgeable investment banking advisors located in regional offices provide customized debt solutions that meet the needs of your institution and benefit our communities. Regional investment bankers offer knowledge of the local economy, markets and government and non-profit communities, which is supplemented by in-depth product expertise 8 offered by our bonds, notes and lease specialists and analysts. Through this generalist/specialist structure, we offer an effective combination of national strength and local expertise, with - historical emphasis in: 9 — Municipal Finance — Housing Finance — Industrial Revenue Bonds — Education and School Finance — 501(c)(3)Bonds — Higher Education and Student Loans 1 f — Municipal Leasing and Tax-Exempt Notes — Health Care Finance 1 ' 1 ' 'Institutional Brokerage&Sales includes Wells Fargo Brokerage Services,LLC,and Wells Fargo Institutional Securities,LLC,brokerage affiliates of Wells Fargo&Company and members of the NASD and SIPC. WFBS provides clearing services for WF/S,and WFIS accounts are carried by WFBS. 'Private Client Services financial consultants are registered representatives of Wells Fargo Investments,LLC(member NYSE/SIPC),a non-bank affiliate of Wells Fargo&Company. Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 . I2. 5 F ` 9 kx�„I Hoff* 1t: p l .. wwe WELLS FARGO Public Finance • Your Investment Banking Team Wells Fargo Public Finance employs people with a passion for their work, a commitment to quality and dedication to the communities they serve. As a result of the diligence and creativity of our bankers, we have a reputation for quality service and ingenuity in the tax-exempt and municipal investment industry. The following licensed professionals will make up your investment banking team: John H. Self, Senior Vice President- Denver, CO Bringing more than 17 years of public finance experience to the Wells Fargo team, John is responsible for municipal investment banking activities for Wells Fargo Public Finance in Colorado and throughout the Western United States. He served as the investment banker to issue certificates of participation for the second largest transit agency in California, lease revenue bonds for not-for- profit specialty hospitals and housing authorities, as well as variable rate demand obligations for not- for-profits. During the past 10 years at Wells Fargo, he completed more than 700 municipal transactions. His experience in originating and structuring a wide variety of municipal transactions include general obligation bonds, revenue bonds and lease purchase transactions throughout Colorado. Prior to joining Wells Fargo, John helped start a public finance office for a regional investment-banking firm in Denver, Colorado. He received his bachelor's in economics from Trinity College in Hartford, Connecticut and his MBA with an emphasis in finance from the University of Colorado in Denver. He is the secretary of the board for the Rocky Mountain Butterfly& Insect Pavilion, is actively involved with Denver's Public Schools Steele Elementary British Primary Program and has served as a member of the Natural History Museum's Corporate Giving Committee. Bruce Allred, Vice President- Salt Lake City, UT Bruce's responsibilities include managing the quantitative analysis group, which provides a wide range of technical resources and financial analyses, including bond sizing, debt service impact analysis, structuring option analysis, cash flow modeling, refunding analysis and other computer i modeling services. He has seven years experience in structuring and implementing technically complex bond financings on a wide variety of issues. Prior to joining Wells Fargo, he developed and maintained financial models for the state and city agencies and utilities. His experience gives Wells I; Fargo the ability to provide industry innovation and timely response to an ever changing environment of regulations,market conditions and issuer needs. Bruce is a graduate of Utah State University with a bachelor's in business administration with emphasis in finance, economics and data processing. He holds a Master's of Business Administration from Boise State University. Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 . ... ' Y A WELLS FARGO Public Finance Your Investment Banking Team — Cont... William J. Gabler, Executive Vice President- Minneapolis, MN Bill joined the former Norwest in 1986 with an extensive background in tax-exempt and taxable financings as an issuer, a financial advisor and a lender. In 1989, he became manager of the Public Finance division. Bill's experience includes working for the Minneapolis Housing and Redevelopment Authority, the New York State Urban Development Corporation, the Greater Minneapolis Metropolitan Housing Corporation and mortgage banking firms. Bill holds a bachelor's degree from the University of Minnesota and has done graduate work at the Hubert H. Humphrey Institute of Public Affairs. He has also spoken at national seminars on elderly 5 housing and has published articles on the subject. He has taught a course on lending to municipalities. Active in civic affairs, Bill currently serves on the board of the National Housing Conference, the Minneapolis Public Housing Authority, Saint Thomas Academy and Catholic Eldercare. 6 Pam Huetson, Senior Vice President/ Manager Muni Trading- Denver, CO Ms. Huetson joined Wells Fargo Brokerage Services, LLC in 1991 on the municipal trading desk in Denver, Colorado. In addition to her management responsibilities, she actively trades the secondary 4 market for both retail and institutional customers. As an underwriter, she is responsible for pricing and marketing negotiated issues, as well as syndication, bidding and marketing of municipal issues sold at public sale. 1 Ms Huetson received her General Securities License in 1979 and her Municipal Principal License in 1989. In the past she has worked on the trading desk or in Public Finance for Kemper Securities, Shearson Lehman Hutton and George K. Baum and Co. She currently serves on the Board of the g • Colorado Municipal Bond Dealers Association and is active in the Public Securities Association. 