Pemlinary Official Statement Tolleson, 3-17-25
Extracted text (via pymupdf)
138717 characters
* Subject to change.
PRELIMINARY OFFICIAL STATEMENT DATED APRIL __, 2025
NEW ISSUE – BOOK-ENTRY-ONLY
RATINGS: See “RATINGS” herein.
In the opinion of Bond Counsel, assuming the accuracy of certain representations and certifications and the continuing compliance
with certain tax covenants, under existing statutes, regulations, rulings and court decisions, interest on the Bonds (i) is excludable
from gross income for federal income tax purposes and (ii) is exempt from income taxation under the laws of the State of Arizona.
Further, interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on
individuals but in the case of the alternative minimum tax imposed by Section 55(b)(2) of the Internal Revenue Code of 1986, as
amended (the “Code”), on applicable corporations (as defined in Section 59(k) of the Code), interest on the Bonds is not excluded
from the determination of adjusted financial statement income. See “TAX EXEMPTION” herein for a description of certain other
federal tax consequences of ownership of the Bonds.
$21,000,000*
CITY OF TOLLESON, ARIZONA
GENERAL OBLIGATION BONDS, SERIES 2025
Dated: Date of Initial Authentication and Delivery
Due: July 1, as shown on the inside front cover page
The General Obligation Bonds, Series 2025 (the “Bonds”) of the City of Tolleson, Arizona (the “City”), will be issued in the form of
fully-registered bonds, registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). Beneficial
ownership interests in the Bonds may be purchased in amounts of $5,000 of principal due on a specific maturity date or integral
multiples thereof. The Bonds will mature on the dates and in the principal amounts and will bear interest from their date of delivery to
their maturity or prior redemption as set forth on the inside front cover page. Interest on the Bonds will accrue from the date of initial
authentication and delivery and will be payable semiannually on January 1 and July 1 of each year commencing on July 1, 2025*,
until maturity or prior redemption.
The Bonds are being issued for the purpose of (i) financing the Project (as defined herein) and (ii) paying costs relating to the issuance
of the Bonds.
The City will initially utilize DTC’s “book-entry-only system,” although the City and DTC each reserve the right to discontinue the
book-entry-only system at any time. Utilization of the book-entry-only system will affect the method and timing of payment of
principal of and interest on the Bonds and the method of transfer of the Bonds. So long as the book-entry-only system is in effect, a
single fully-registered Bond, for each maturity of the Bonds, will be registered in the name of Cede & Co., as nominee of DTC, on the
registration books maintained by [BR&PA], the initial bond registrar and paying agent for the Bonds. DTC will be responsible for
distributing the principal and interest payments to its direct and indirect participants who will, in turn, be responsible for distribution to
the beneficial owners of the Bonds (the “Beneficial Owners”). So long as the book-entry-only system is in effect and Cede & Co. is
the registered owner of the Bonds, all references herein (except under the heading “TAX EXEMPTION”) to owners of the Bonds will
refer to Cede & Co. and not the Beneficial Owners. See APPENDIX F – “BOOK-ENTRY-ONLY SYSTEM” herein.
The Bonds will be subject to optional redemption prior to their stated maturity dates as described under the heading “THE BONDS –
Redemption Provisions” herein*.
The Bonds will be payable as to both principal and interest from a continuing, direct, annual, ad valorem tax to be levied against all of
the taxable property located within the boundaries of the City as more fully described herein. The Bonds will be payable from such
tax without limit as to rate or amount. See “SECURITY AND SOURCES OF PAYMENT OF THE BONDS” herein.
The Bonds will be offered when, as and if issued by the City and received by the underwriter identified below (the “Underwriter”),
subject to the legal opinion of Greenberg Traurig, LLP, Phoenix, Arizona, Bond Counsel, as to validity and tax exemption. Certain
legal matters will be passed on for the Underwriter by Ballard Spahr LLP, Phoenix, Arizona. It is expected that the Bonds will be
available for delivery through the facilities of DTC on or about April __, 2025*.
This cover page contains certain information with respect to the Bonds for convenience of reference only. It is not a summary of the
issue of which the Bonds are a part. Investors must read this entire Official Statement to obtain information essential to the making of
an informed investment decision with respect to the Bonds.
SEE MATURITY SCHEDULE ON INSIDE FRONT COVER PAGE
This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstances shall this Preliminary
Official Statement constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
DRAFT II
3-17-25
(i)
$21,000,000*
CITY OF TOLLESON, ARIZONA
GENERAL OBLIGATION BONDS, SERIES 2025
MATURITY SCHEDULE*
* Subject to change.
(1) CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (“CGS”) is
managed on behalf of the American Bankers Association by FactSet Research Systems Inc. Copyright© 2025
CGS. All rights reserved. CUSIP® data herein is provided by CGS. This data is not intended to create a
database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for
convenience of reference only. None of the City, Bond Counsel, the Underwriter or their agents or counsel
assumes responsibility for the accuracy of such numbers.
Maturity
Date
Principal
Interest
(July 1)
Amount
Rate
Yield
2025
$1,585,000
%
%
2026
875,000
2027
915,000
2028
955,000
2029
995,000
2030
755,000
2031
790,000
2032
825,000
2033
860,000
2034
900,000
2035
940,000
2036
980,000
2037
1,025,000
2038
1,075,000
2039
1,120,000
2040
1,170,000
2041
1,225,000
2042
1,280,000
2043
1,335,000
2044
1,395,000
CUSIP®(1)
No. 889498
(i)
CITY OF TOLLESON, ARIZONA
CITY COUNCIL
Juan F. Rodriguez, Mayor
Jimmy Davis, Vice Mayor
Christine Chavira, Council Member
Clorinda Erives, Council Member
Adolfo Gamez, Council Member
Linda Laborin, Council Member
Cruzita Mendoza, Council Member
CITY ADMINISTRATIVE OFFICIALS
Reyes Medrano Jr., City Manager
Pilar Sinawi, Deputy City Manager
Wendy Jackson, Deputy City Manager
Kevin Artz, Chief Financial Officer
Joseph Wagner-Corona, Assistant Finance Director
Dora Hu, Finance Manager
BOND COUNSEL
Greenberg Traurig, LLP
Phoenix, Arizona
BOND REGISTRAR AND PAYING AGENT
[BR&PA]
Phoenix, Arizona
(ii)
REGARDING THIS OFFICIAL STATEMENT
No dealer, broker, salesperson or other person has been authorized by the City of Tolleson, Arizona (the “City”), or
Stifel, Nicolaus & Company, Incorporated (the “Underwriter”) to give any information or to make any
representations other than those contained in this Official Statement, and, if given or made, such other information
or representations must not be relied upon as having been authorized by the foregoing. This Official Statement does
not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the City’s General
Obligation Bonds, Series 2025 (the “Bonds”) by any person in any jurisdiction in which it is unlawful for such
person to make such offer, solicitation or sale.
The information set forth in this Official Statement, which includes the cover page, inside front cover page and
appendices hereto, has been obtained from the City, the Arizona Department of Revenue, the Assessor, Office of
Budget and Finance and Treasurer of Maricopa County, Arizona, and other sources that are considered to be
accurate and reliable and customarily relied upon in the preparation of similar official statements, but such
information has not been independently confirmed or verified by the City or the Underwriter, is not guaranteed as to
accuracy or completeness, and is not to be construed as the promise or guarantee of the City or the Underwriter.
The Underwriter has provided the following sentence for inclusion in this Official Statement: “The Underwriter has
reviewed the information in this Official Statement pursuant to its responsibilities to investors under the federal
securities laws, but the Underwriter does not guarantee the accuracy or completeness of such information.”
None of the City, the Underwriter, Bond Counsel or counsel to the Underwriter are actuaries. None of them have
performed any actuarial or other analysis of the City’s share of the unfunded liabilities of the Arizona State
Retirement System, the Arizona Public Safety Personnel Retirement System, or the Elected Officials Retirement
Plan.
The presentation of information, including tables of receipts from taxes and other sources, shows recent historical
information and is not intended to indicate future or continuing trends in the financial position or other affairs of the
City. All information, estimates and assumptions contained herein are based on past experience and on the latest
information available and are believed to be reliable, but no representations are made that such information,
estimates and assumptions are correct, will continue, will be realized or will be repeated in the future. To the extent
that any statements made in this Official Statement involve matters of opinion or estimates, whether or not expressly
stated to be such, they are made as such and not as representations of fact or certainty, and no representation is made
that any of these statements have been or will be realized. All forecasts, projections, opinions, assumptions or
estimates are “forward looking statements” that must be read with an abundance of caution and that may not be
realized or may not occur in the future. Information other than that obtained from official records of the City has
been identified by source and has not been independently confirmed or verified by the City or the Underwriter and
its accuracy cannot be guaranteed. The information and expressions of opinion herein are subject to change without
notice, and neither the delivery of this Official Statement nor any sale made pursuant hereto will, under any
circumstances, create any implication that there has been no change in the affairs of the City or any of the other
parties or matters described herein since the date hereof.
The Bonds will not be registered under the Securities Act of 1933, as amended, or any state securities law, and will
not be listed on any stock or other securities exchange. Neither the Securities and Exchange Commission nor any
other federal, state or other governmental entity or agency will have passed upon the accuracy or adequacy of this
Official Statement or approved the Bonds for sale.
References to website addresses presented herein are for information purposes only and may be in the form of a
hyperlink solely for the reader’s convenience. Unless specified otherwise, such websites and the information or
links contained therein are not incorporated into, and are not part of, this Official Statement for purposes of Rule
15c2-12 of the Securities and Exchange Commission.
The City will undertake to provide continuing disclosure as described in this Official Statement under the heading
“CONTINUING DISCLOSURE” and in APPENDIX D – “FORM OF CONTINUING DISCLOSURE
UNDERTAKING,” all pursuant to Rule 15c2-12 of the Securities and Exchange Commission.
(iii)
A wide variety of information, including financial information, concerning the City is available from publications
and websites of the City and others. Any such information that is inconsistent with the information set forth in this
Official Statement should be disregarded. No such information is a part of, or incorporated into, this Official
Statement, except as expressly noted herein.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY ALLOW CONCESSIONS OR
DISCOUNTS FROM THE INITIAL PUBLIC OFFERING PRICES TO DEALERS AND OTHERS.
(iv)
TABLE OF CONTENTS
Page
INTRODUCTORY STATEMENT ............................................................................................................................. 1
THE BONDS ............................................................................................................................................................... 1
Authorization and Use of Funds ....................................................................................................................... 1
Terms of the Bonds - Generally ........................................................................................................................ 1
Bond Registrar and Paying Agent..................................................................................................................... 2
Redemption Provisions ..................................................................................................................................... 2
SECURITY AND SOURCES OF PAYMENT OF THE BONDS .............................................................................. 2
General.............................................................................................................................................................. 2
Defeasance ........................................................................................................................................................ 3
SOURCES AND USES OF FUNDS ........................................................................................................................... 3
ESTIMATED DEBT SERVICE REQUIREMENTS .................................................................................................. 4
LITIGATION .............................................................................................................................................................. 5
LEGAL MATTERS .................................................................................................................................................... 5
TAX EXEMPTION ..................................................................................................................................................... 5
General.............................................................................................................................................................. 5
Original Issue Discount and Original Issue Premium ....................................................................................... 6
Changes in Federal and State Tax Law ............................................................................................................. 7
Information Reporting and Backup Withholding ............................................................................................. 7
RATING ...................................................................................................................................................................... 8
UNDERWRITING ...................................................................................................................................................... 8
RELATIONSHIP AMONG PARTIES ....................................................................................................................... 8
CONTINUING DISCLOSURE ................................................................................................................................... 9
FINANCIAL STATEMENTS ..................................................................................................................................... 9
CONCLUDING STATEMENT ................................................................................................................................ 10
APPENDIX A: CITY OF TOLLESON, ARIZONA – GENERAL AND DEMOGRAPHIC INFORMATION
APPENDIX B: CITY OF TOLLESON, ARIZONA – FINANCIAL INFORMATION
APPENDIX C:
FORM OF APPROVING LEGAL OPINION
APPENDIX D: FORM OF CONTINUING DISCLOSURE UNDERTAKING
APPENDIX E:
CITY OF TOLLESON, ARIZONA – AUDITED ANNUAL FINANCIAL STATEMENTS
FOR THE FISCAL YEAR ENDED JUNE 30, 2024
APPENDIX F:
BOOK-ENTRY-ONLY SYSTEM
1
OFFICIAL STATEMENT
$21,000,000*
CITY OF TOLLESON, ARIZONA
GENERAL OBLIGATION BONDS, SERIES 2025
INTRODUCTORY STATEMENT
This Official Statement, which includes the cover page, inside front cover page and appendices hereto, sets forth
information concerning the offering by the City of Tolleson, Arizona (the “City”) of its General Obligation Bonds,
Series 2025 in the aggregate principal amount of $21,000,000* (the “Bonds”). See APPENDIX A – “CITY OF
TOLLESON, ARIZONA – GENERAL AND DEMOGRAPHIC INFORMATION,” APPENDIX B – “CITY OF
TOLLESON, ARIZONA – FINANCIAL INFORMATION” and APPENDIX E – “CITY OF TOLLESON,
ARIZONA – AUDITED ANNUAL FINANCIAL STATEMENTS FOR THE FISCAL YEAR ENDED JUNE 30,
2024” for certain information regarding the City.
Reference to provisions of State of Arizona (the “State” or “Arizona”) law, whether codified in the Arizona Revised
Statutes or uncodified, or of the Arizona Constitution, are references to those current provisions. The provisions
may be amended, repealed or supplemented.