1 1 1 Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 a 44�i,w 4' 8rlI +s- s �.P }FZ`kf. t i ,trt� kk5 yk+ 6 e 43' f 5 ft14.11:1•304". .,9 & _ y 6 WELLS FARGO Public Finance Variable Rate Financing In the early 80's, government and non-profit bond issuers began seeking the structure and flexibility that private corporate issuers utilize. Variable Rate Demand Obligations (VRDOs) are a credit enhanced bond issue that meets this need to provide a combination of flexibility and cost effectiveness for local units of government and non-profit issuers. The use of VRDOs—also known as "floaters," "lower floaters" or "put bonds" as a component of total debt has grown dramatically by both issuers and investors. Wells Fargo Public Finance's IIII experience includes remarketing and underwriting more than 300 issues of variable rate debt with a par of more than $2 billion, including approximately $753 million of Industrial Development Revenue Bonds in 182 issues. Typically, VRDO structures offer: — Flexibility -Renegotiate or change terms without calling the bonds. — Attractive Interest Rates- Similar pricing to other quality issues at very low, short-term rates. — Low Initial Costs -Variable rate issues have lower underwriting fees than fixed rate issues. Costs of issuance are lower for legal fees, official statement preparation and other filing fees. — Liberal Payment and Call Features - Variable rate issues usually have a final maturity date in 20 to 30 years. Since variable rate bonds are sold with a seven-day put feature, the bonds can be called at almost any time after a notice period (usually 30 to 60 days). This allows the issuer to pay down the bonds in almost any manner it desires without premium. — Predetermined Intervals - Seven day "put" features allow the bond holder to demand purchase by the issuer at par and resets the interest rate. — Liquidity Agreement -Assures the buyer of repurchase. — Conversion Features - Under specified conditions and procedures the issuer can convert the VRDO into a fixed-rate bond. This type of short-term financing is based on the idea that an institution still issues long-term bonds but yields are set as short-term notes. The yields are like those of short-term notes because the bondholders have the right to demand purchase of their bonds at par, on a regular basis. From a bondholder's perspective, a bond with the demand purchase feature is similar to a bond that matures on the date the bondholder is entitled to demand purchase. Therefore, a bond allowing the holder to demand purchase every seven days carries the same yield as if it matured in seven days. Although bonds with daily, weekly or monthly demand periods are the most common, some bonds have quarterly, semiannual or annual demand periods. Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 N R4W_d.b ik&taYA>3 ^:$P� a � owe WELLS FARGO Public Finance Debt Cost Flexibility Continuum Debt should be structured to maximize flexibility&rid minimize total cost,resulting in an increased capacity for debt management. 18,000 Term 16,000 Bond 14,000 12,000 10,000 8,000 6,000 6 4,000 �,,; 2,000 �- 7 1,000 YRIZIO 9 Benefits of Variable Rate Debt Variable Rate Debt Obligations can have a positive budget impact through lower total debt expense, 1 I including: — Lower yield premium — Aligns with the project's cash flow needs, while diminishing negative arbitrage, capitalized 1 interest and other associated cost VRDOs allow borrowers greater flexibility to manage the debt side of their balance sheets: — Convert or swap to a long term, fixed rate when the environment or other conditions warrant 1 do — Adjust principal payments Effective utilization of VRDOs increase total debt capacity: — Lower debt service allows for more total debt — Flexible debt service schedules maximize total debt management capacity Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 "ysitlids � ]l�f g 3 rr dry t rt A F l •1•• %• a'E ft,�yA% 4y y, p y;�Jy ' tti } kif WELLS FARGO Public Finance Risk Mitigation Facilities The ability to manage Variable Rate Debt Obligations is enhanced with new features: — Conversion or SWAP agreements allow issuer to lock in long term rates when conditions warrant — Rising levels of interest rates can be protected through the use of interest rate CAPS while still offering down-side savings and prepayment capability — VRDO issuers can assure liquidity for bond holders through the use of a liquidity facility IIRate Comparisons —J. J. Kenny —BBI25 Bond Revenue Index Li eau Li I frill, I . --.__-. 81Ell 3BvdMa.aAv.rl(6..%4% _- r . JJK Moa t 3 414% if f f� f f iiii ,f 3 i �" iiiiiiiieiciese= eie e e e a / / i i i 4 i i 4 4 4 i • i 4 / • i i i i 4 Lower Floaters The market available for Lower Floaters is one of the broadest and deepest in the tax-exempt bond markets. Tax-exempt money market mutual funds are the principal purchasers of variable rate tax- exempt bonds. Lower Floaters achieve the high level of liquidity and low interest cost common to VRDOs because they must be backed by a direct-pay letter of credit from an investment grade rated bank, such as Wells Fargo Bank,National Association. In addition to providing liquidity support for the bonds, the letter of credit is also the primary credit risk being undertaken by the bondholders and as such, the credit quality of the letter of credit bank will impact both the marketability of and rate on the bonds. A letter of credit from Wells Fargo,which carries the highest possible short term ratings of A-1+(Standard &Poor's)/P-1 (Moody's)and long term ratings of AA-(Standard&Poor's)and Aal (Moody's),will result in the Company's issue receiving the most favorable possible reception in the market. Historically, lower floaters have the most economical source of tax-exempt financing available in today's capital markets with the five-year average rate ranging between 45 and 55 percent of the Prime Rate. At no time in their history have the rates on a floating rate tax-exempt bond exceeded that of fixed rate instruments. Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 t If4 �' wn s, v } T • gliAthriti ti m rY�a, � i` I $ t g 3` 4 AIM WELLS FARGO Public Finance I Variable Rate Financing — Term Sheet Weld County,Colorado Custom Microwave,Inc.Project Proposed Summary of Terms for Floating Rate Demand Obligation Issue Borrower: Custom Microwave Issuer: Weld County, Colorado Issue: $2,700,000 of Variable Rate Demand Obligations Form of Financing: Tax-exempt Adjustable Economic Development Revenue Bonds (the "VRDOs") Dated Date: Delivery date of the VRDOs E Maturity: Thirty(30) Year Maturity(Bonds) Denomination: • $100,000 or any integral multiple thereof. A Use of Proceeds: Proceeds will be used to finance the construction of a new facility and equipment Security: The VRDOs will be backed by a letter of credit from a commercial bank or insurance such that the VRDOs achieve a minimum short- term rating of A-1/P-1. Interest: Prior to conversion to a fixed interest rate, interest rates will float 1 and be reset every seven days. Interest will be paid monthly, calculated on a 365 or 366-day basis. Other interest rate modes are also available at the option of the Borrower. Fixed Rate The interest rate on the VRDOs can be converted to a fixed rate at Conversion: the option of the Borrower at any time upon 60 days notice. Option Tender The VRDOs can be "put" to the Borrower by the investor at any 1 Feature: time prior to a fixed rate conversion on seven days notice. Option The VRDOs can be redeemed at par at any time on 45 days notice Redemption: while in a variable rate mode. 1 Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 bus^, .. ' r. ar t : '13 a ( ld W Ni ii 1,•3 q ri ' WELLS FARGO Public Finance Weld County,Colorado Custom Microwave,Inc. Project Proposed Summary of Terms for Floating Rate Demand Obligation Issue Mandatory The VRDOs will be subject to mandatory redemption upon an Redemption: event of default,upon expiration of the letter of credit and upon conversion of the VRDOs to a fixed rate. Other mandatory redemption features may be added depending upon the structure of the VRDOs. Amortization: Based upon Custom Microwave's requirements set forth by the enhancement provider the amortization for this issuance will be 20 years. Liquidity and The VRDOs will be backed by a direct pay letter of credit or Credit Facility: insurer such that the Bonds achieve a minimum short-term rating of A-1/P-1. The enhancement(letter of credit/insurance) 6 should extend for at least 1 -3 years and should include V coverage of 45 days (monthly payments)or 105 days (quarterly payments) of interest at 10%. In addition the letter of credit will be a liquidity provider for this issuance. Ratidtg: A rating would be reviewed to determine the cost-effectiveness of the one-time fee of$8,000 for a Standard and Poor's rating. e Underwriter and Wells Fargo Brokerage Services, LLC (WFBS) Remarketing Agent: Underwriting Fee: $7.50/$1,000 based on the principal amount of the issuance. Remarketing Fee: 12.5 basis points the outstanding principal balance of the VRDO's per annum. This fee will be paid annually in advance. Expenses: Custom Microwave will pay all costs relating to the financing. All of the costs of issuance that are attached to the numbers have been 1 ' previously negotiated. A change in the participant might change these numbers. Wells Fargo is willing to work with the Action Bindery to develop the best financing team available for this and other projects. 1 Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 1.'4 ktutifan 4 • e t ^¢f ' I w 9i + P r yi p '&r ihF 3 s t z•,. , ij fibitt .; a 1 Ammo WELLS FARGO Public Finance Weld County,Colorado Custom Microwave,Inc.Project Proposed Summary of Terms for Floating Rate Demand Obligation Issue Underwriter's Counsel: Underwriter's counsel will not be required for the VRDOs as long as disclosure counsel provides a 10-B-5 opinion to Wells Fargo Brokerage Services, LLC at the time of closing. Trustee: Wells Fargo Bank,N.A. Letter of Credit Fee: The letter of credit is anticipated to cost approximately one (1) percent per year in advance on the outstanding par value of the bonds. There also might be an administrative fee that would be paid at closing. Bond Counsel: TBD 6 7 • 8 9 1a 11 12 Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 ,,,,,-:,1:1;44.1.41.43 06' A u} hit ₹ �I itq t i T`CH a1. tv� {pbYg AI 'kNF Xx c I ?Itr P WELLS FARGO IIPublic Finance I Bond Sizing Spread Sheet '� W$2,580,000CCounty,nty, Colorado Adjustable Economic Development Revenue Bonds (Custom Microwave Project), Series 2005 id Sources & Uses Dated 02/15/20051 Delivered 02/15/2005 PSources Of Funds Par Amount of Bonds $2,580,000.00 ii Additional required Equity contribution 31.475.00. Total Sources $2,611,475.00 Uses Of Funds Total Underwriter's Discount (0.750%) 19,350.00 N Costs of Issuance 63,]25.00 Total Letter of Credit Fee Fee Paid at Closing 26,542.20 Deposit to Project Construction Fund 2,500,000.00 Rounding Amount 1,85].80 PiTotal Uses $2,611,475.00 • Debt Service Schedule il Date Principal Coupon Interest LOC Total PH 02/15/2005 - - - - 02/15/2006 95,000.00 2.950% 76,110.00 25,564.87 196,674.87 II 02/15/200] 100.000.00 2.950% ]3.30].50 24,536.10 19] 843.60 02/15/2008 00,000.00 2.950% 70,357.50 23,505.54 197 863.04 02/15/2009 05,000.00 2.950% 6],40].50 22,42].13 194,834.63 _.. 02/15/2010 10,000.00 2.950% 64,]10.00 21,295.48 195,605.48 02/15/2011 10,000.00 2.950% 61,065.00 20,163.84 191,228.84 li 02/15/2012 15.000.00 2.950% 5].820.00 18,9]9.]1 191,]99.31 02/15/2013 20,000.00 2.950% 54,427.50 17,]46.26 192,1]3.]4 __02/15/2014 20,000.00 2.950% 50,887.50 16,511.72 187,399.22 02/15/2015 25,000.00 2.950% 47,74'1.50 15,225.76 187,573.26 02/15/2016 30,000.00 2.950% 43,660.00 13,887.30 187,547.30 ill 02/15/2017 35,000.00 2.950% _._. 39,825.00 12,499.53 18].324.53 02/15/2018 35,000.00 2.956% ]5,842.50 11,110.69 181,953.19 02/15/2019 40,000.00 2.950% 31,860.00 9,670.42 181,530.42 02/15/2020 45,000.00 2.950% 27,730.00 8,178.08 180,908.08 02/15/2021 50,000.00 2.950% 23,452.50 6,635.55 180,088.05 Il�I 02/15/2022 55,000.00 2.956% _.. 19 027.50 5,040.96 179,068.46 02/15/2023 60,000.00 2.950% 14 455.00 3,394.94 177,849.94 02/15/2024 65,000.00 2.950% 9,735.00 1.697.34 176,432.34 02/15/2025 65,000.00 2.950% 4,86].50 - 169,867.50 Total $2,580,000.00 - $873,495.00 $278,070.80 $3,731,565.80 III Yield Statistics Bond Year Dollars $29,610.00 Average Life 11.47] Years N Average Coupon 2.9500000% Net Interest Cool(N IC) 3.0153495% True Interest Cost(TIC) }.030800fi% Bond Yield for Arb itr�e Purposes 4.009]916% �II All Inclusive Cost(AIC) 4.3914539%. IRS Form 8038 Net Interest Cost _...._._.. - -. _ _. 