THE BONDS
Authorization and Use of Funds
The Bonds are being issued by the City pursuant to Title 35, Chapter 3, Article 3, Arizona Revised Statutes, and a
resolution adopted by the Mayor and Council of the City on March 25, 2025 (the “Resolution”). The Bonds will
constitute a portion of the bonds authorized by the voters at the special bond election held in the City on November
3, 2020 (the “Election”), and will be issued to (i) finance the construction of an aquatic center and related capital
improvements (collectively, the “Project”); and (ii) pay costs of issuance of the Bonds.
After the sale and delivery of the Bonds, the City will have no remaining principal amount of authorized but
unissued general obligation bonds from the Election and $45,120,000 remaining principal amount of authorized but
unissued general obligation bonds from a special bond election held on May 15, 2001*. The City has general
obligation bonds currently outstanding, and additional general obligation bonds may be issued from the remaining
authorization described above and may be authorized at future special bond elections. See TABLE 14A – “Direct
General Obligation Bonded Debt Outstanding and to be Outstanding” in APPENDIX B – “CITY OF TOLLESON,
ARIZONA – FINANCIAL INFORMATION.”
Terms of the Bonds – Generally
The Bonds will be dated the date of delivery, and will be registered only in the name of Cede & Co., as nominee of
The Depository Trust Company (“DTC”), under the book-entry-only system described herein (the “Book-Entry-
Only System”). See APPENDIX F – “BOOK-ENTRY-ONLY SYSTEM.” The Bonds will mature on the dates and
in the principal amounts and will bear interest from their dated date at the rates set forth on the inside front cover
page of this Official Statement. Beneficial ownership interests in the Bonds may be purchased in amounts of $5,000
of principal due on a specific maturity date or integral multiples thereof. Interest on the Bonds will be payable
semiannually on each January 1 and July 1, commencing July 1, 2025* (each an “Interest Payment Date”), until
maturity or prior redemption. The City has chosen the fifteenth day of the month preceding an Interest Payment Date
as the “Record Date” for the Bonds.
See “TAX EXEMPTION” herein for a discussion of the treatment of interest income on the Bonds for federal or
State income tax purposes.
* Subject to change. See footnote (b) to TABLE 15 for a description of the treatment of certain proceeds of the
Bonds for State voter authorization and debt limit purposes.
2
Bond Registrar and Paying Agent
[BR&PA] will serve as the initial bond registrar, transfer agent and paying agent (the “Bond Registrar and Paying
Agent”) for the Bonds. The City may change the Bond Registrar and Paying Agent without notice to or consent of
the owners of the Bonds.
Redemption Provisions*
Optional Redemption. The Bonds maturing before or on July 1, 20__ will not be subject to redemption prior to their
stated maturity dates. The Bonds maturing on and after July 1, 20__ will be subject to optional redemption prior to
their stated maturity dates, at the direction of the City, in whole or in part on July 1, 20__ and on any date thereafter,
at a redemption price equal to the principal amount of Bonds being redeemed plus accrued interest to the date fixed
for redemption, without premium.
Notice of Redemption. So long as the Bonds are held under the Book-Entry-Only System, notices of redemption
will be sent to DTC in the manner required by DTC. See APPENDIX F – “BOOK-ENTRY-ONLY SYSTEM.” If
the Book-Entry-Only System is discontinued, notice of redemption of any Bond will be mailed to the registered
owner of the Bond or Bonds being redeemed at the address shown on the bond register maintained by the Bond
Registrar and Paying Agent not more than sixty (60) nor less than thirty (30) days prior to the date set for
redemption. Notice of redemption may be sent to any securities depository by mail, facsimile transmission, wire
transmission or any other means of transmission of the notice generally accepted by the respective securities
depository. Neither the failure of any registered owner of Bonds to receive a notice of redemption nor any defect
therein will affect the validity of the proceedings for redemption of Bonds as to which proper notice of redemption
was given.
Notice of any redemption will also be provided as set forth in APPENDIX D – “FORM OF CONTINUING
DISCLOSURE UNDERTAKING,” but no defect in said further notice or record nor any failure to give all or a
portion of such further notice shall in any manner defeat the effectiveness of a call for redemption if notice thereof is
given as prescribed above.
If moneys for the payment of the redemption price and accrued interest are not held in separate accounts by the City
or the Bond Registrar and Paying Agent prior to sending the notice of redemption, such redemption shall be
conditional on such moneys being so held on the date set for redemption and if not so held by such date, the
redemption shall be cancelled and be of no force and effect.
SECURITY AND SOURCES OF PAYMENT OF THE BONDS
General
The Bonds will be payable as to principal and interest from a continuing, direct, annual ad valorem tax to be levied
against all taxable property within the City, such tax to be levied without limitation as to rate or amount. Such taxes
are to be levied, assessed and collected as other taxes of the City, in an amount sufficient to pay the interest on all
the Bonds then outstanding and installments of the principal of the Bonds becoming due and payable in the ensuing
year.
General obligation bonds heretofore and hereafter issued by the City have and will have an equal claim with the
Bonds upon the proceeds of taxes levied for debt service on the Bonds. See TABLE 14A – Direct General
Obligation Bonded Debt Outstanding and to be Outstanding in APPENDIX B – “CITY OF TOLLESON,
ARIZONA – FINANCIAL INFORMATION.”
* Subject to change.
3
Defeasance
Pursuant to the Resolution, payment of all or any part of the Bonds may be provided for by the irrevocable deposit,
in trust, of moneys or obligations issued or guaranteed by the United States of America (“Defeasance Obligations”)
or both, which, with the maturing principal of and interest on such Defeasance Obligations, if any, will be sufficient,
as evidenced by a certificate or report of an accountant, to pay when due the principal or redemption price of and
interest on such Bonds. If the maturing principal on the Defeasance Obligations or other moneys, or both, is
sufficient to pay the principal of, premium, if any, and interest on such Bond or portion thereof as the same matures,
comes due or becomes payable upon prior redemption, a certificate or report of an accountant shall not be required.
Any Bonds so provided for will no longer be outstanding under the Resolution or payable from ad valorem taxes on
taxable property in the City, and the owners of such Bonds shall thereafter be entitled to payment only from the
moneys and Defeasance Obligations deposited in trust.
SOURCES AND USES OF FUNDS
Sources of Funds
Principal Amount
$21,000,000.00*
[Net] Original Issue Premium (a)
Total Sources of Funds
Uses of Funds
Cost of Project
Payment of Costs of Issuance (b)
Total Uses of Funds
* Subject to change.
(a)
[Net] original issue premium consists of original issue premium on the Bonds, less original issue discount on
the Bonds.
(b)
Will include compensation and costs of the Underwriter (as defined herein) with respect to the Bonds.
4
ESTIMATED DEBT SERVICE REQUIREMENTS
The following table illustrates the (i) annual debt service on the outstanding general obligation bonds of the City, (ii)
estimated annual debt service on the Bonds and (iii) total estimated annual debt service on all general obligation
bonds of the City outstanding after issuance of the Bonds.
TABLE 1
Schedule of Estimated Annual Debt Service Requirements (a)
City of Tolleson
* Subject to change.
(a)
Prepared by Stifel, Nicolaus & Company, Incorporated (the “Underwriter” or “Stifel”).
(b)
Interest on the Bonds is estimated.
(c)
The first interest payment on the Bonds will be due on July 1, 2025*. Thereafter, interest payments will be
made semiannually on each January 1 and July 1 until maturity or prior redemption.
Total
Estimated
Bonds Outstanding
The Bonds*
Annual
Fiscal
Debt Service
Year
Principal
Interest
Principal
Interest (b)
2024/25
1,374,003
$
529,826
$
1,585,000
$
160,125
$
3,648,954
$
2025/26
1,429,873
483,806
875,000
873,675
3,662,354
2026/27
1,496,103
423,976
915,000
834,300
3,669,379
2027/28
1,557,703
367,526
955,000
793,125
3,673,354
2028/29
1,604,687
315,142
995,000
750,150
3,664,979
2029/30
960,000
268,300
755,000
705,375
2,688,675
2030/31
625,000
228,000
790,000
671,400
2,314,400
2031/32
650,000
203,000
825,000
635,850
2,313,850
2032/33
675,000
177,000
860,000
598,725
2,310,725
2033/34
700,000
150,000
900,000
560,025
2,310,025
2034/35
725,000
122,000
940,000
519,525
2,306,525
2035/36
750,000
93,000
980,000
477,225
2,300,225
2036/37
775,000
63,000
1,025,000
433,125
2,296,125
2037/38
800,000
32,000
1,075,000
387,000
2,294,000
2038/39
1,120,000
338,625
1,458,625
2039/40
1,170,000
288,225
1,458,225
2040/41
1,225,000
235,575
1,460,575
2041/42
1,280,000
180,450
1,460,450
2042/43
1,335,000
122,850
1,457,850
2043/44
1,395,000
62,775
1,457,775
$14,122,369
$21,000,000
Requirements*
(c)
5
LITIGATION
To the knowledge of the City, no litigation or administrative action or proceeding is pending, restraining or
enjoining, or seeking to restrain or enjoin, the issuance or delivery of the Bonds or the levy, collection or receipt of
ad valorem property taxes to pay the debt service on the Bonds, contesting or questioning the proceedings and
authority under which the Bonds have been authorized and are to be issued, sold, executed or delivered, or the
validity of the Bonds. An authorized City representative will deliver a certificate to the same effect at the time of
the original delivery of the Bonds.
LEGAL MATTERS
Legal matters incident to the authorization, sale and issuance by the City of the Bonds and with regard to the tax-
exempt status thereof will be passed upon by Greenberg Traurig, LLP, Phoenix, Arizona, as Bond Counsel whose
services have been retained by the City. The signed legal opinion of Bond Counsel, dated and premised on the law
in effect as of the date of the Bonds, will be delivered to the Underwriter at the time of original delivery of the
Bonds. The form of that opinion is included as APPENDIX C – “FORM OF APPROVING LEGAL OPINION”
hereto. The legal opinion to be delivered may vary from the text of APPENDIX C – “FORM OF APPROVING
LEGAL OPINION” if necessary to reflect the facts and law existing on the date of delivery. The opinion will speak
only as of its date, and subsequent distribution, by recirculation of this Official Statement or otherwise, should not
be construed as a representation that Bond Counsel has reviewed or expressed any opinion concerning any matters
relating to the Bonds subsequent to the original delivery of the Bonds.
Certain legal matters will be passed upon for the Underwriter by Ballard Spahr LLP, Phoenix, Arizona, counsel to
the Underwriter.
From time to time, there are legislative proposals (and interpretations of such proposals by courts of law and other
entities and individuals) which, if enacted, could alter or amend the property tax system of the State and numerous
matters, both financial and nonfinancial, impacting the operations of municipalities which could have a material
impact on the City and could adversely affect the secondary market value or marketability of the Bonds. It cannot
be predicted whether or in what form any such proposal might be enacted or whether, if enacted, it would apply to
obligations (such as the Bonds) issued prior to enactment.
The legal opinions to be delivered concurrently with the delivery of the Bonds will express the professional
judgment of the attorneys rendering the opinion as to the legal issues explicitly addressed therein dated and speaking
only as of the date of delivery of the Bonds. By rendering a legal opinion, the opinion giver does not become an
insurer or guarantor of that expression of professional judgment, of the transaction opined upon, or of the future
performance of parties to the transaction. Nor does the rendering of an opinion guarantee the outcome of any legal
dispute that may arise out of the transaction.
TAX EXEMPTION
General
The Internal Revenue Code of 1986, as amended (the “Code”), includes requirements which the City must continue
to meet after the issuance of the Bonds in order that the interest on the Bonds be and remain excludable from gross
income for federal income tax purposes. The City’s failure to meet these requirements may cause the interest on the
Bonds to be included in gross income for federal income tax purposes retroactively to the date of issuance of the
Bonds. The City has covenanted in the Resolution to take the actions required by the Code in order to maintain the
exclusion from gross income for federal income tax purposes of interest on the Bonds.
In the opinion of Bond Counsel, assuming the accuracy of certain representations and certifications of the City and
continuing compliance by the City with the tax covenants referred to above, under existing statutes, regulations,
rulings and court decisions, the interest on the Bonds will be excludable from gross income of the owners thereof for
federal income tax purposes. Interest on the Bonds will not be an item of tax preference for purposes of the federal
6
alternative minimum tax imposed on individuals, but in the case of the alternative minimum tax imposed by Section
55(b)(2) of the Code on applicable corporations (as defined in Section 59(k) of the Code), interest on the Bonds is
not excluded from the determination of adjusted financial statement income. Bond Counsel is further of the opinion
that the interest on the Bonds will be exempt from income taxation under the laws of the State. Bond Counsel will
express no opinion as to any other tax consequences regarding the Bonds. Prospective purchasers of the Bonds
should consult with their own tax advisors as to the status of interest on the Bonds under the tax laws of any state
other than the State.
The above opinion on federal tax matters with respect to the Bonds will be based on and will assume the accuracy of
certain representations and certifications of the City, and compliance with certain covenants of the City to be
contained in the transcript of proceedings and that are intended to evidence and assure the foregoing, including that
the Bonds will be and will remain obligations the interest on which is excludable from gross income for federal
income tax purposes. Bond Counsel will not independently verify the accuracy of those certifications and
representations. Bond Counsel will express no opinion as to any other consequences regarding the Bonds.
Except as described above, Bond Counsel will express no opinion regarding the federal income tax consequences
resulting from the receipt or accrual of the interest on the Bonds, or the ownership or disposition of the Bonds.
Prospective purchasers of the Bonds should be aware that the ownership of the Bonds may result in other collateral
federal tax consequences, including (i) the denial of a deduction for interest on indebtedness incurred or continued to
purchase or carry the Bonds, (ii) the reduction of the loss reserve deduction for property and casualty insurance
companies by the applicable statutory percentage of certain items, including the interest on the Bonds, (iii) the
inclusion of the interest on the Bonds in the earnings of certain foreign corporations doing business in the United
States for purposes of a branch profits tax, (iv) the inclusion of the interest on the Bonds in the passive income
subject to federal income taxation of certain Subchapter S corporations with Subchapter C earnings and profits at the
close of the taxable year, (v) the inclusion of interest on the Bonds in the determination of the taxability of certain
Social Security and Railroad Retirement benefits to certain recipients of such benefits, (vi) net gain realized upon
the sale or other disposition of property such as the Bonds generally must be taken into account when computing the
Medicare tax with respect to net investment income or undistributed net investment income, as applicable, imposed
on certain high income individuals and specified trusts and estates, and (vii) receipt of certain investment income,
including interest on the Bonds, is considered when determining qualification limits for obtaining the earned income
credit provided by Section 32(a) of the Code. The nature and extent of the other tax consequences described above
will depend on the particular tax status and situation of each owner of the Bonds. Prospective purchasers of the
Bonds should consult their own tax advisors as to the impact of these other tax consequences.
Bond Counsel’s opinions are based on existing law, which is subject to change. Such opinions are further based on
factual representations made to Bond Counsel as of the date thereof. Bond Counsel assumes no duty to update or
supplement its opinions to reflect any facts or circumstances that may thereafter come to Bond Counsel’s attention,
or to reflect any changes in law that may thereafter occur or become effective. Moreover, Bond Counsel’s opinions
are not a guarantee of a particular result, and are not binding on the Internal Revenue Service or the courts; rather,
such opinions represent Bond Counsel’s professional judgment based on its review of existing law, and in reliance
on the representations and covenants that it deems relevant to such opinion.
Original Issue Discount and Original Issue Premium
Certain of the Bonds (“Discount Bonds”) may be offered and sold to the public at an original issue discount
(“OID”). OID is the excess of the stated redemption price at maturity (the principal amount) over the “issue price”
of a Discount Bond determined under Code Section 1273 or 1274 (i.e., for obligations issued for money in a public
offering, the initial offering price to the public (other than to bond houses and brokers) at which a substantial amount
of the obligation of the same maturity is sold pursuant to that offering). For federal income tax purposes, OID
accrues to the owner of a Discount Bond over the period to maturity based on the constant yield method,
compounded semiannually (or over a shorter permitted compounding interval selected by the owner). The portion
of OID that accrues during the period of ownership of a Discount Bond (i) is interest excludable from the owner’s
gross income for federal income tax purposes to the same extent, and subject to the same considerations discussed
above, as other interest on the Bonds, and (ii) is added to the owner’s tax basis for purposes of determining gain or
loss on the maturity, redemption, prior sale or other disposition of that Discount Bond.
7
Certain of the Bonds (“Premium Bonds”) may be offered and sold to the public at a price in excess of their stated
redemption price (the principal amount) at maturity (or earlier for certain Premium Bonds callable prior to maturity).
That excess constitutes bond premium. For federal income tax purposes, bond premium is amortized over the period
to maturity of a Premium Bond, based on the yield to maturity of that Premium Bond (or, in the case of a Premium
Bond callable prior to its stated maturity, the amortization period and yield may be required to be determined on the
basis of an earlier call date that results in the lowest yield on that Premium Bond), compounded semiannually (or
over a shorter permitted compounding interval selected by the owner). No portion of that bond premium is
deductible by the owner of a Premium Bond. For purposes of determining the owner’s gain or loss on the sale,
redemption (including redemption at maturity) or other disposition of a Premium Bond, the owner’s tax basis in the
Premium Bond is reduced by the amount of bond premium that accrues during the period of ownership. As a result,
an owner may realize taxable gain for federal income tax purposes from the sale or other disposition of a Premium
Bond for an amount equal to or less than the amount paid by the owner for that Premium Bond.
Owners of Discount Bonds and Premium Bonds should consult their own tax advisors as to the determination for
federal income tax purposes of the amount of OID or bond premium properly accruable or amortizable in any period
with respect to the Discount Bonds or Premium Bonds and as to other federal tax consequences, and the treatment of
OID and bond premium for purposes of state and local taxes on, or based on, income.
Changes in Federal and State Tax Law
From time to time, there are legislative proposals suggested, debated, introduced or pending in Congress or in the
State legislature that, if enacted into law, could alter or amend one or more of the federal tax matters, or State
tax matters, respectively, described above including, without limitation, the excludability from gross income of
interest on the Bonds, adversely affect the market price or marketability of the Bonds, or otherwise prevent the
holders from realizing the full current benefit of the status of the interest thereon. It cannot be predicted
whether or in what form any such proposal may be enacted, or whether, if enacted, any such proposal would
affect the Bonds. Prospective purchasers of the Bonds should consult their tax advisors as to the impact of any
proposed or pending legislation.
Information Reporting and Backup Withholding
Interest paid on tax-exempt bonds such as the Bonds is subject to information reporting to the Internal Revenue
Service in a manner similar to interest paid on taxable obligations. This reporting requirement does not affect the
excludability of interest on the Bonds from gross income for federal income tax purposes. However, in conjunction
with that information reporting requirement, the Code subjects certain non-corporate owners of the Bonds, under
certain circumstances, to “backup withholding” at the rates set forth in the Code, with respect to payments on the
Bonds and proceeds from the sale of the Bonds. Any amount so withheld would be refunded or allowed as a credit
against the federal income tax of such owner of the Bonds. This withholding generally applies if the owner of the
Bonds (i) fails to furnish the payor such owner’s social security number or other taxpayer identification number
(“TIN”), (ii) furnished the payor an incorrect TIN, (iii) fails to properly report interest, dividends, or other
“reportable payments” as defined in the Code, or (iv) under certain circumstances, fails to provide the payor or such
owner’s securities broker with a certified statement, signed under penalty of perjury, that the TIN provided is correct
and that such owner is not subject to backup withholding. Prospective purchasers of the Bonds may also wish to
consult with their tax advisors with respect to the need to furnish certain taxpayer information in order to avoid
backup withholding.
8
RATINGS
Fitch Ratings, Inc. (“Fitch”) and S&P Global Ratings, a division of Standard & Poor’s Financial Services LLC
(“S&P”), have assigned ratings of “____” and “____,” respectively, to the Bonds. Such ratings reflect only the views
of such organizations, respectively, and any desired explanation of the significance of such ratings should be
obtained from the rating agency furnishing the same, at the following addresses: Fitch at One State Street Plaza,
New York, New York 10004; and S&P at One California Street, 31st Floor, San Francisco, CA 94111. Such ratings
may be revised or withdrawn entirely at any time by Fitch or S&P if, in their judgment, circumstances so warrant.
Any downward revision or withdrawal of such ratings may have an adverse effect on the market price or
marketability of the Bonds. The City will covenant in its continuing disclosure undertaking with respect to the
Bonds that it will file notice of any formal change in any ratings relating to the Bonds. See “CONTINUING
DISCLOSURE” and APPENDIX D – “FORM OF CONTINUING DISCLOSURE UNDERTAKING” herein.
UNDERWRITING
The Bonds will be purchased by the Underwriter at an aggregate purchase price of $_____________ pursuant to a
bond purchase agreement between the City and the Underwriter. The aggregate purchase price reflects
compensation to the Underwriter of $____________. The Bonds may be offered and sold to certain dealers
(including the Underwriter and other dealers depositing Bonds into investment trusts) at prices lower than the public
offering prices stated on the inside front cover page hereof, and such public offering prices may be changed, from
time to time, by the Underwriter. The Underwriter’s obligations are subject to certain conditions precedent, and the
Underwriter will be obligated to purchase all of the Bonds if any Bonds are purchased.
Stifel and its affiliates comprise a full service financial institution engaged in activities which may include sales and
trading, commercial and investment banking, advisory, investment management, investment research, principal
investment, hedging, market making, brokerage and other financial and non-financial activities and services. Stifel
and its affiliates may have provided, and may in the future provide, a variety of these services to the City and to
persons and entities with relationships with the City, for which they received or will receive customary fees and
expenses.
In the ordinary course of these business activities, Stifel and its affiliates may purchase, sell or hold a broad array of
investments and actively trade securities, derivatives, loans and other financial instruments for their own account
and for the accounts of their customers, and such investment and trading activities may involve or relate to assets,
securities and/or instruments of the City (directly, as collateral securing other obligations or otherwise) and/or
persons and entities with relationships with the City.
Stifel and its affiliates may also communicate independent investment recommendations, market color or trading
ideas and/or publish or express independent research views in respect of such assets, securities or instruments and
may at any time hold, or recommend to clients that they should acquire such assets, securities and instruments. Such
investment and securities activities may involve securities and instruments of the City.
RELATIONSHIP AMONG PARTIES
Bond Counsel has previously represented, and is currently representing, the Underwriter with respect to other
financings and has acted or is acting as bond counsel with respect to other bonds underwritten by the Underwriter
and may do so in the future. Bond Counsel also serves and has served as bond counsel for one or more of the
political subdivisions that the City territorially overlaps. Counsel to the Underwriter has previously acted as bond
counsel with respect to other bonds underwritten by the Underwriter and may continue to do so in the future if
requested.
9
CONTINUING DISCLOSURE
The City will covenant for the benefit of the owners of the Bonds to provide certain financial information and
operating data relating to the City by not later than February 1 in each year commencing February 1, 2026 (the
“Annual Reports”), and to provide notices of the occurrence of certain enumerated events (the “Notices of Listed
Events”). The Annual Reports, the Notices of Listed Events and any other document or information required to be
filed by the City as such will be filed with the Municipal Securities Rulemaking Board (the “MSRB”) through the
MSRB’s Electronic Municipal Market Access System, each as described in APPENDIX D – “FORM OF
CONTINUING DISCLOSURE UNDERTAKING.” The specific nature of the information to be contained in the
Annual Reports and the Notices of Listed Events is also set forth in APPENDIX D – “FORM OF CONTINUING
DISCLOSURE UNDERTAKING.” These covenants will be made in order to assist the Underwriter in complying
with the Securities and Exchange Commission’s Rule 15c2-12(b)(5) (the “Rule”). A failure by the City to comply
with these covenants must be reported in accordance with the Rule and must be considered by any broker, dealer or
municipal securities dealer before recommending the purchase or sale of the Bonds in the secondary market.
Consequently, such a failure may adversely affect the transferability and liquidity of the Bonds and their market
price. Pursuant to Arizona Law, the ability of the City to comply with such covenants will be subject to annual
appropriation of funds sufficient to provide for the costs of compliance with such covenants. Should the City not
comply with such covenants due to a failure to appropriate for such purpose, the City has covenanted to provide
notice of such fact to the MSRB. Absence of continuing disclosure, due to non-appropriation or otherwise, could
adversely affect the Bonds and specifically their market price and transferability. [To be updated]
FINANCIAL STATEMENTS
The financial statements of the City as of June 30, 2024 and for its fiscal year then ended, which are included as
APPENDIX E of this Official Statement, have been audited by Baker Tilly, LLP, as stated in its opinion which
appears in APPENDIX E – “CITY OF TOLLESON, ARIZONA – AUDITED ANNUAL FINANCIAL
STATEMENTS FOR THE FISCAL YEAR ENDED JUNE 30, 2024.” The City neither requested nor obtained the
consent of Baker Tilly, LLP to include its report and Baker Tilly, LLP has performed no procedures subsequent to
rendering its opinion on the financial statements.
10
CONCLUDING STATEMENT
To the extent that any statements made in this Official Statement involve matters of opinion or estimates, whether or
not expressly stated to be such, they are made as such and not as representations of fact or certainty and no
representation is made that any of these opinions or estimates have been or will be realized. Information in this
Official Statement has been derived by the City from official and other sources and is believed by the City to be
accurate and reliable. Information other than that obtained from official records of the City has not been
independently confirmed or verified by the City and its accuracy is not guaranteed. Neither this Official Statement
nor any statement that may have been or that may be made orally or in writing is to be construed as part of a contract
with the original purchasers or subsequent owners of the Bonds.
CITY OF TOLLESON, ARIZONA
By:
Mayor
A-1
APPENDIX A
CITY OF TOLLESON, ARIZONA –
GENERAL AND DEMOGRAPHIC INFORMATION
General
The City is a self-contained community approximately 10 miles west of downtown Phoenix, Arizona (“Phoenix”)
encompassing an area of approximately six square miles. The City was founded in 1912 and incorporated in 1929.
The following table illustrates respective population statistics for the City, Maricopa County, Arizona (the “County”)
and the State.
TABLE 2
POPULATION STATISTICS
City of Tolleson, Arizona
City of Tolleson
Maricopa County
State of Arizona
2024 Estimate (a)
8,627
4,726,247
7,621,703
2020 Census
7,262
4,420,568
7,151,502
2010 Census
6,545
3,817,117
6,392,017
2000 Census
4,974
3,072,149
5,130,632
1990 Census
4,434
2,122,101
3,665,339
1980 Census
4,433
1,509,175
2,716,546
(a)
Estimate as of July 2024 (data released December 2024).
Source:
Arizona Office of Economic Opportunity and the U.S. Census Bureau.
Municipal Government and Utilities
The City is managed by a seven-member City Council, which includes a Mayor and a Vice Mayor. The Salt River
Project provides electric service, Qwest provides telephone service and Southwest Gas Corporation provides natural
gas. Water and sewer service is provided by the City, as well as police and fire protection.
A-2
Economy
The City has shifted from a dependence on agriculture to a commercial and industrial base. See the table below for a
list of the major employers within the City.