2.9500000% Weighted Average Maturity 11.477 Years ha PI Weld County Variable Rate Bond Information for Custom Microwave, Inc December 2004 ____ t WELLS FARGO Public Finance ill • Net Debt Service Schedule iiiDate Principal Coupon Interest LOC Total P+I Net New D/S 02/15/2005 - 02/15/2006 95,000.00 2.950% 76,110.00 25,564.87 196,674.87 196,674.87 I 02/15/200] 100,000.00 2.950% 73,307.50 24,536.10 197,843.60 197,843.60 193,863.04 02/15/2008 100,000.00 2.950% 70,357.50 23,505.54 193,863.04 02/15/2009 _ 105,000.00 2.950% 67,407.50 22,427.13 194,834.63 194,834.63 02/15/2010 110,000.00 2.950% 64,310.00 21,295.48 195,605.48 195,605.48 02/15/2011 110,000.00 2.950% 61,065.00 20,163.84 191,228.84 191,228.84 I 02/15/2012 115,000.00 2.950% 57,820.00 18,979.31 191,]99.31 191,799.31 192,173.74 02/15/2013 120,000.00 2.950% 54,427.50 17,746.24 192,1]3.74 02/15/2014 120,000.00 2.950% 50,887.50 16,511.72 187,399.22 187,399.22 02/15/2015 125,000.00 2.950% 47,347.50 15,225.76 187,573.26 187,573.26 02/15/2016 130.000.00 2.950% 43,660.00 13.887.30 187,547.30 187,547.30 P 02/15/2017 135,000.00 2.950% 39,825.00 12,499.53 18],324.53 18],324.53 181,953 19 02/15/2018 135,000.00 2.950% 35,842.50 11,110.69 181,953.19 02/15/2019 140,000.00 2.950% 31,860.00__ 9,670.42_ _ 181,530.42 _ 181,530.42 02/15/2020 145,000.00 2.950% 27.730.00 8,178.08 180,908.08 180,908.08 02/15/2021 150,000.00 2.950% 23,452.50 6,635.55 180,088.05 180,088.05 II 02/15/2022 155,000.00 2.950% 19,027.50 5,040.96 179,068.46 179,068.46 '77,849.94 02/15/2023 160,000.00 2.950% 14,455.00 ],394.94 177,849.94 02/15/2024 165,000.00 _ 2.950% 9,735.00 _ 1,697.34 176,432.34176.432.34 02/15/2025 165,000.00 2.950% 4,867.50 169,867.50 169,867.50 Total $2,580,000.00 - $873,495.00 $278,070.80 $3,731,565.80 $3,731,565.80 Pricing Summary • Type of Maturity Maturity Bond Coupon Yield Value Price Dollar Price 02/15/2006 Serial Coupon 2.950% 2.950% 95,000.00 100.000% 95,000.00 02/15/2007 Serial Coupon 2.950% 2.950% 100,000.00 100.000% 100,000.00 02/15/2008 Serial Coupon 2.950% 2.950% 100,000.00 100.000% 100,000.00 P 02/15/2009 Serial Coupon 2.950% 2.950% 105,000.00 100.000% 105,000.00 110,000.00 _ 02/1 5/2010 Serial Coupon 2.950% 2.950% _110,000.00 100.000% 02/15/2011 Serial Coupon 2.950% 2.950% 110,000.00 100.000% 110,000.00 02/15/2012 Serial Coupon 2.950% 2.950% 115,000.00 100.000% 115,000.00 02/15/2013 Serial Coupon 2.950/ 2.950% 120,000.00 100.000% 120,000.00 I 02/15/2014 Serial Coupon 2.950% 2.950% 120,000.00 100.000% 120,000.00 02/15/2015 Serial Coupon_ 2.950% 2.950% 125,000.00 100.000% 125,000.00 02/15/2016 Serial Coupon 2.950% 2.950% 130,000.00 100.000% 130,000.00 02/15/2017 Serial Coupon 2.950% 2.950% 135,000.00 100.000% 135,000.00 02/15/2018 Serial Coupon 2.950% 2.950% 135,000.00 100.000% 135,000.00 II02/15/2019 Serial Coupon 2.950/ 2.950% 140,000.00 100000% 140,000.00 02/15/2020 Serial Coupon 2.9500 2.950% 145,000.00 100.000% 145,000.00 02/15/2021 Serial Coupon 2.950% 2.950% 150,000.00 100.000% 150,000.00 02/15/2022 Serial Coupon 2.950% 2.950% 155,000.00 100.000% 155,000.00 02/15/2023 Serial Coupon 2.950% 2.950% 160,000.00 100.000% 160,000.00 I 02/15/2024 Serial Coupon 2.950% 2.950% 165,000.00 100.000% 165,000.00 02/15/2025 Serial Coupon 2.9500 2.950% 165,000.00 100.000% 165,000.00 Total - - - $2,580,000.00 - $2,580,000.00 Bid Information Par Amount of Bonds __ Gross Production $2,580,000.00--- -- -- - - -- -- - _. . _. _.. $2.580.000.00 Total Underwriter's Discount (0.750%) $(19,350.00) II Bid(99.250%) _ 2,560,650.00_ Total Purchase Price $2,560,650.00 Bond Year Dollars _ $29,610.00 Average Life 11 477 Years Average Cou pon _ -- _-- -- - 2.9500000%_ Net Interest Cost(NIC) True Interest Cost(TIC) _-- -- 3.0153495% 3.0308006% I Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 I . r -- WELLS FARGO Public Finance Detail Costs Of Issuance Dated 02/15/2005 I Delivered 02/15/2005 COSTS OF ISSUANCE DETAIL Issuer's Costs $2,500.00 Remarketing Fee - - - Bond Counsel - - - -_- $25,225.00 --- -- - $2255,000.00_ Local Counsel $15,000,00 Trustee& Counsel Fees $2,500.00 Trustee Origination _ §],500.00_ Rating AgencLFee $8,000.00 Travel Miscellaneous - - $1,500.00 $2,500.00 TOTAL $63,725.00 DERIVATION FOR BANK LOC Bond Days Of Date Period Balance Int. Basis Rate Paym ant 02/15/2005 360 Days 2,580,000.00 74,219 18 2,654,219 18 0.0100000x 26,542.20 02/15/2006 360Days 2.485,000 00 71.48631 2,556,486 31 0.0100000x 25,564.87 02/15/2007 360 Days 2,385,000.00 68,609.59 2,453,609.59 0 0100000 24,536 10 02/15/2008 360 Days 2,285,000.00 65,553.28 2,350,553.28 0.0100000x 23,505.54 02/15/2009 360Days 2,180.00000 62,712.33 2,242,712.33 0.0100000x 22,427.13 02/15/2010 360 Days 2,0]0,000 00 59,54].95 2,129,54].95 0.01000003 21,295.48 I 02/15/2011 360 Days 1,960,000.00 56,383.57 2,016,383.57 0.0100000x 20,163.84 02/15/2012 360 Days 1,845,000.00 52,930.33 1,897,930.33 0.0100000x 18,979.31 02/15/2013 360 Days 1.725,000 00 49,623.29 1,774,623.29 0 0100000 17,746.24 02/15/2014 360 Days 1,605,00000 46,171 24 1,651.171 24 0 0100000 16,511 72 8 02/15/2015 360 Days 1,480.00000 42,5]5.35 1,522,5]5 JS 0 0100000 15,225]6 02'15/2016 360 Days 1,350,000.00 38,729.51 1,388,729.51 0.0100000x 13,887.30 02/15/2017 360 Days 1,215,000 00 34,952 06 1,249,952.06 0.0100000x 12,499.53 02/15/2018 360 Days 1,080,000.00 31,068.50 1,111,068 50 0.0100000x 11,110.69 02/15/2019 360 Days 940,000.00 27,041.10 967,041.10 0.0100000x 9,670 42 02/15/2020 360 Days 795,000.00 22,807.38 817,807.38 0 0100000 8,178.08 02/15 2021 360 Days 645,000.00 18,554.80 663,554 80 0.0100000x 6,635.55 02/15/2022 360 Days 490,000.00 14,095.90 504,095.90 0.0100000x 5,040.96 02/15/2023 360 Days 330,000 00 9,493.16 339,493.16 0.0100000x 3,394.94 02/15/2024 360 Days 165,000.00 4,733.61 169,733 61 0.0100000x 1,697.34 Total . - - 5304,613.00 Expense Basis 1 0 Pius Days of Interest 105 PIus PPlus Percent of Bond Balance _ 100 000% Commitment Fee - 11Ongoing Payment Assum plions User Defined Discount Rate Daycount Method - - -- - — - - 30/360 Default ongoing payment as percent of basis 0000000% 12 Weld County Variable Rate Bond Information for Custom Microwave, Inc December 2004 S ti i I 22y_ ; , I / LIit1 +4."PdSxr�s'i' ^-{ t u .,==b,IaS � :s 1n3 , a t' 1a 1 tiE 54 5 i 1 , 35 fir' rn k/ 4 1 1 4 ll it WELLS FARGO • Public Finance LOC Summary DATE BANK LOC TOTAL 02/15/2005 02/15/2006 25,564.87 25,564.87 02/I 5,2007 24,536.10 24,536-10 02/I 5/2008 23,505.54 23,505.54 02/I 5/2009 22,427.13 22,427.1 3 02/I 5/2010 21,295.48 21.295.48 02/15/2011 20,163.84 20,163.84 02/15/2012 18,979.31 18.979.31 02/15/2013 17,746.24 17,746.24 02/15/2014 16,511.72 16,511.72 02,15/2015 15,225.76 15,225.76 02/15/2016 13,887.30 13,887.30 02/15/2017 12,499.53 12,499.53 02/15/2018 11,110.69 9,670.42 02/15/2019 9,690.42 9,670 A2 02/15/2020 8,178.08 8,178 08 02/15/2021 6,635.55 6,635.55 02/15/2022 5.040.96 5,040.96 02/I 5/2023 3,394.94 3,394.94 02/I 5'2024 1,697.34 -_. 