TABLE 3
MAJOR EMPLOYERS
City of Tolleson, Arizona
Employer
Description
Approximate
Number of
Employees
JBS
Food and Grocery
1,760
Albertsons
Food and Grocery
800
Windigo Logistics
Distribution
680
Pepsi Beverages Company
Food and Grocery
630
SK Food Group
Food and Grocery
550
Tolleson Union High School District No. 214
Education
550
Sysco Food Services of Arizona
Food and Grocery
470
[Taylor Farms Southwest, Inc.]
Food and Grocery
420
Carvana
Retail
400
AutoZone
Retail
400
Source:
Maricopa Association of Governments Employer Database (retrieved March 2025).
The following table illustrates the unemployment rate averages for the City, the County, the State and the United States
of America.
TABLE 4
UNEMPLOYMENT RATE AVERAGES
Calendar
Year
City of
Tolleson (a)
Maricopa
County
State of
Arizona
United
States
2024
1.5%
3.1%
3.6%
4.0%
2023
1.7
3.4
3.9
3.6
2022
1.7
3.3
3.8
3.6
2021
2.4
4.6
5.1
5.3
2020
3.8
7.3
7.8
8.1
(a)
Each year, historical estimates from the Local Area Unemployment Statistics (LAUS) program are revised to
reflect new population controls from the Census Bureau, updated input data, and re-estimation. The data for
model-based areas also incorporate new seasonal adjustment, and the unadjusted estimates are controlled to
new census division and U.S. totals. Sub-state area data subsequently are revised to incorporate updated inputs,
re-estimation, and controlling to new statewide totals.
Source:
Arizona Office of Economic Opportunity, in cooperation with the U.S. Department of Labor, Bureau of
Labor Statistics.
A-3
Commerce
The following table illustrates the past five years of sales tax collections.
TABLE 5
SALES TAX COLLECTIONS
City of Tolleson, Arizona
($000s omitted)
Fiscal
Year
Amount
2023/24
$50,535
2022/23
43,718
2021/22
43,926
2020/21
32,949
2019/20
26,297
Source:
Arizona Department of Revenue, Municipal Privilege Tax Collection Program.
B-1
APPENDIX B
CITY OF TOLLESON, ARIZONA –
FINANCIAL INFORMATION
PROPERTY TAXES
As described under the heading “SECURITY AND SOURCES OF PAYMENT OF THE BONDS,” the City will be
required by law to levy or to cause to be levied on all the taxable property in the City a continuing, direct, annual, ad
valorem property tax sufficient to pay all principal, interest, and costs of administration for the Bonds as the same
become due. The State’s ad valorem property tax levy and collection procedures are summarized under this heading
“PROPERTY TAXES.”
Taxable Property
Real property and improvements and personal property are either valued by the Assessor of the County or the
Arizona Department of Revenue (the “Department of Revenue”). Property valued by the Assessor of the County is
referred to as “locally assessed” property and generally encompasses residential, agricultural and traditional
commercial and industrial property. Property valued by the Department of Revenue is referred to as “centrally
valued” property and generally includes large mine and utility entities.
Locally assessed property is assigned two values: Full Cash Value and Limited Property Value (both as defined
herein). Centrally valued property is assigned one value: Full Cash Value.
Full Cash Value
In the context of a specific property parcel, full cash value (“Full Cash Value”) is statutorily defined to mean “the
value determined as prescribed by statute” or if a statutory method is not prescribed it is “synonymous with market
value which means the estimate of value that is derived annually by using standard appraisal methods and
techniques,” which generally include the market approach, the cost approach and the income approach. In valuing
locally assessed property, the Assessor of the County generally uses a cost approach to value commercial/industrial
property and a market approach to value residential property. In valuing centrally valued property, the Department
of Revenue begins generally with information provided by taxpayers and then applies procedures provided by State
law. State law allows taxpayers to appeal such Full Cash Values by providing evidence of a lower value, which may
be based upon another valuation approach. Full Cash Value is used as the ceiling for determining Limited Property
Value. Unlike Limited Property Value, increases in Full Cash Value are not limited.
Limited Property Value
In the context of a specific property parcel, limited property value (“Limited Property Value”) is a property value
determined pursuant to the Arizona Constitution and the Arizona Revised Statutes. Except as described in the next
sentence, for locally assessed property in existence in the prior year, Limited Property Value is limited to the lesser
of Full Cash Value or an amount 5% greater than Limited Property Value determined for the prior year for such
specific property parcel. In the following circumstances, Limited Property Value is established at a level or
percentage of Full Cash Value that is comparable to that of other properties of the same or a similar use or
classification: property that was erroneously totally or partially omitted from the property tax rolls in the preceding
tax year, except as a result of the matters described in this sentence; property for which a change in use has occurred
since the preceding tax year and property that has been modified by construction, destruction, or demolition since
the preceding valuation year such that the total value of the modification is equal to or greater than fifteen percent of
the Full Cash Value. (Limited Property Value of property that has been split, subdivided or consolidated varies
depending on when the change occurred.) A separate Limited Property Value is not provided for centrally valued
property.
B-2
Full Cash Value and Limited Property Value for Taxing Jurisdictions
The Full Cash Value in the context of a taxing jurisdiction is the sum of the Full Cash Value associated with each
parcel of property in the jurisdiction. Full Cash Value of the jurisdiction is the basis for determining constitutional
and statutory debt limits for certain political subdivisions in Arizona, including the City.
The Limited Property Value in the context of a taxing jurisdiction is the sum of the Limited Property Value
associated with each parcel of locally assessed property within the jurisdiction plus the sum of the Full Cash Value
associated with each parcel of centrally valued property within the jurisdiction. Limited Property Value of the
jurisdiction is used as the basis for levying both primary and secondary taxes. See “Primary Taxes” and “Secondary
Taxes” below.
Property Classification and Assessment Ratios
All property, both real and personal, is assigned a classification (defined by property use) and related assessment
ratio that is multiplied by the Limited Property Value or Full Cash Value of the property, as applicable, to obtain the
“Limited Assessed Property Value” and the “Full Cash Assessed Value,” respectively.
The assessment ratios for each property classification are set forth by tax year in the following table.
TABLE 6
Property Tax Assessment Ratios (Tax Year)
Property Classification (a)
2021
2022
2023
2024
2025
Mining, utilities, commercial and industrial (b)
18%
17.5%
17%
16.5%
16%
Agricultural and vacant land
15
15
15
15
15
Owner occupied residential
10
10
10
10
10
Leased or rented residential
10
10
10
10
10
Railroad, private car company and airline
flight property (c)
15
15
14
14
13
(a)
Additional classes of property exist, but seldom amount to a significant portion of a municipal body’s total
valuation.
(b)
The assessment ratio for this property classification will decrease to 15.5% for tax year 2026 and 15% for
each tax year thereafter.
(c)
This percentage is determined annually pursuant to Section 42-15005, Arizona Revised Statutes.
Source:
State and County Abstract of the Assessment Roll, Arizona Department of Revenue; 2025 Final Property
Class Summary, Arizona Department of Revenue.
Primary Taxes
Per State statute, taxes levied for the maintenance and operation of counties, cities, towns, school districts,
community college districts and the State are “primary taxes.” Primary taxes are levied against Net Limited
Assessed Property Value (as defined herein). “Net Limited Assessed Property Value” is determined by excluding
the value of property exempt from taxation from Limited Assessed Property Value of locally assessed property and
from Full Cash Assessed Value of centrally valued property and combining the resulting two amounts.
The primary taxes levied by each county, city, town and community college district are constitutionally limited to a
maximum increase of 2% over the maximum allowable prior year’s levy limit plus any taxes on property not subject
to taxation in the preceding year (e.g., new construction and property brought into the jurisdiction because of
annexation). The 2% limitation does not apply to primary taxes levied on behalf of school districts.
B-3
The combined taxes on owner occupied residential property only, for purposes other than voter-approved bond
indebtedness and overrides and certain special district assessments, are constitutionally limited to 1% of the Limited
Property Value of such property. This constitutional limitation on the combined tax levies for owner occupied
residential property is implemented by reducing the school district’s taxes. To offset the effects of reduced school
district property taxes, the State compensates the school district by providing additional State aid.
Secondary Taxes
Per State statute, taxes levied for payment of bonds like the Bonds, voter-approved budget overrides, the
maintenance and operation of special purpose districts such as sanitary, fire, road improvement, water conservation
and career technical education districts, and taxes levied by school districts for qualified desegregation expenditures
are “secondary taxes.” Like primary taxes, secondary taxes are also levied against Net Limited Assessed Property
Value. There is no constitutional or statutory limitation on annual levies for voter-approved bond indebtedness and
overrides and certain special district assessments.
Calculating Debt Limitations
Net Full Cash Assessed Value is determined by excluding the value of property exempt from taxation from Full
Cash Assessed Value of both locally assessed and centrally valued property and combining the resulting two
amounts. Net Full Cash Assessed Value is the basis for determining bonded debt limitations for certain political
subdivisions in Arizona, including the City.
Tax Procedures
The State tax year has been defined as the calendar year, notwithstanding the fact that tax procedures begin prior to
January 1 of the tax year and continue through May of the succeeding calendar year.
On or before the third Monday in August each year the Board of Supervisors of the County prepares the tax roll
setting forth certain valuations by taxing district of all property in the County subject to taxation. The tax roll is then
forwarded to the treasurer of the County (the “Treasurer”). (The Assessor of the County is required to have
completed the assessment roll by December 15th of the year prior to the levy. This roll identifies the valuation and
classification of each parcel located within the County for the tax year.)
Property owners may file an appeal with the Assessor of the County to request a review of the Assessor of the
County’s determination of the Full Cash Value and legal classification of their property. Once the appeals process is
complete, the Assessor of the County, if necessary, corrects the tax roll based upon the appeal decisions and sends
the corrected values to each taxing jurisdiction (cities, including the City, school districts, community colleges and
special districts such as fire and health).
With the various budgetary procedures having been completed by the governmental entities, the appropriate tax rate
for each jurisdiction is then levied upon each non-exempt parcel of property in order to determine the total tax owed
by each property owner. Any subsequent decrease in the value of the tax roll due to appeals through the process
described above or other reasons reduces the amount of taxes received by each jurisdiction.
The property tax lien on real property attaches on January 1 of the year the tax is levied. Such lien is prior and
superior to all other liens and encumbrances on the property subject to such tax except liens or encumbrances held
by the State or liens for taxes accruing in any other years. Set forth below is a record of property taxes levied and
collected in the City for a portion of the current fiscal year and all of the previous five fiscal years.
B-4
TABLE 7
Property Taxes Levied and Collected (a)
City of Tolleson, Arizona
(a)
Taxes are collected by the Treasurer. Taxes are levied by the Board of Supervisors of the County as required
by Arizona Revised Statutes. Delinquent taxes are subject to an interest and penalty charge of 16% per
annum, which is prorated at a monthly rate of 1.33%. Interest and penalty collections for delinquent taxes
are not included in the collection figures above, but are deposited in the County’s General Fund. Interest
and penalties with respect to the first half tax collections (delinquent November 1) are waived if the full
year’s taxes are paid by December 31.
(b)
2024/25 taxes in course of collection:
First installment due 10-01-24, delinquent 11-01-24;
Second installment due 03-01-25, delinquent 05-01-25.
Source:
Office of Budget and Finance of the County.
SRP In Lieu Contribution
SPECIAL NOTE: The assessed value of property owned by the Salt River Project Agricultural Improvement and
Power District (“SRP”) is not included in the assessed value of the City in the prior table or in any other valuation
information set forth in this Official Statement. Because of SRP’s quasi-governmental nature, property owned by
SRP is exempt from property taxation.
However, SRP may elect each year to make voluntary contributions in lieu of property taxes with respect to certain
of its electrical facilities (the “SRP Electric Plant”). If SRP elects to make the in lieu contribution for the year, the
Full Cash Value of the portion of the SRP Electric Plant located within the City and the in lieu contribution amount
is determined in the same manner as the Full Cash Value and property taxes owed is determined for similar non-
governmental public utility property, with certain special deductions.
If SRP elected not to make such contributions, the City would be required to contribute funds from other sources or
levy an increased tax rate on all other taxable property to provide sufficient amounts to pay debt service on the
Bonds. If after electing to make the in lieu contribution, SRP then failed to make the in lieu contribution when due,
the Treasurer and the City have no recourse against the property of SRP and there may be a delay in the payment of
that portion of the debt service on the Bonds that would have been paid by SRP’s in lieu contribution.
Since 1964, when the in lieu contribution was originally authorized by the Arizona Revised Statutes, SRP has always
elected to make the in lieu contribution. The fiscal year 2024/25 Net Limited Assessed Property Valuation
equivalent of SRP within the City is $6,919,028, which represents approximately 2.19% of the combined fiscal year
2024/25 Net Limited Assessed Property Valuation in the City.
Adjusted
Collected to June 30th
Adjusted
Adopted
City
of Initial Fiscal Year
City Tax
Fiscal
City
City
Tax Levy as
% of Adj.
Levy as of
Year
Tax Rate
Tax Levy
of June 30th
Amount
Levy
1/31/2025
Amount
2024/25
2.6796
$
8,473,177
$
(b)
(b)
(b)
8,427,827
$
5,502,531
$
65.29
2023/24
2.6421
7,846,675
7,785,119
$
7,738,980
$
99.41
7,785,112
7,778,536
99.92
2022/23
2.6796
7,509,399
7,431,622
7,388,286
99.42
7,381,603
7,366,005
99.79
2021/22
2.7476
7,243,168
7,302,728
7,230,004
99.00
7,251,618
7,250,762
99.99
2020/21
3.5259
8,651,852
8,594,928
8,463,805
98.47
8,698,199
8,697,659
99.99
2019/20
3.7169
8,542,642
8,463,442
8,396,461
99.21
8,384,468
8,384,240
100.00
Levy
Cumulative Collections
to January 31, 2025
% of Adj.