1,697.34 Total $278,070.80 $278,070.80 Proof of Compliance with 2% COI Cap COSTS OF ISSUANCE Total Underwriter's Discount (0.750%) 19,350.00 Costs of Issuance 03,725.00 Total Costs of Issuance 83,075.00 BOND PROCEEDS Par Amount of Bonds $2,580,000.00 SUMMARY Maximum percent of bond proceeds to COI& Spread _ 2.000% 2% of Bond Proceeds= 51,600.00 Amount of COI in Excess of Cap $31,475.00 Additional required Equity contribution 31,475.00 COI Funded with Bond Proceeds is within 2%'? Yes Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 vie 3t WELLS FARGO Public Finance Interest Rate Risk Management Every institution faces a wide variety of risks. Some risks are easier to manage than others. Fortunately, when it comes to interest rate risk, the Wells Fargo team has access to a variety of products and services to provide customized solutions to meet your needs and preferences. Our team of experienced investment bankers can help you: — Identify and quantify your interest rate risk — Decide what is an acceptable amount of risk — Choose an appropriate strategy to limit risk Wells Fargo Public Finance's ability to offer interest rate risk management tools through our affiliate Wells Fargo Bank, N.A. provides our customers with the tools needed to manage the liability side of the balance sheet with a level of creativity and attention often reserved for asset management. The Variable Rate Demand Obligation borrower can use interest rate management tools to assist in locking in a low interest rate, without going through the process of converting the debt to a fixed rate as outlined in the documents. Other tools can help manage exposure to dynamic or unexpected market fluctuations. The Wells Fargo team provides specialized solutions for individual borrowers. Contact your Wells Fargo Public Finance representative to plan your risk management strategy. Rate Protection for Variable Rate Debt If you borrow on a floating rate basis, changes in short-term interest rates can shrink your cash flow. The graph below shows that short-term, tax-exempt rates have historically been quite volatile. History of BMA Index 7.00% as 6.00% cc y 5.00% ai 4.00% e s P 1.00% Jul-89 Jul-90 Jul-91 Jul-92 Jul-93 Jul-94 Jul-95 Jul-96 Jul-97 Jul-98 Jul-99 Jul-00 Jul-01 Jul-02 Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 r Yc p: �. "k3+iRA t • A ti k i7firp '.il z• t WELLS FARGO IPublic Finance Wells Fargo Bank, N.A., offers a variety offers of products that can reduce or eliminate your exposure to changes in short-term, tax-exemptinterest rates. I Variable Rate Caps — Caps allow you to fully benefit from any decline in short-term rates, while providing protection against any significant increases in short-term rates. I Caps set an upper limit on the interest rate, payable on either an existing or a prospective variable rate loan. If interest rates decline, the customer with a variable rate loan takes advantage of the decline but if interest rates rise, the cap protects the customer because the bank pays the excess interest over the cap.I Obtaining a cap is similar to obtaining an insurance policy. Caps can be attached directly to a loan or obtained on a "stand-alone" basis. For example, when the cap rate is exceeded, the customer Ireceives cap settlements on a notional amount that is not loan specific. If the cap fee is paid up- front, no credit approval is necessary. If it is paid over time (for instance, quarterly), credit approval is required. IVariable Rate Collars — Collars ensure your variable rate will stay within an acceptable range. A collar provides both a ceiling and a floor on a customer's interest rate, thus creating a range or "collar" in which the borrower's interest rate may move. If rates move above the ceiling, the Bank pays the increase. If rates move below the floor, the customer pays the Bank. A collar is less expensive than a cap because the customer gives up the benefit of interest rates below the value of the floor. Collars can be attached directly to a loan or obtained on a "stand-alone" basis. Fees are paid up-front or over time. Credit approval is always required with a collar because a customer Iwould owe the bank money if the interest rate goes below the floor. Variable Rate Swaps 1 - Swaps synthetically transform floating rate debt into fixed rate debt. Swaps enable the customer to change or "swap" a floating rate loan into a synthetic fixed rate loan or a fixed rate loan into a synthetic floating rate loan. In this way, the customer can take better advantage of either rising or falling interest rates, shifting from fixed rate to floating rate loans, or floating to fixed, as the situation dictates. Wells Fargo and the customer agree to exchange interest rate payments on a notional principal balance, meaning no principal exchanges hands. Swaps can remain in place even if a particular loan pays in full prematurely, so the standard prepayment fee of a fixed rate loan can be avoided. There is no up-front fee. Credit approval is required with any swap. i • k 'Information provided by Wells Fargo Interest Rate Risk Management Group I1 I ' Weld County Variable Rate Bond Information for Custom Microwave, Inc ' December 2004 . A yf31 NxgR s: tb ; .3 1v < 'r'nt,r; K 4 WELLS FARGO Public Finance Remarketing Service Overview Wells Fargo Public Finance serves as remarketing agent programs for nearly 400 tax-exempt floating rate bond issues totaling more than $2 billion dollars. Rates on Variable Rate Paper Wells Fargo Public Finance sets rates on all variable rate securities, including the weekly Variable Rate Demand Obligation (VRDO) portfolio. As a remarketing agent, our primary objective is to obtain attractive rates for our issuers. As a result, we constantly test the market, which occasionally results in portions of our VRDO portfolio being put back to us by some of the investors because the rates are lower than other comparable debt instruments. hi the rare occasions that this has occurred, we have successfully remarketed the securities to other investors without interruption. Although bond documents generally require seven days notice for an investor to put the bonds back to the remarketing agent, we have historically allowed an investor to sell bonds back to Wells Fargo Institutional Brokerage & Sales*, our brokerage affiliate, on one day's notice. Although we cannot ' commit to always do so, this practice of providing one-day liquidity increases the investor's confidence in holding the issue, which helps to keep interest rates low. Institutional Brokerage & Sales has never allowed an issue to be put back to the issuer or the liquidity provider. In some situations, we will purchase issues for our own portfolio to accommodate clients or to bridge gaps during periods of market instability. While we cannot guarantee to do this in the future, our historical performance is indicative of our commitment to our issuer clients. Services and Processes Every Wednesday morning, as soon as Public Finance sets the rate effective for the following Thursday, we automatically fax a copy of the new rate,along with a year-to-date rate history,to each person on the bond issue's remarketing distribution list. Whenever an upward spike or a sudden downward draft in the market occurs, our team is available by phone to respond to questions from if the issuer, borrower and/or financial advisor to discuss market movements as well as new market trends. Such trends are often impacted by the effective dates of new federal tax laws, the end of fiscal quarters, March 15th and April 15th (corporate and 1 individual income tax day)and other events that effect tax-exempt money market liquidity. Municipal Market Data 1 At no cost to the issuer, Wells Fargo Public Finance will register your VRDO with Municipal Market Data (MMD), a Boston firm that keeps track of approximately 10,000 variable rate issues. Registration with MMD broadens market acceptance of your issue because it allows MMD's investor clients to gain up-to-the-minute access to rates on the issue. Registration also enables Public Finance to compare the rates on your bond issue with rates on similar bond issues throughout the country. MMD provides comparative data at any time upon request. J.J. Kenny High Index Grade Wells Fargo Public Finance subscribes to the J.J. Kenny High-Grade index, which is an important barometer in setting rates. Every Wednesday morning, we receive the latest J.J. Kenny Index rate, which we provide to you at no charge. While the Kenny Index is one of the best indicators of market rates for short-term tax-exempt notes, we do not to depend entirely on Kenny or any other rate gauge because they can sometimes drift away from the market rate for 7-day VRDOs. Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 A € €+w a g " i 2c t l J rLE,'� ul r‘ :••'.•l ` le �k s tl :' vI7 1 WELLS FARGO Public Finance Before Public Finance sets rates for the upcoming week, we examine all of the relevant available data, including the Kenny Index, MMD queries, money market fund rates, taxable commercial paper rates and the tone of the municipal market. We also talk with a variety of market players, including our municipal traders, institutional sales force, taxable traders, mutual funds desk and our customers. While Public Finance cannot guarantee we will always have the lowest rate in the nation, you can rest assured that our rate setting process is thoughtful, deliberate and competitive ' due to the attention we pay to the market, our experience and capital strength. Quarterly Interest Rate Forecast Wells Fargo dedicates a hill-time,professional economics department to keep abreast of trends and expec- tations about international, national and regional economies. Every quarter, Dr. Sung Won Sohn, Wells Fargo Fargo's Chief Economist, publishes his interest rate forecasts. Wells Fargo Public Finance analyzes this information and forwards these projections to you,so you can continue to make informed decisions. In addition, you will receive a copy of the Economics Department's weekly comments to our institutional fixed-income sales staff on market conditions and forecasts. Recap of Remarketing Services As the Remarketing Agent for the issuer, our service goes beyond the weekly effort to set a rate on your bonds. Alertness is our hallmark we proactively communicate market movements, political activity and I proposed changes in financing law. Wells Fargo's network of financial services allows us to offer you services,products,information and advice to meet your financial needs on both sides of the balance sheet. — While this is not a guarantee for future cases, we have never had an issue put back to an issuer. — We send issuers weekly faxes of the current rate and year to date history. — We're available to discuss any abnormal market activity or significant movements in rates on your bonds. — We register the issue with Municipal Market Data. I — Rates are based on a variety of sources including J.J. Kenny High Grade Index, BMA Index, Wells Fargo's economic department and a variety of other market participants. — We send issuers a quarterly report published by Wells Fargo's economics department, summarizing our forecasts for the rate movement on your bonds. - We offer weekly faxes of economic news published by Wells Fargo's Chief Economist,Dr.Sung Won Sohn. — We believe in servicing the issuer through proactively communicating market movement, political activity and proposed changes in financing law. 1 Institutional Brokerage&Sales includes Wells Fargo Brokerage Services,LLC, and Wells Fargo Institutional Securities,LLC brokerage affiliates of Wells Fargo&Company and members of the NASD and SIPC. WEBS provides clearing services for WEIS,and WEIS accounts are carried by WFBS. Investments: • NOT FDIC Insured • May Lose Value • No Bank Guarantee Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 ;541 ; A it ' '. I ,7„7 ArY-tit {�C 7 PM : Sx ^3� tt I Ivy z ''';?,=.41%'. 2 J Y` {J 1 4 i �qYi� 3 If."X bj S kNi)'4 ; YY*eq#U jl '5'F LL 4fi L�Lx. tt�X� hit" ee.�r gSR+ WELLS FARGO Public Finance Colorado VRDO Transactions Montrose County, Colorado Colorado Housing&Finance Authority Gordon Development Project C.A. Wright Asset Management,LLC Project $2,350,000—Series 2004 A $2,740,000—Series 2004 A Variable Rate Economic Development Bonds Variable Rate Economic Development Bonds $2,250,000—Series 2004B $2,445,000—Series 2004B Taxable Variable Rate Economic Development Taxable Variable Rate Economic Development Bonds Bonds Public Finance Division Public Finance Division WELLS WELLS FARGO FARGO Wells Fargo Brokerage Services.LLC Wells Fargo Brokerage Serra.LLC Mesa County,Colorado City of Grand Junction, Colorado Adjustable Rate Revenue Bonds Pyramid Printing,Inc.Project Enstrom Candies, Inc.Project $1,600,000—Series 2002 Adjustable Rate Revenue Bonds $2,780,000 $1,600,000—Series 2003 Public Finance Division Adjustable Rate Revenue Bonds Public Finance Division WELLS FARGO Wells Fargo Brokerage Services.LLC WELLS FARGO Series 2002 well,Fargo BrokerageServlces.LLC 10 City of Colorado Springs, CO City of Colorado Springs. CO Variable Rate Demand Revenue Bonds Variable Rate Demand Revenue Bonds 11 Sinton Dairy Project