%
%
B-5
Delinquent Tax Procedures
The property taxes due the City are billed, along with State and other taxes, each September and are due and payable
in two installments on October 1 and March 1 and become delinquent on November 1 and May 1, respectively.
Delinquent taxes are subject to an interest penalty of 16% per annum prorated monthly as of the first day of each
subsequent month. (Delinquent interest is waived if a taxpayer, delinquent as to the November 1 payment, pays the
entire year’s tax bill by December 31.) After the close of the tax collection period, the Treasurer prepares a
delinquent property tax list and the property so listed is subject to a tax lien sale in February of the succeeding year.
In the event that there is no purchaser for the tax lien at the sale, the tax lien is assigned to the State, and the property
is reoffered for sale from time to time until such time as it is sold, subject to redemption, for an amount sufficient to
cover all delinquent taxes.
After three years from the sale of the tax lien, the tax lien certificate holder may bring an action in a court of
competent jurisdiction to foreclose the right of redemption and, if the delinquent taxes plus accrued interest are not
paid by the owner of record or any entity having a right to redeem, a judgment is entered ordering the Treasurer to
deliver a treasurer’s deed to the certificate holder as prescribed by law.
Chapter 176, Laws of Arizona 2024 (commonly referred to by its original bill number as “SB 1431”) revises the
redemption and foreclosure process for tax lien certificate holders whereby a delinquent taxpayer may request an
entry of judgment directing the sale of the property for excess proceeds. If a delinquent taxpayer requests an excess
proceeds sale, and an entry of judgment is granted to direct such excess proceeds sale, a tax lien certificate holder’s
potential financial return on the subject tax lien eligible for foreclosure may decrease relative to the tax lien
certificate holder’s potential financial return on such tax lien prior to the enactment of SB 1431. Therefore, in
connection with the new excess proceeds sale process instituted by SB 1431, it is reasonable to conclude that “tax
sale investors” may be less willing to purchase tax liens. The effective date of SB 1431 was September 14, 2024.
None of the City, the Underwriter or the counsel or agents of either of them, are able to determine or predict what
impact, if any, SB 1431 will have on property tax collections in the City.
In the event of bankruptcy of a taxpayer pursuant to the United States Bankruptcy Code (the “Bankruptcy Code”),
the law is currently unsettled as to whether a lien can attach against the taxpayer’s property for property taxes levied
during the pendency of bankruptcy. Such taxes might constitute an unsecured and possibly non-interest bearing
administrative expense payable only to the extent that the secured creditors of a taxpayer are oversecured, and then
possibly only on the prorated basis with other allowed administrative claims. It cannot be determined, therefore,
what adverse impact bankruptcy might have on the ability to collect ad valorem taxes on property of a taxpayer
within the City. Proceeds to pay such taxes come only from the taxpayer or from a sale of the tax lien on delinquent
property.
When an owner of land or property within the City (a “debtor”) files or is forced into bankruptcy, any act to obtain
possession of the debtor’s estate, any act to create or perfect any lien against the property of the debtor or any act to
collect, assess or recover a claim against the debtor that arose before the commencement of the bankruptcy is stayed
pursuant to the Bankruptcy Code. While the automatic stay of a bankruptcy court may not prevent the sale of tax
liens against the real property of a bankrupt taxpayer, the judicial or administrative foreclosure of a tax lien against
the real property of a debtor would be subject to the stay of bankruptcy court. It is reasonable to conclude that “tax
sale investors” may be reluctant to purchase tax liens under such circumstances, and, therefore, the timeliness of the
payment of post-bankruptcy petition tax collections becomes uncertain.
It cannot be determined what impact any deterioration of the financial conditions of any taxpayer, whether or not
protection under the Bankruptcy Code is sought, may have on payment of or the secondary market for the Bonds.
None of the City, the Underwriter or their respective agents or consultants has undertaken any independent
investigation of the operations and financial condition of any taxpayer, nor have they assumed responsibility for the
same.
In the event the County is expressly enjoined or prohibited by law from collecting taxes due from any taxpayer, such
as may result from the bankruptcy of a taxpayer, any resulting deficiency could be collected in subsequent tax years
by adjusting the City’s tax rate charged to non-bankrupt taxpayers during such subsequent tax years.
B-6
ASSESSED VALUATIONS AND TAX RATES
TABLE 8
Direct and Overlapping Net Limited Assessed Property Values and Tax Rates (a)
Per $100 Net Limited Assessed Property Value
(a)
The following overlapping jurisdictions are taxed as follows:
(b)
The assessed value of the Maricopa County Flood Control District does not include the personal property
assessed valuation of the County.
(c)
Value shown for the Central Arizona Water Conservation District covers only the County portion of such
District. (See footnote (b) to TABLE 16.)
Source:
Property Tax Rates and Assessed Values, Arizona Tax Research Association and Office of Budget and
Finance of the County.
2024/25
Total Tax
2024/25
Rate Per $100
Net Limited
Net Limited
Assessed
Assessed
Overlapping Jurisdiction
Property Value
Property Value
State of Arizona
88,425,611,337
$
$0.0000
Maricopa County
58,328,686,358
1.1591
Maricopa County Community College District
58,328,686,358
1.1047
Maricopa County Fire District Assistance Tax
58,328,686,358
0.0080
Maricopa County Special Health Care District
58,328,686,358
0.2665
Maricopa County Library District
58,328,686,358
0.0470
Maricopa County Flood Control District (b)
53,876,587,196
0.1470
Central Arizona Water Conservation District (c)
58,328,686,358
0.1400
Tolleson Elementary School District No. 17
294,962,589
4.0299
Tolleson Union High School District No. 214
1,928,260,874
4.6994
Western Maricopa Education Center District No. 402
22,530,836,261
0.1825
City of Tolleson
315,791,338
2.6796
Tax Rate
Overlapping Jurisdiction
Per Acre
Buckeye Water Conservation District
$15.0400 / acre
McMicken Irrigation District
2.0875 / acre
Roosevelt Irrigation District
37.3600 / acre
St. John's Irrigation District
83.0811 / acre
B-7
TABLE 9
Net Limited Assessed Property Value by Property Classification (a)
City of Tolleson, Arizona
(a)
Totals may not add up due to rounding.
Source:
State and County Abstract of the Assessment Roll, Arizona Department of Revenue.
TABLE 10
Net Limited Assessed Property Value of Major Taxpayers
City of Tolleson, Arizona
(a)
Some of such taxpayers or their parent corporations are subject to the informational requirements of the
Securities Exchange Act of 1934, as amended, and in accordance therewith file reports, proxy statements and
other information with the Securities and Exchange Commission (the “Commission”). Such reports, proxy
statements and other information (collectively, the “Filings”) may be inspected, copied and obtained at
prescribed rates at the Commission’s public reference facilities at 100 F Street, N.E., Washington, D.C.
20549-2736. In addition, the Filings may also be inspected at the offices of the New York Stock Exchange at
20 Broad Street, New York, New York 10005. The Filings may also be obtained through the Internet on the
Commission’s EDGAR data base at http://www.sec.gov. No representative of the City, the Underwriter,
Bond Counsel or counsel to the Underwriter has examined the information set forth in the Filings for
accuracy or completeness, nor does any such representative assume responsibility for the same.
Source:
The Assessor of the County.
Class
2024/25
2023/24
2022/23
2021/22
2020/21
Commercial, Industrial, Utilities & Mines
283,738,084
$
266,615,587
$
251,861,556
$
234,412,674
$
221,936,684
$
Agricultural and Vacant
5,651,761
7,001,016
6,682,706
7,620,013
4,420,743
Residential (owner occupied)
10,214,662
9,492,870
8,945,179
8,519,768
7,989,792
Residential (rental)
14,540,613
10,207,328
7,756,068
6,741,709
11,373,501
Railroad
797,849
821,969
728,731
567,825
624,068
Historical Property
848,369
793,515
762,701
739,299
663,585
Totals (a)
315,791,338
$
294,932,285
$
276,736,941
$
258,601,288
$
247,008,373
$
2024/25
2024/25
Net Limited
Net Limited
Assessed
Assessed
Major Taxpayer (a)
Property Value
Property Value
CLNC NNN Alberts AZ LLC
13,235,573
$
4.19
FR CAL 3 Tolleson Buckeye LLC
12,292,217
3.89
Smiths Food & Drug Centers Inc
11,756,126
3.72
Prologis-Exchange Westside Business Park LLC
8,949,436
2.83
SVC Manufacturing Inc
8,658,433
2.74
CSHV TCP E LLC
6,984,917
2.21
CI448 W Jefferson LLC
6,310,788
2.00
Price Company
6,221,220
1.97
Greater Arizona Auto Auctions Inc
5,358,412
1.70
Tolleson 70 LLC
5,331,878
1.69
85,099,001
$
26.95
As % of
%
%
B-8
TABLE 11
Comparative Net Limited Assessed Property Values
Source:
State and County Abstract of the Assessment Roll, Arizona Department of Revenue and Property Tax
Rates & Assessed Values, Arizona Tax Research Association.
TABLE 12
Estimated Net Full Cash Value History
City of Tolleson, Arizona
(a)
Estimated Net Full Cash Value is the total market value of the property within the City less the estimated Full
Cash Value of property exempt from taxation within the City.
Source:
State and County Abstract of the Assessment Roll, Arizona Department of Revenue.
Fiscal
City of
Maricopa
State of
Year
Tolleson
County
Arizona
2024/25
315,791,338
$
58,328,686,358
$
88,425,611,337
$
2023/24
294,932,285
54,722,310,149
83,026,514,349
2022/23
276,736,941
51,575,018,185
78,415,651,030
2021/22
258,601,288
48,724,126,672
74,200,360,570
2020/21
247,008,373
45,704,969,813
69,914,763,468
Estimated
Fiscal
Net Full Cash
Year
Value (a)
2024/25
3,959,623,756
$
2023/24
3,239,454,350
2022/23
2,501,823,720
2021/22
2,376,176,675
2020/21
2,207,611,491
B-9
DIRECT AND OVERLAPPING BONDED INDEBTEDNESS
TABLE 13
Current Year Statistics (For Fiscal Year 2024/25)
City of Tolleson, Arizona
Net Limited Assessed Property Value
$ 315,791,338
Net Full Cash Assessed Value
602,668,607
Estimated Net Full Cash Value
3,959,623,756
Total General Obligation Bonds Outstanding and to be Outstanding
$ 35,122,369*(a)
Total Pledged Revenue Obligations Outstanding
3,730,000
The City’s preliminary fiscal year 2025/26 Net Full Cash Assessed Value is estimated at $649,864,226, an increase
of approximately 7.8% from the fiscal year 2024/25 Net Full Cash Assessed Value. The City’s preliminary fiscal
year 2025/26 Net Limited Assessed Property Value is estimated at $326,465,429, an increase of approximately 3.4%
from the fiscal year 2024/25 Net Limited Assessed Property Value. The City’s preliminary fiscal year 2025/26
Estimated Net Full Cash Value is estimated at $4,328,015,708, an increase of approximately 9.3% from the fiscal
year 2024/25 Estimated Net Full Cash Value. The values are subject to positive or negative adjustments until
approved by the Board of Supervisors of the County on or before August 18, 2025.
* Subject to change.
(a)
Includes the Bonds. See footnotes (b) and (c) to TABLE 15 for a description of the treatment of certain
proceeds of the Bonds and other general obligation bonds of the City for State debt limit purposes.
Source:
State and County Abstract of the Assessment Roll, Arizona Department of Revenue and Office of Budget
and Finance of the County.
TABLE 14A
Direct General Obligation Bonded Debt Outstanding and to be Outstanding
City of Tolleson, Arizona
* Subject to change.
(a)
See footnotes (b) and (c) to TABLE 15 for a description of the treatment of certain proceeds of the Bonds and
other general obligation bonds of the City for State debt limit purposes.
Final
Balance
Maturity
Outstanding
Issue
Original
Date
and to be
Series
Amount
Purpose
(July 1)
Outstanding*
2009
5,600,000
$
WIFA Loan
2029
1,757,369
$
2019
10,850,000
Construction and improvements
2038
8,900,000
2020
3,820,000
Water projects
2030
2,165,000
2020 REF
2,665,000
Refunding
2029
1,300,000
Total General Obligation Bonded Debt Outstanding
14,122,369
$
Plus: The Bonds
21,000,000
Total General Obligation Bonded Debt Outstanding and to be Outstanding
35,122,369
$
(a)
B-10
TABLE 14B
Pledged Revenue Obligations Outstanding
City of Tolleson, Arizona
Direct Bonded Debt, Legal Limitation and Unused Borrowing Capacity
City of Tolleson, Arizona
Under the provisions of the Arizona Constitution, outstanding general obligation bonded debt for combined water,
sewer, light, parks and open space, transportation and public safety purposes may not exceed 20% of a city’s Net
Full Cash Assessed Value, nor may outstanding general obligation bonded debt for all other purposes exceed 6% of
a city’s Net Full Cash Assessed Value.
TABLE 15
* Subject to change.
(a)
Includes the Bonds.
(b)
This amount reduces in equal amount the borrowing capacity of the City under State statutes and the Arizona
Constitution (as described under the heading “THE BONDS – Authorization and Use of Funds”). The
principal amount authorized at the Election will be reduced by a total of $21,000,000*. The City’s
borrowing capacity, but not authorization, will be recaptured as premium is amortized.