National Strength&Conditioning Association Project $4,125,000 $3,095,000 12 Public Finance Division Public Finance Division WELLS WELLS FARGO FARGO Wells Fargo Brokerage Services.LLC Walls Fargo Brokerage Services,LLC Series 2001 Series 2002 Weld County Variable Rate Bond Information for Custom Microwave,Inc December 2004 WELLS FARGO Public Finance • Letter of Credit Rating We have one of the highest debt ratings of any bank. (Last updated January,2004) Fitch/ Moody's Standard& Bankwatch Poor's WELLS FARGO & CO. Outlook Stable Stable Stable Issuer Aal Senior Debt AA Aal AA- Commercial F1+ P-1 A-1+ Paper Subordinate Debt AA- Aa2 A+ Preferred Stock AA- Aa3 A WELLS FARGO BANK, NA Issuer Aaa Long Term AA+ Aaa AA Deposits Short Term F1+ P-1 A-1+ 1 1 Weld County Variable Rate Bond Information for Custom Microwave, Inc December 2004 r MINN WELLS FARGO Public Finance IInducement Resolution for Weld County IRESOLUTION NO. I A RESOLUTION SETTING FORTH THE INTENTION OF WELD COUNTY, COLORADO, TO ISSUE ADJUSTABLE RATE REVENUE BONDS TO FINANCE A MANUFACTURING FACILITY FOR THE BENEFIT OF CUSTOM MICROWAVE, INC., OR ITS SUCCESSORS OR ASSIGNS. IWHEREAS, the Weld County, Colorado (the "County") is authorized and empowered under the provisions of the County and Municipality Development Revenue Bond Act, Article 3 of Title 29, Colorado Revised Statutes, as amended (the "Act"), to issue revenue bonds to pay the costs of a project (as defined in the Act) and to loan the proceeds of said revenue bonds to others to provide for the financing, acquiring, equipping, and improving of such a project; and 1 WHEREAS, Custom Microwave, Inc. (together with its successors or assigns, the "Borrower") has requested the County to issue revenue bonds, in one or more series in a combined aggregate principal amount not to exceed $2,700,000, with the interest on the bonds of one series to be excluded from gross I income for federal income tax purposes (the "Bonds"), and to apply the proceeds of the issuance and sale of the Bonds to fund a loan to the Borrower for purposes of financing costs of the acquisition, construction, equipping and improving of real and personal property in connection with an approximately square-foot manufacturing facility(the "Project) to be located at 1 within the boundaries of the County; and WHEREAS, the Borrower has represented to the County that the Project will qualify as a project within the meaning of the Act; and WHEREAS, the County desires to indicate its intention to finance the costs of financing, acquiring, constructing, equipping, and improving the Project by the issuance of tax-exempt revenue bonds under the Act in a principal amount not to exceed $2,580,000, said Bonds to be payable solely out of revenues derived from the repayment by the Borrower of the loan from the County; and WHEREAS, the Borrower intends to commence the Project prior to the issuance of the Bonds and has furnished to the County a preliminary bond counsel opinion of Brownstein Hyatt&Farber, P.C., Iattorneys of Denver, Colorado, to such effect; and1 WHEREAS, the Borrower desires that such financing, acquiring, constructing, equipping and Iimproving of the Project commence immediately; and WHEREAS, the County's ability to issue tax-exempt revenue bonds to finance such improvements is subject to the limitations set forth in the Colorado Private Activity Bond Ceiling Allocation Act, Part 17 of Article 32 of Title 24, Colorado Revised Statutes (the "Bond Allocation Act"); and 1001/14/Inducement and Reimbursement Resolution 7 I li WELLS FARGO 1 Public Finance ` IWHEREAS, the Internal Revenue Service has issued 1.150-2 of the Income Tax Regulations (the "Regulations") dealing with the issuance of bonds, all or a portion of the proceeds of which are to be used to reimburse project expenditures incurred prior to the date of issuance; the Regulations generally require that a prior declaration of official intent be made by the County as issuer if the Borrower intends to reimburse itself for such prior expenditures out of the proceeds of a subsequently issued borrowing, that the borrowing occur, and the reimbursement allocation be made from the proceeds of such borrowing I within 18 months of the payment of the expenditure or, if later, within 18 months of the date the project is placed in service, and that the expenditure be a capital expenditure or payment of costs of issuance; and the County as issuer and the Borrower desire to comply with the requirements of the Regulations with Irespect to the Project. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF WELD COUNTY, COLORADO, AS FOLLOWS: 1. The Board of County Commissioners, having considered the application of the Borrower I for assistance to finance the Project to be located within the boundaries of the County,has determined and hereby determines that the financing of the Project will promote the public health, welfare, safety, convenience and prosperity and promote and develop trade or other economic activity by inducing manufacturing facilities to locate, expand, or remain in the County and the State of Colorado. I2. In order to induce the Borrower to construct the Project within the County, subject to the provisions hereof, the County shall take all necessary or advisable steps to effect the issuance of the } Bonds pursuant to the Act in a combined aggregate principal amount not to exceed $2,580,000, or such lesser amount as shall be determined and agreed upon between the Borrower and the County, to fund a loan to the Borrower for the purpose of financing costs of the acquisition, construction and equipping of I the Project. The Bonds will not be general obligations of the County. Neither shall the Bonds, including interest thereon, constitute the debt or indebtedness of the County within the meaning of any limitation of the Constitution or Statutes of the State of Colorado,nor give rise to a pecuniary liability of the County or I a charge against its general credit or taxing powers. The Bonds shall be payable solely from and secured by a pledge of revenues derived from and payable by the Borrower pursuant to financing agreements with the County. I 3. No costs or expenses, whether incurred by the County or any other party in connection with the issuance of the Bonds or the preparation of any documents by any legal or financial consultants retained in connection therewith, shall be borne by the County. All such costs or expenses shall be paid Ifrom the proceeds of the Bonds or otherwise borne by the Borrower. 