(c)
This amount of unamortized premium on certain of the City’s outstanding general obligations bonds issued
after August 2016 is treated as described in footnote (b) above.
Final
Maturity
Issue
Original
Date
Balance
Series
Amount
Purpose
(July 1)
Outstanding
2020
$4,605,000
Refunding
2029
2,760,000
$
Total Pledged Revenue Obligations Outstanding
2,760,000
$
Total 6% General Obligation
Bonding Capacity
36,160,116
$
Total 20% General Obligation
Bonding Capacity
120,533,721
$
Less: 6% General Obligation
Bonds Outstanding
(10,200,000)
(a)
Less: 20% General Obligation
Bonds Outstanding
(24,922,369)
(a)
Less: Original Issue Premium for the Bonds
-
(b)
Less: Original Issue Premium for the Bonds
-
(b)
Less: Unamortized Net Original Issue
Premium of Prior Bonds
(545,484)
Less: Unamortized Net Original Issue
Premium of Prior Bonds
(149,866)
(c)
Net 6% General Obligation
Bonding Capacity
25,414,632
$
Net 20% General Obligation
Bonding Capacity
95,461,486
$
Total Capacity
120,876,118
$
General Municipal Purpose Bonds
Water, Light, Sewer, Open Space, Public Safety, Law Enforcement,
Fire and Emergency Services, Park, Street and Transportation
Facilities Bonds
*
*
*
*
*
*
*
B-11
TABLE 16
Direct and Overlapping General Obligation Bonded Debt
City of Tolleson, Arizona
* Subject to change.
(a)
Proportion applicable to the City is computed on the ratio of Net Limited Assessed Property Value for
2024/25.
(b)
Includes total stated principal amount of general obligation bonds outstanding. Does not include
outstanding principal amount of certificates of participation, revenue obligations or loan obligations
outstanding for the jurisdictions listed above. Does not include outstanding principal amounts of various
County improvement districts, as the bonds of these districts are presently being paid from special
assessments against property within the various improvement districts.
Does not include presently authorized but unissued general obligation bonds of such jurisdictions which may
be issued in the future as indicated in the following table. Additional bonds may also be authorized by voters
within overlapping jurisdictions pursuant to future elections.
General
Proportion Applicable
Obligation
to the City (a)
Bonded
Approximate
Net Debt
Overlapping Jurisdiction
Debt (b)
Percent
Amount
State of Arizona
None
0.36
None
Maricopa County
None
0.54
None
Maricopa County Community College District
57,615,000
$
0.54
311,121
$
Maricopa County Special Health Care District
544,135,000
0.54
2,938,329
Tolleson Elementary School District No. 17
35,015,000
71.74
25,119,281
Fowler Elementary School District No. 45
11,620,000
10.64
1,236,042
Littleton Elementary School District No. 65
42,400,000
13.64
5,785,221
Tolleson Union High School District No. 214
374,045
16.93
63,328
Western Maricopa Education Center District No. 402
98,510,000
1.40
1,379,140
City of Tolleson (c)
35,122,369
100.00
35,122,369
Net Direct and Overlapping General Obligation Bonded Debt
71,954,830
$
%
*
*
*
B-12
General Obligation Bonds
Overlapping Jurisdiction
Authorized but Unissued
Tolleson Elementary School District No. 17
$10,000,000
Fowler Elementary School District No. 45
18,000,000
Tolleson Union High School District No. 214
125,000,000
City of Tolleson (d)
45,120,000*
Also does not include the obligation of the Central Arizona Water Conservation District (“CAWCD”) to the
United States Department of the Interior (the “Department of the Interior”), for repayment of certain capital
costs for construction of the Central Arizona Project (“CAP”), a major reclamation project that has been
substantially completed by the Department of the Interior. The obligation is evidenced by a master contract
between CAWCD and the Department of the Interior. In April 2003, the United States and CAWCD agreed
to settle litigation over the amount of the construction cost repayment obligation, the amount of the respective
obligations for payment of the operation, maintenance and replacement costs and the application of certain
revenues and credits against such obligations and costs. Under the agreement, CAWCD’s obligation for
substantially all of the CAP features that have been constructed so far will be set at $1.646 billion, which
amount assumes (but does not mandate) that the United States will acquire a total of 667,724 acre feet of
CAP water for federal purposes. The United States will complete unfinished CAP construction work related
to the water supply system and regulatory storage stages of CAP at no additional cost to CAWCD. Of the
$1.646 billion repayment obligation, 73% will be interest bearing and the remaining 27% will be non-interest
bearing. These percentages will be fixed for the entire 50-year repayment period, which commenced October
1, 1993. CAWCD is a multi-county water conservation district having boundaries coterminous with the
exterior boundaries of Arizona’s Maricopa, Pima and Pinal Counties. It was formed for the express purpose
of paying administrative costs and expenses of the CAP and to assist in the repayment to the United States of
the CAP capital costs. Repayment will be made from a combination of power revenues, subcontract revenues
(i.e., agreements with municipal, industrial and agricultural water users for delivery of CAP water) and a tax
levy against all taxable property within CAWCD’s boundaries. At the date of this Official Statement, the tax
levy is limited to 14 cents per $100 of Net Limited Assessed Property Value, of which 14 cents is being levied.
(See Sections 48-3715 and 48-3715.02, Arizona Revised Statutes.) There can be no assurance that such levy
limit will not be increased or removed at any time during the life of the contract.
(c)
Includes the Bonds.
(d)
Reflects reduction in authorization from the Election in connection with the issuance of the Bonds.
Source:
The various entities, State and County Abstract of the Assessment Roll, Arizona Department of Revenue
and the Assessor of the County.
* Subject to change.
B-13
TABLE 17
Direct and Overlapping General Obligation Bonded Debt Ratios
City of Tolleson, Arizona
As % of
As % of
Per Capita
City’s
City’s
Bonded Debt
2024/25
2024/25
Population
Net Limited
Estimated
Estimated
Assessed
Net Full
@ 8,627
Property Value
Cash Value
Net Direct General Obligation Bonded Debt*(a)
$4,071.21
11.21%
0.89%
Net Direct and Overlapping General
Obligation Debt*(a)
8,340.65
22.79
1.82
* Subject to change.
(a)
Includes the Bonds.
Source:
State and County Abstract of the Assessment Roll, Arizona Department of Revenue, the Arizona Office
of Economic Opportunity, and the City.
Other Obligations
City of Tolleson, Arizona
Approximate
Payment
Item
Amount
Payments
[City to provide]
B-14
CITY EMPLOYEE RETIREMENT SYSTEM
Retirement Benefits
The City contributes to the retirement plans described below and as referenced in Note 9 in APPENDIX E – “CITY
OF TOLLESON, ARIZONA – AUDITED ANNUAL FINANCIAL STATEMENTS FOR THE FISCAL YEAR
ENDED JUNE 30, 2024.” Benefits are established by State statute and, depending on the plan, provide retirement,
death, long-term disability, survivor and health insurance premium benefits. Both the City and each covered
employee contribute to the plans. The City also participates in the Elected Officials Retirement Plan (“EORP”).
Each of the plans has reported increases in its unfunded liabilities. The increases in unfunded liabilities is
expected to result in increased future annual contributions by the City and its employees; however the
specific impact on the City’s and its employees’ future contributions cannot be determined at this time.
The Governmental Accounting Standards Board (“GASB”) adopted Statement No. 68, Accounting and Financial
Reporting for Pensions, which requires that cost-sharing employers report their “proportionate share” of a plan’s net
pension liability in their government-wide financial statements and that the cost-sharing employer’s pension expense
component include its proportionate share of the system’s pension expense, the net effect of annual changes in the
employer’s proportionate share and the annual differences between the employer’s actual contributions and its
proportionate share. GASB’s Statement No. 67, Financial Reporting for Pensions, is designed to improve financial
reporting by state and local governmental pension plans.
Starting on page 57 in APPENDIX E – “CITY OF TOLLESON, ARIZONA – AUDITED ANNUAL FINANCIAL
STATEMENTS FOR THE FISCAL YEAR ENDED JUNE 30, 2024” is information about the plans based on
GASB’s Statements Nos. 67 and 68. Please refer to APPENDIX E for more specific information about the plans. In
the case of any difference between what is here versus what is in APPENDIX E, the latter supersedes the former.
The Arizona State Retirement System (“ASRS”). ASRS is a multiple-employer defined benefit pension plan, a
multiple-employer defined benefit health insurance premium benefit plan, and a multiple-employer defined benefit
long-term disability plan for approximately 650,000 Arizona public employees including qualified employees of the
State, municipal governments, counties and K-12 education agencies. As of June 30, 2024, the unfunded liability
for ASRS was $18.5 billion with a funding ratio of 73.1% and an assumed earning rate of 7.0%. As of June 30,
2024, the City reported a liability of $21,924,847 for its proportionate share of the net pension liability under ASRS.
Pursuant to State statute, the contribution rate for the employer (the City) and active members of ASRS are equal.
For Fiscal Year 2025/26, the actuarially determined contribution rate for the City and active members of ASRS is
12.00% (11.86% for retirement and health insurance and 0.14% for long-term disability).
The table below shows recent actuarially determined contribution rates that the active ASRS members and the City
are/were required to contribute, the plan’s funded status and the pension contributions under ASRS for the current
and past four Fiscal Years.
Fiscal
Year Ended
Retirement and
Health
Insurance
Premiums
Long-term
Disability
Total
Contribution
Rate
Funded Status
Pension
Contributions
June 30, 2026
11.86%
0.14%
12.00%
unavailable
unavailable
June 30, 2025
12.12
0.15
12.27
unavailable
unavailable
June 30, 2024
12.14
0.15
12.29
74.0%
$4,652,109
June 30, 2023
12.03
0.14
12.17
73.1
4,547,185
June 30, 2022
12.22
0.19
12.41
72.7
2,935,968
B-15
The Public Safety Personnel Retirement System (“PSPRS”). PSPRS is an agent multiple-employer defined
benefit pension plan and an agent multiple employer defined benefit health insurance premium benefit plan that
covers public safety personnel who are regularly assigned to hazardous duties for which the Arizona State
Legislature establishes active plan members’ contribution rates and member benefits. This is not a “pooled” system
– a separate account exists for the police and fire employees of each participating political subdivision. In total,
there are 258 individual plans in PSPRS. Each plan has its own financial condition, funding status, etc. which varies
greatly across the system.
A 2016 amendment to the State constitution (“Prop 124”) created an exception to the prohibition in the Constitution
against diminishing or impairing public retirement system benefits by allowing for certain adjustments to PSPRS
and preserved the State’s legislative ability to modify public retirement benefits. Prop 124 allowed for, among other
things, the replacement of permanent benefit increases then required by law with COLA (defined below) provisions
tied to the regional consumer price indexes.
PSPRS active membership is comprised of three separate “tiers” based on date of hire which are shown in the
following table.
“Tier 1” Members
“Tier 2” Members
“Tier 3” Members
Hired into PSPRS position before
January 1, 2012
Hired into PSPRS position on or
after January 1, 2012 and
before July 1, 2017
Hired into PSPRS position on or
after July 1, 2017
The different tiers have different types of plans. Tier 1 members have a defined benefit plan, Tier 2 members have a
defined benefit or defined benefit hybrid plan and Tier 3 members have a defined contribution, defined benefit or
defined benefit hybrid plan. (The hybrid plan is a pension with an additional defined contribution tax-deferred
retirement savings account for Tier 2 and Tier 3 members who do not contribute to Social Security). For Tier 1 and
Tier 2 members, the type of plan is determined automatically. For Tier 3 members the type of plan is an irrevocable
career choice with a default to a defined benefit plan after 90 days. The actuarially determined employer
contribution rate varies among the different tiers and the different types of plans as shown in the tables below.
As of June 30, 2023, the unfunded liability for Tiers 1 and 2 of PSPRS was $7.4 billion with a funding ratio of
66.3%. When calculating, an assumed earning rate of 7.2% was used and an assumed rate of 1.75% was used for
increases in the cost of living allowance (“COLA”).
The following tables show the actuarially determined annual contribution rates, funded status and total audited
contribution amounts for PSPRS.
Fire
Fiscal Year Ended
6/30/2026
6/30/2025
6/30/2024
6/30/2023
6/30/2022
Contribution Rates*
Tier 1 Defined Benefit Employer
23.59%
27.1%
27.53%
27.62%
25.69%
Tier 1 Defined Benefit Employee
7.65%
7.65%
7.65%
7.65%
7.65%
Tier 2 Defined Benefit Employer (a)
23.59%
27.1%
27.53%
27.62%
25.69%
Tier 2 Defined Benefit Employee (a)(b)
7.65%
7.65%
7.65%
7.65%
11.65%
Tier 3 Defined Benefit Employer (a)(c)
16.16%
20.54%
20.49%
23.06%
20.37%
Tier 3 Defined Benefit Employee (a)
8.69%
8.89%
9.56%
9.94%
9.94%
Tier 3 Defined Contribution Employer (c)
18.21%
22.38%
21.53%
23.97%
20.31%
Tier 3 Defined Contribution Employee
10.74%
10.73%
10.60%
10.85%
9.88%
Pension Funded Status
N/A
N/A
91.8%
86.5%
87.1%
Health Funded Status
N/A
N/A
152.4%
147.5%
133.1%
Total City (Employer) Pension
and Health Contribution
N/A
N/A
$1,723,677
$1,709,672
$750,828
B-16
Police
Fiscal Year Ended
6/30/2026
6/30/2025
6/30/2024
6/30/2023
6/30/2022
Contribution Rates*
Tier 1 Defined Benefit Employer
15.19%
17.64%
21.07%
24.84%
24.27%
Tier 1 Defined Benefit Employee
7.65%
7.65%
7.65%
7.65%
7.65%
Tier 2 Defined Benefit Employer (a)
15.19%
17.64%
21.07%
24.84%
24.27%
Tier 2 Defined Benefit Employee (a)(b)
7.65%
7.65%
7.65%
7.65%
11.65%
Tier 3 Defined Benefit Employer (a)(c)
10.51%
14.61%
18.37%
21.59%
20.65%
Tier 3 Defined Benefit Employee (a)
8.69%
8.89%
9.56%
9.94%
9.94%
Tier 3 Defined Contribution Employer (c)
12.56%
16.45%
19.41%
22.50%
20.59%
Tier 3 Defined Contribution Employee
10.74%
10.73%
10.60%
10.85%
9.88%
Pension Funded Status
N/A
N/A
97.5%
91.5%
87.1%
Health Funded Status
N/A
N/A
135.0%
139.7%
142.9%
Total City (Employer) Pension
and Health Contribution
N/A
N/A
$1,641,380
$1,662,921
$1,233,823
* Sum of the Pension and Health insurance premium benefit contribution rates.