4. Prior to the execution of a loan agreement, indenture of trust, bond purchase agreement, or any other necessary documents and agreements in connection with such Bonds, documents, and/or agreements shall be submitted for approval to the County, and, if satisfactory to the County, their execution shall be authorized by resolution of the County pursuant to law. Prior to any further action by the Board of County Commissioners, the Borrower shall provide the County with all information 1001/14/Inducement and Reimbursement Resolution 8 , • w� WELLS FARGO Public Finance concerning the utilization of Bond proceeds for said Project, construction plans, and all financial information requested by the County. 5. The County presently intends and reasonably expects to participate in a tax-exempt borrowing for the benefit of the Borrower within 18 months of the date of the expenditures of moneys on the Project or the date upon which the Project is placed in service, but in no event more than three years after the expenditure is made, whichever is later. 6. The County has received information which it considers to be reliable (a) that the Borrower proposes to undertake the Project, (b)that except for(i)expenditures aggregating no more than the lesser of$100,000 or 5% of the proceeds of the bonds, (ii)preliminary expenditures (as described in the Regulations) in an amount not to exceed 20% of the issue price of the Bonds, and (iii) other expenditures made not earlier than 60 days before the date of this Resolution, no expenditures for the Project have been made by the Borrower that will be reimbursed from the proceeds of the Bonds, and (c) the Borrower reasonably expects to reimburse the expenditures made for costs of the Project out of the proceeds of the Bonds; and that this Resolution is a declaration of official intent adopted pursuant to Section 1.150-2 of the Regulations. 7. The Board of County Commissioners hereby awards to the Project$ of the County's portion of the State's private activity bond volume cap (the "County's Volume Cap"). The appropriate officers of the County are hereby authorized to take all action that may be necessary to preserve the County's Volume Cap. 8. All commitments of the County contained herein are subject to the following conditions and any other requirements deemed necessary by the County: a. The property on which the Project is proposed to be constructed be located within the County; and b. The Bonds shall be issued and sold not later than one year from the date hereof, and in the event the Bonds are not issued by such date, the County shall be under no obligation to perform any of the terms and conditions contained in this Resolution. 9. Nothing herein requires the County to proceed with the issuance of the Bonds, it being in the sole discretion of the Board of County Commissioners as to whether the Bonds will be issued or not. The approval of this Resolution does not limit or restrict the County in the exercise of any of its legal powers with respect to the Project or the property on which it is to be located. 10. If any section, paragraph, clause or provision of this Resolution shall be adjudged to be invalid or unenforceable, the invalidity or unenforceability of such section,paragraph, clause or provision shall not affect any of the remaining sections, paragraphs, clauses or provisions of this Resolution. 11. This Resolution shall take effect immediately upon its passage. 1001/14/Inducement and Reimbursement Resolution 9 WELLS FARGO Public Finance PASSED AND ADOPTED at a regular meeting of the Board of County Commissioners of Weld County, Colorado, this day of WELD COUNTY, COLORADO ATTEST: County Clerk [Signature page to Inducement Resolution] 1 ' 1001/14/Inducement and Reimbursement Resolution 10 • WELLS FARGO Public Finance Prelimiary Legal Opinion for Project Brownstein Hyatt Farber 410 Seventeenth Street TyT.;wenty-Second Roc: 'ado 80r2-14/37 December 22,2004 Weld County, Colorado 915 Tenth Street Greeley, CO 80631 RE: Weld County, Colorado Revenue Bonds(Custom Microwave,Inc. Project), Series 2005 Ladies and Gentlemen: This letter is written in connection with the proposed issuance by the County of Weld, Colorado (the "County"), of its Revenue Bonds (Custom Microwave, Inc. Project) (the "Bonds"), for the purpose of providing moneys to fund a loan to Custom Microwave, Inc. (the "Borrower"), for the purposes of financing the acquisition, construction and equipping of a manufacturing facility to be located within the boundaries of the County. (the "Project"). It is our opinion that: 1. The Bonds, if and when issued, would constitute private activity bonds within the meaning of Section 141 of the Internal Revenue Code of 1986,as amended(the "Code"). 2. The Project would qualify as a "project" within the meaning of Section 29-3-103, Colorado Revised Statutes. 3. The issuance of the Bonds by the County would fall within the intent and meaning of the County and Municipality Development Revenue Bond Act, Section 29-3-101 et seq., Colorado Revised Statutes, and the County is authorized under the laws and Constitution of the State of Colorado to issue the Bonds. 4. The Bonds would not constitute a debt or indebtedness of the County within the meaning of the Constitution or statutes of the State of Colorado, and would not give rise to a pecuniary liability of the County or a charge against its general credit or taxing powers. 1001/14/Inducement and Reimbursement Resolution 11 7 WELLS FARGO Public Finance In rendering the foregoing opinions, we have relied on, and have not made any independent investigation as to the accuracy of, certain information and representations made to us by representatives of the Borrower. In addition, we have assumed that (i) the issuance of the Bonds will be subject to final authorization by the County, (ii) the Bonds will be duly issued under a trust indenture or bond resolution approved by the County, (iii) the Bonds will be secured by a loan agreement, a deed of trust and other security documents satisfactory to the County, (iv) no terms of any such trust indenture, bond resolution, loan agreement, deed of trust or other security document will be contrary to the opinions herein stated and (v) the issuance of the Bonds will be accompanied by an opinion by us that the interest on the Bonds is excluded from gross income for federal income tax purposes. Very truly yours, 1001/14/Inducement and Reimbursement Resolution 12 Hello