(a) Does not include additional contribution percentage of 3% associated with defined benefit (“DB”) members
additionally participating in the defined contribution (“DC”) plan. Employer rate is 4% for Tier 2 members for
a period of time depending on the individual’s membership date.
(b) Tier 2 employees contribute a maximum of 11.65%, but statutory requirements dictate only 7.65% is applied
toward employer costs.
(c) The amortization of unfunded liabilities for Tier 1 and Tier 2 is applied to the payroll for employees in all tiers,
including Tier 3, on a level percent basis.
The Elected Officials Retirement Plan. EORP is a multiple-employer defined benefit pension plan and a multiple-
employer defined benefit health insurance premium plan that covers elected officials and judges of certain state and
local governments. (EORP is governed by the same Board of Trustees that manages PSPRS.) As of January 1, 2014
EORP is closed to new members. Pursuant to Arizona statute, the annual contribution for active members of EORP
is 13% of the members’ annual covered payroll. Additionally, the amount of the members’ contribution that
exceeds 7% is not used to reduce the actuarially determined employer contribution. As of June 30, 2024, the City
reported a liability of $414,020 for its proportionate share of the net pension liability under EORP.
Participating EORP employers are required to annually contribute at an actuarially determined employer
contribution rate. The basis for the employer rate is the covered payroll for all eligible elected officials and eligible
judges employed by the employer. The actuarially determined statutory employer contribution rate for 2024/25 is
70.44% (70.59% for EODCRS with the employer disability program). This amount is distributed to EORP, the
Elected Officials Defined Contribution Retirement System (“EODCRS”) and ASRS, depending on the retirement
program in which each eligible employee participates. As a percent of covered payroll, the employer contribution,
by statute, for EODCRS participating members is 6.00%; the employer contribution for ASRS participating
members is 12.27% for fiscal year 2024/25; all remaining employer contributions, up to the actuarially determined
contribution rate of the covered payroll of all elected officials and eligible judges, are remitted to EORP. EORP is
additionally funded each year with designated state and municipal court fees and a $5,000,000 appropriation from
the State general fund.
B-17
Statutory Changes and Court Decisions Regarding the PSPRS and EORP
PSPRS and EORP are all operated under the umbrella of the Public Safety Personnel Retirement System and the
Public Safety Personnel Retirement System Board of Trustees. Since 2011 there have been various modifications
designed to mitigate increasing unfunded liabilities in the programs. Some of these modifications were enacted by
the Arizona Legislature; some changes resulted from successful court challenges to those statutory changes; and
other changes were implemented by voter approved amendments to the State Constitution. Substantively, the
modifications have included changes to contribution rates, retirement criteria, funding horizons, retirement benefits
and post-retirement benefit increase calculations.
Potential Future State Legislation Affecting ASRS and PSPRS
Bills are frequently introduced at sessions of the State Legislature that, if enacted, could impact the administration of
the ASRS and PSPRS and the eligibility, timing and payment of benefits from such plans. The City is unable to
determine whether any such bills will be enacted into legislation or in what form such legislation may be enacted
and what the impact of any such legislation may be.
Other Post-Employment Retirement Benefits
During the year ended June 30, 2018, the City implemented the provisions of GASB Statement No. 75, Accounting
and Financial Reporting for Postemployment Benefits Other Than Pensions (“GASB 75”). The City is required to
report the actuarially accrued cost of post-employment benefits, other than pension benefits (“OPEB”), such as
health and life insurance for current and future retirees. GASB 75 addresses reporting by governments that provide
OPEB by measuring and recognizing net assets or liabilities, deferred outflows of resources, deferred inflows of
resources, and expenses/expenditures related to OPEB provided through defined benefit OPEB plan. Please refer to
APPENDIX E of the Official Statement which includes the City’s audited financial statements and specifically
“Note 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES.”
The City does not offer any OPEB. The City’s employees, their spouses and survivors may be eligible for certain
retiree health care benefits under health care programs provided by the State. Employees on long-term disability
and their spouses also may qualify for retiree health care benefits through the State. Such individuals may obtain the
health care benefits offered by the State by paying 100% of the applicable health care insurance premium, net of any
subsidy provided by the State. The benefits are available to all retired participants in the State’s health care
program. The City does not make payments for OPEB costs for such retirees.
B-18
REVENUES AND EXPENDITURES
State law requires that the City’s financial books and records be audited by the State Auditor General or independent
certified public accountants on an annual basis. The audited financial statements of the City are presented in
APPENDIX E – “CITY OF TOLLESON, ARIZONA – AUDITED ANNUAL FINANCIAL STATEMENTS FOR
THE FISCAL YEAR ENDED JUNE 30, 2024.”
The table below summarizes audited Revenues, Expenses and Changes in Fund Balance for the fiscal years 2019/20
through 2023/24 and budgeted figures for fiscal year 2024/25. The information contained in the summary should be
read in conjunction with the financial statements and accompanying notes in APPENDIX E of this Official
Statement.
The Bonds will be payable solely from the source described under the heading “SECURITY AND SOURCES
OF PAYMENT OF THE BONDS.” The information provided in the following table is for reference only.
(a)
Reflects the City’s budgeted figures for fiscal year 2024/25 which are unaudited and subject to change upon
audit. These amounts are “forward looking” statements and should be considered with an abundance of
caution.
Audited
Budgeted
2019/20
2020/21
2021/22
2022/23
2023/24
2024/25 (a)
FUND BALANCE AT BEGINNING OF YEAR
23,902,066
$
29,330,303
$
44,511,785
$
62,036,357
$
73,740,919
$
66,998,125
$
REVENUES
Taxes
Sales taxes
21,493,288
$
27,713,897
$
36,131,086
$
35,328,866
$
42,410,103
$
33,245,000
$
Property taxes
4,328,202
4,639,955
5,106,339
4,998,023
5,190,863
4,600,000
Franchise taxes
51,390
55,333
53,575
54,561
54,575
663,500
Intergovernmental
1,947,156
1,947,069
1,992,104
2,497,322
3,064,707
1,831,650
Fines and forfeitures
223,321
215,889
197,352
175,831
188,749
160,500
Licenses and permits
422,794
770,437
881,248
598,581
1,339,209
706,750
Charges for services
1,324,849
3,062,032
4,983,128
2,101,693
2,347,312
1,756,600
Rents and royalties
54,054
54,054
69,707
36,339
35,852
133,200
Contributions
52,218
1,270,908
66,975
73,179
56,316
2,000
Investment earnings
651,683
55,265
186,010
1,498,851
2,471,293
1,500,000
Change in the fair value of investments
-
-
(917,530)
5,430
322,536
-
Other
512,562
-
-
17,766
16,632
250,000
TOTAL REVENUES
31,061,517
$
39,784,839
$
48,749,994
$
47,386,442
$
57,498,147
$
44,849,200
$
ADJUSTMENTS
Sale of capital assets
5,458
$
21,204
$
30,568
$
16,370
$
-
$
-
$
Subscription-based IT arrangements
-
-
-
330,328
1,324,675
-
Transfers in
846,354
-
-
-
-
-
Transfers out
(324,620)
(360,569)
(361,148)
(435,021)
(501,597)
(2,751,650)
TOTAL OTHER FINANCING SOURCES (USES)
55,490,775
$
68,775,777
$
92,931,199
$
109,334,476
$
132,062,144
$
109,095,675
$
EXPENDITURES
Current:
General government
7,500,493
$
7,750,092
$
7,672,146
$
9,477,326
$
10,380,197
$
13,402,315
$
Public safety
10,681,259
10,793,631
9,675,640
11,362,639
13,467,425
14,284,650
Highways and streets
1,290,895
874,023
1,105,373
1,484,161
1,136,003
1,845,300
Culture and recreation
3,164,620
2,602,480
3,317,280
4,513,554
4,577,754
7,341,650
Economic development
1,090,113
1,492,553
1,514,864
1,087,317
1,584,795
1,776,800
Capital outlay
2,433,092
751,213
7,609,539
7,535,780
7,723,294
12,357,000
Principal retirement
-
-
-
129,903
373,415
-
Interest
-
-
-
2,877
19,059
-
TOTAL EXPENDITURES
26,160,472
$
24,263,992
$
30,894,842
$
35,593,557
$
39,261,942
$
51,007,715
$
FUND BALANCE AT END OF YEAR
29,330,303
$
44,511,785
$
62,036,357
$
73,740,919
$
92,800,202
$
58,087,960
$
C-1
APPENDIX C
FORM OF APPROVING LEGAL OPINION
[Closing Date]
Mayor and Council
City of Tolleson, Arizona
Re:
City of Tolleson, Arizona General Obligation Bonds, Series 2025
We have examined copies of the proceedings of the Mayor and Council of the City of Tolleson,
Arizona (the “City”), and other proofs submitted to us relative to the issuance of the captioned Bonds (the “Bonds”).
In addition, we have examined such other proceedings, proofs, instruments, certificates and other documents as well
as such other materials and such matters of law as we have deemed necessary or appropriate for the purposes of the
opinion rendered herein below. In such examination, we have assumed the genuineness of all signatures, the
authenticity of all documents submitted to us as originals and the conformity to the original documents of all
documents submitted to us as copies. As to any facts material to our opinion, we have, when relevant facts were not
independently established, relied upon the aforesaid proceedings and proofs.
We are of the opinion that such proceedings and proofs show lawful authority for the sale and
issuance of the Bonds pursuant to the Constitution and laws of the State of Arizona now in force and that the Bonds
are valid and legally binding obligations of the City, all of the taxable property within which is subject to the levy of
a tax without limitation as to rate or amount to pay the principal of and interest on the Bonds.
Under existing statutes, regulations, rulings and court decisions, subject to the reliance and
assumption stated in the last sentence of this paragraph, interest on the Bonds is excludable from the gross income of
the owners thereof for federal income tax purposes, and interest on the Bonds is exempt from income taxation under
the laws of the State of Arizona. Furthermore, interest on the Bonds is not an item of tax preference for purposes of
the federal alternative minimum tax imposed on individuals. In the case of the alternative minimum tax imposed by
Section 55(b)(2) of the Internal Revenue Code of 1986, as amended (the “Code”), on applicable corporations (as
defined in Section 59(k) of the Code), interest on the Bonds is not excluded from the determination of adjusted
financial statement income. (We express no opinion regarding other tax consequences resulting from the ownership,
receipt or accrual of interest on, or disposition of, the Bonds.) The Code includes requirements which the City must
continue to meet after the issuance of the Bonds in order that interest on the Bonds not be included in gross income
for federal income tax purposes. The failure of the City to meet these requirements may cause interest on the Bonds
to be included in gross income for federal income tax purposes retroactive to their date of issuance. The Mayor and
Council of the City have resolved in Resolution No. ____, adopted by the Mayor and Council of the City on March
25, 2025, to take the actions required by the Code in order to maintain the exclusion from gross income for federal
income tax purposes of interest on the Bonds. (Subject to the same limitations in the penultimate paragraph hereof,
the City has full legal power and authority to comply with such covenants.) In rendering the opinion expressed
above, we have assumed continuing compliance with the tax covenants referred to above that must be met after the
issuance of the Bonds in order that interest on the Bonds not be included in gross income for federal tax purposes.
The rights of the holders of the Bonds and the enforceability of those rights may be subject to
bankruptcy, insolvency, reorganization, moratorium and similar laws affecting creditors’ rights. The enforcement of
such rights may also be subject to the exercise of judicial discretion in accordance with general principles of equity.
This opinion represents our legal judgment based upon our review of the law and the facts we
deem relevant to render such opinion and is not a guarantee of a result. This opinion is given as of the date hereof,
and we assume no obligation to review or supplement this opinion to reflect any facts or circumstances that may
hereafter come to our attention or any changes in law that may hereafter occur.
Respectfully submitted,
D-1
APPENDIX D
FORM OF CONTINUING DISCLOSURE UNDERTAKING
CONTINUING DISCLOSURE UNDERTAKING
$21,000,000*
CITY OF TOLLESON, ARIZONA
GENERAL OBLIGATION BONDS, SERIES 2025
This Continuing Disclosure Undertaking (this “Undertaking”) is executed and delivered by the City of
Tolleson, Arizona (the “City”), in connection with the sale and issuance of $21,000,000* principal amount of City of
Tolleson, Arizona General Obligation Bonds, Series 2025 (the “Bonds”). The Bonds are being issued pursuant to a
resolution adopted by the Mayor and Council of the City on March 25, 2025 (the “Resolution”). The City covenants
and agrees as follows:
1.
Definitions. In addition to those defined hereinabove, the terms set forth below shall have the
following meanings in this Undertaking, unless the context clearly otherwise requires:
“Annual Financial Information” means the financial information and operating data set forth in Exhibit I.
“Annual Financial Information Disclosure” means the dissemination of disclosure concerning Annual
Financial Information and the dissemination of the Audited Financial Statements as set forth in Section 4.
“Audited Financial Statements” means the audited financial statements of the City prepared pursuant to the
standards and as described in Exhibit I.
“Commission” means the Securities and Exchange Commission.
“Dissemination Agent” means any agent designated as such in writing by the City and which has filed with
the City a written acceptance of such designation, and such agent’s successors and assigns.
“EMMA” means the Electronic Municipal Market Access system of the MSRB. Information regarding
submissions to EMMA is available at http://emma.msrb.org.
“Exchange Act” means the Securities Exchange Act of 1934, as amended.
“Final Official Statement” means the Final Official Statement relating to the Bonds, dated ________, 2025.
“Financial Obligation” means a (i) debt obligation; (ii) derivative instrument entered into in connection
with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (iii) a guarantee of
(i) or (ii). The term Financial Obligation shall not include municipal securities as to which a final official statement
has been provided to the MSRB consistent with the Rule.
“GAAP” means generally accepted accounting principles, as applied to governmental units as modified by
the laws of the State.
“Listed Event” means the events set forth in Exhibit II.
“Listed Events Disclosure” means dissemination of disclosure concerning a Listed Event as set forth in
Section 5.
“MSRB” means the Municipal Securities Rulemaking Board.
* Subject to change.
D-2
“Participating Underwriter” means each broker, dealer or municipal securities dealer acting as an
underwriter in the primary offering of the Bonds.
“Rule” means Rule 15c2-12 adopted by the Securities and Exchange Commission under the Exchange Act.
“State” means the State of Arizona.
2.
Purpose of this Undertaking. This Undertaking is executed and delivered by the City as of the
date set forth below for the benefit of the beneficial owners of the Bonds and in order to assist the Participating
Underwriter in complying with the requirements of the Rule. The City represents that it will be the only obligated
person with respect to the Bonds at the time the Bonds are delivered to the Participating Underwriter and that no
other person is expected to become so committed at any time after such delivery of the Bonds.
3.
CUSIP Numbers. The CUSIP Numbers of the Bonds are as follows:
CUSIP No.
(Base 889498)
Maturity Date (July 1)
4.
Annual Financial Information Disclosure. Subject to Section 8 of this Undertaking, the City shall
disseminate its Annual Financial Information and its Audited Financial Statements, if any (in the form and by the
dates set forth in Exhibit I), through EMMA.
If any part of the Annual Financial Information can no longer be generated because the operations to which
it is related have been materially changed or discontinued, the City will disseminate a statement to such effect as
part of its Annual Financial Information for the year in which such event first occurs.
If any amendment is made to this Undertaking, the Annual Financial Information for the year in which such
amendment is made shall contain a narrative description of the reasons for such amendment and its impact on the
type of information being provided.
5.
Listed Events Disclosure. Subject to Section 8 of this Undertaking, the City shall disseminate in a
timely manner, but not more than ten (10) business days after the occurrence of the event, Listed Events Disclosure
through EMMA. Whether events subject to the standard “material” would be material shall be determined under
applicable federal securities laws.
D-3
6.
Consequences of Failure of the City to Provide Information. The City shall give notice in a timely
manner through EMMA of any failure to provide Annual Financial Information Disclosure when the same is due
hereunder.
In the event of a failure of the City to comply with any provision of this Undertaking, the beneficial owner
of any Bond may seek mandamus or specific performance by court order, to cause the City to comply with its
obligations under this Undertaking. A default under this Undertaking shall not be deemed an event of default under
the Resolution, and the sole remedy available to such owners of the Bonds under this Undertaking in the event of
any failure of the City to comply with this Undertaking shall be an action to compel performance.
7.
Amendments; Waiver. Notwithstanding any other provision of this Undertaking, the City by
certified resolution or ordinance authorizing such amendment or waiver, may amend this Undertaking, and any
provision of this Undertaking may be waived only if:
(a)
The amendment or waiver is made in connection with a change in circumstances that
arises from a change in legal requirements, change in law, or change in the identity, nature, or status of the
City, or type of business conducted;
(b)
This Undertaking, as amended or affected by such waiver, would have complied with the
requirements of the Rule at the time of the primary offering, after taking into account any amendments or
interpretations of the Rule, as well as any change in circumstances; and
(c)
The amendment or waiver does not materially impair the interests of the beneficial
owners of the Bonds, as determined by parties unaffiliated with the City or by approving vote of the owners
of the Bonds at the time of the amendment.
The Annual Financial Information containing amended operating data or financial information resulting
from such amendment or waiver, if any, shall explain, in narrative form, the reasons for the amendment or waiver
and the impact of the change in the type of operating data or financial information being provided. If an amendment
or waiver is made specifying an accounting principle to be followed in preparing financial statements and such
changes are material, the Annual Financial Information for the year in which the change is made shall present a
comparison between the financial statements or information prepared on the basis of the new accounting principles.
Such comparison shall include a qualitative discussion of the differences in the accounting principles and the impact
of the change in the accounting principles in the presentation of the financial information in order to provide
information to investors to enable them to evaluate the ability of the City to meet its obligations. To the extent
reasonably feasible, such comparison also shall be quantitative. If the accounting principles of the City change or
the fiscal year of the City changes, the City shall file a notice of such change in the same manner as for a notice of
Listed Event.
8.
Non-Appropriation. The performance by the City of its obligations in this Undertaking shall be
subject to the annual appropriation of any funds that may be necessary to permit such performance. In the event of a
failure by the City to comply with its covenants under this Undertaking due to a failure to appropriate the necessary
funds, the City covenants to provide prompt notice of such fact to the MSRB through EMMA, in a format prescribed
by the MSRB.
9.
Termination of Undertaking. This Undertaking shall be terminated hereunder if the City shall no
longer have liability for any obligation on or relating to repayment of the Bonds under the Resolution.
10.
Dissemination Agent. The City may, from time to time, appoint or engage a Dissemination Agent
to assist it in carrying out its obligations under this Undertaking, and may discharge any such Agent, with or without
appointing a successor Dissemination Agent.
11.
Additional Information. Nothing in this Undertaking shall be deemed to prevent the City from
disseminating any other information, using the means of dissemination set forth in this Undertaking or any other
means of communication, or including any other information in any Annual Financial Information Disclosure or
notice of occurrence of a Listed Event, in addition to that which is required by this Undertaking. If the City chooses
to include any information from any document or notice of occurrence of a Listed Event in addition to that which is
D-4
specifically required by this Undertaking, the City shall have no obligation under this Undertaking to update such
information or include it in any future Annual Financial Information Disclosure or Listed Events Disclosure.
12.
Beneficiaries. This Undertaking has been executed in order to assist the Participating Underwriter
in complying with the Rule; however, this Undertaking shall inure solely to the benefit of the City, the
Dissemination Agent, if any, and the beneficial owners of the Bonds, and shall create no rights in any other person
or entity.
13.
Recordkeeping. The City shall maintain records of all Annual Financial Information Disclosure
and Listed Events Disclosure including the content of such disclosure, the names of the entities with whom such
disclosure was filed and the date of filing such disclosure.
14.
Governing Law. This Undertaking shall be governed by the laws of the State.
DATED: [Closing Date]
CITY OF TOLLESON, ARIZONA
By ...............................................................................................
Mayor
ATTEST:
.......................................................................................
City Clerk
APPROVED AS TO FORM:
.......................................................................................
City Attorney
D-5
EXHIBIT I
ANNUAL FINANCIAL INFORMATION AND TIMING AND
AUDITED FINANCIAL STATEMENTS
“Annual Financial Information” means financial information and operating data of the type contained in
Appendix B of the Final Official Statement in Table Nos. 7, 9, 10, and 15 (in each case, actual results for most
recently completed fiscal year only).
All or a portion of the Annual Financial Information and the Audited Financial Statements as set forth
below may be included by reference to other documents which have been submitted through EMMA or filed with
the Commission. If the information included by reference is contained in a final official statement, the final official
statement must be available from the MSRB. The City shall clearly identify each such item of information included
by reference.
Annual Financial Information exclusive of Audited Financial Statements will be provided through EMMA
by February 1 of each year, commencing February 1, 2026. Audited Financial Statements as described below
should be filed at the same time as the Annual Financial Information. If Audited Financial Statements are not
available when the Annual Financial Information is filed, unaudited financial statements shall be included, to be
followed up by Audited Financial Statements within 30 days after availability to the City.
Audited Financial Statements will be prepared according to GAAP.
If any change is made to the Annual Financial Information as permitted by Section 4 of this Undertaking,
the City will disseminate a notice of such change as required by Section 4, including changes in fiscal year or
GAAP.
D-6
EXHIBIT II
EVENTS FOR WHICH LISTED EVENTS DISCLOSURE IS REQUIRED
1.
Principal and interest payment delinquencies.
2.
Non-payment related defaults, if material.
3.
Unscheduled draws on debt service reserves reflecting financial difficulties.
4.
Unscheduled draws on credit enhancements reflecting financial difficulties.
5.
Substitution of credit or liquidity providers, or their failure to perform.
6.
Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of
taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations, in
each case, with respect to the tax status of the security, or other material events affecting the tax status of
the security.
7.
Modifications to the rights of security holders, if material.
8.
Bond calls, if material, or 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 events of the City, being if any of the following occur: the
appointment of a receiver, fiscal agent or similar officer for the City in a proceeding under the U.S.
Bankruptcy Code or in any other proceeding under State or federal law in which a court or governmental
authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such
jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession
but subject to the supervision and orders of a court or governmental authority, or the entry of an order
confirming a plan of reorganization, arrangement or liquidation by a court or governmental authority
having supervision or jurisdiction over substantially all of the assets or business of the City.
13.
The consummation of a merger, consolidation or acquisition involving the City or the sale of all or
substantially all of the assets of the City, other than in the ordinary course of business, the entry into a
definitive agreement to undertake such an action or the termination of a definitive agreement relating to any
such actions, other than pursuant to its terms, if material.
14.
Appointment of a successor or additional trustee or the change of name of a trustee, if material.
15. Incurrence of a Financial Obligation of the City, if material, or agreement to covenants, events of default,
remedies, priority rights, or other similar terms of a Financial Obligation of the City, any of which affect
security holders, if material.
16. Default, event of acceleration, termination event, modification of terms, or other similar events under the
terms of a Financial Obligation of the City, any of which reflect financial difficulties.
APPENDIX E
CITY OF TOLLESON, ARIZONA –
AUDITED ANNUAL FINANCIAL STATEMENTS
FOR THE FISCAL YEAR ENDED JUNE 30, 2024
F-1
APPENDIX F
BOOK-ENTRY-ONLY SYSTEM
The Depository Trust Company (“DTC”), will act as securities depository for the Bonds. The Bonds will be issued
as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name
as may be requested by an authorized representative of DTC. One fully-registered Bond will be issued for each
maturity of the Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC.
DTC, the world’s largest securities depository, is a limited-purpose trust company organized under the New York
Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the
Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code,
and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of
1934. DTC holds and provides asset servicing for over 3.5 million issues of U.S. and non-U.S. equity issues,
corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s
participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct
Participants of sales and other securities transactions in deposited securities, through electronic computerized book-
entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement
of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks,
trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The
Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities
Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC
is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both
U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear
through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect
Participants” and together with the Direct Participants, the “Participants”). DTC has Standard & Poor’s rating of:
“AA+.” The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission.
More information about DTC can be found at www.dtcc.com.
Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a
credit for the Bonds on DTC’s records. The ownership interest of each actual purchaser of each Bond (“Beneficial
Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive
written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written
confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or
Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership
interests in the Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting
on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership
interests in Bonds, except in the event that use of the book-entry system for the Bonds is discontinued.
To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of
DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of
DTC. The deposit of Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee
do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the
Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited,
which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for
keeping account of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect
Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by
arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time.
Beneficial Owners of the Bonds may wish to take certain steps to augment the transmission to them of notices of
significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the
Bond documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the
Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial
F-2
Owners may wish to provide their names and addresses to the Bond Registrar and Paying Agent and request that
copies of notices be provided directly to them.
Redemption notices shall be sent to DTC. If less than all of the Bonds within an issue are being redeemed, DTC’s
practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.
Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Bonds unless
authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC
mails an Omnibus Proxy to the City as soon as possible after the record date. The Omnibus Proxy assigns Cede &
Co.’s consenting or voting rights to those Direct Participants to whose accounts Bonds are credited on the record
date (identified in a listing attached to the Omnibus Proxy).
Payment of principal of and interest on the Bonds and the redemption price of any Bond will be made to Cede &
Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit
Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the City or the
Bond Registrar and Paying Agent, on payable date in accordance with their respective holdings shown on DTC’s
records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary
practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street
name,” and will be the responsibility of such Participant and not of DTC, the Bond Registrar and Paying Agent or
the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of
principal of and interest on the Bonds and the redemption price of any Bonds will be made to Cede & Co. (or such
other nominee as may be requested by an authorized representative of DTC) is the responsibility of the City or Bond
Registrar and Paying Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC,
and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect
Participants.
DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving
reasonable notice to the City or the Bond Registrar and Paying Agent. Under such circumstances, in the event that a
successor depository is not obtained, certificates are required to be printed and delivered.
The City may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor
securities depository). In that event, certificates will be printed and delivered to DTC.
The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that
the City believes to be reliable, but the City takes no responsibility for the accuracy thereof.