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HomeMy WebLinkAbout#5 Annual Reports Financial Statements Agenda Item # 5 Public Utility District . FINANCE BUSINESS ITEM To: Board of Directors From: Mary Chapman Date: December 02, 2009 Subject: Consideration of Accepting the Annual Reports and Financial Statements 1. WHY THIS MATTER IS BEFORE THE BOARD The Truckee Donner Public Utility Financing Corporation is required to hold an annual meeting. Review of Annual Reports and Annual Financial Statements are solely within the purview of the Financing Corporation Board. 2. HISTORY The Financing Corporation Board reviews and approves the annual reports. Also provided is a copy of the most recent audited financial statements of the Truckee Donner Public Utility District. The annual reports are prepared according to the requirements of each bond's continuing disclosure statement. They include the annual reports for the 2003 A/B Certificates of Participation and the 2006 Certificates of Participation. 3. NEW INFORMATION Attached are the following annual reports: • Certificates of Participation Series 2003A and 2003B reports as of December 31, 2008 (Attachment 1) • Certificates of Participation (Water System Improvements) Series 2006 as of December 31, 2008 (Attachment 2) • Truckee Donner Public Utility District annual audited financial statements (Attachment 3) 4. FISCAL IMPACT There is no fiscal impact associated with this action. 5. RECOMMENDATION Approve the annual reports and financial statements. _b Mary Chapman Michael D. Holley Administrative Services Manager General Manager Attachment 1 TRUCKEE DONNER PUBLIC UTILITY DISTRICT REFUNDING CERTIFICATES OF PARTICIPATION SERIERS 2003A AND 2003B ANNUAL REPORT 12/31/2008 TRUCKEE DONNER PUBLIC UTILITY DISTRICT History of Electric Service Charges January March March March January January 2004 2005 2006 2007 2008 2009 Domestic Electric Rates: no change Permanent Residents Customer Charge: per month $5.00 $5.84 $6.13 $6.13 $6.56 $6.76 Energy Charge per kilowatt-hour $0.11400 $0.11400 $0.12000 $0.12000 $0.12800 $0.13200 Domestic Electric Rates: Non-Permanent Residents Customer Charge: per month $5.00 $5.84 $6.13 $6.13 $6.56 $6.76 Energy Charge per kilowatt-hour $0.13000 $0.13000 $0.13700 $0.13700 $0.14700 $0,15100 Small Commercial Rates: Commercial Customers with monthly demand less than 50 kilowatts Customer Charge: per month $9.70 $11.32 $11.89 $11.89 $12.72 $13.10 Energy Charge per kilowatt-hour $0.13700 $0.13700 $0.14400 $0.14400 $0.15400 $0.15900 Medium Commercial Rates: Commercial Customers with monthly demand less than 50kW and less than 200kW Customer Charge: per month $96.85 $113.04 $118.69 $118.69 $127.00 $130.81 Energy Charge per kilowatt-hour $0.08110 $0.08110 $0.08520 $0.08520 $0.09100 $0.09400 Demand Charge per kilowatt of demand $11.11 $11.11 $11.67 $11.67 $12.49 $12.86 Large Commercial Rates: Commercial Customers with monthly demand greater than 200kW Customer Charge: per month $425.00 $495.83 $520.62 $520.62 $557.06 $573.78 Energy Charge per kilowatt-hour $0.08350 $0.08350 $0.08770 $0.08770 $0.09400 $0.09700 Demand Charge per kilowatt of demand $10.62 $10.62 $11.15 $11.15 $11.93 $12.29 i I I TRUCKEE DONNER PUBLIC UTILITY DISTRICT Electric System Connection Charges and Facilities Fees For 200 amp Service as of April 7, 2008 Unchanged as of May 31, 2009 Connection Facilities Size and Type of Service Charge Fees Three Wire Overhead -Temporary Actual Cost -Permanent connection to structure $1,248 $1,298 -Temporary connection to pole and transfer to structure $1,534 Three Wire Underground (overhead transformer) -Permanent connection to structure $1,248 $1,298 -Temporary connection to pole and transfer to structure $1,534 Three Wire Underground (padmount transformer) -Permanent connection to structure $1,248 $1,298 -Temporary connection to pole and transfer to structure $1,534 TRUCKEE DONNER,PUBLIC UTILITY DISTRICT Electric System Customers, Sales, Revenues and Demand 2004 2005 2006 2007 2008 Number of Customers: f Residential 10,726 11,082 11,342 11,483 11,627 Commercial and Other 1 1,485 1,602 1,696 1,514 1,528 Total Customers 12,211 12,684 13,038 12,997 13,155 Kilowatt-Hour(kWh)Sales: Residential 69,818,294 70,072,056 72,400,532 74,009,589 75,203,263 Commercial and Other 65,434,701 66,266,816 71,868,598 73,081,212 73,101,332 Total kWh Sales 135,252,995 136,338,872 144,269,130 147,090,801 148,304,595 Revenues from Sale of Energy: Residential $9,004,185 $9,171,600 $9,914,315 $10,264,846 $11,183,675 Commercial and Other 8,171,764 8,369,493 9,352,463 9,655,434 10,413,720 Total Revenues from Sale of Energy $17,175,949 $17,541,093 $19,266,778 $19,920,280 $21,597,395 Peak Demand (kW) 32,235 32,179 35,928 36,047 35,099 1) Removed inactive accounts from the 2007 customer counts. i i TRUCKEE DONNER PUBLIC UTILITY DISTRICT Electric System Largest Electric Customers-2008 12 Months Customer Type of Business KWh Sold Electrical Billings District Water Department(1)(2) Water Utility 10,536,252 $1,499,238 Tahoe Truckee Sanitation Agency(2) Sewer Plant 7,897,131 927,115 Tahoe Forest Hospital (2) Hospital 5,478,771 680,122 i Tahoe Truckee Unified School District(2) Education 3,202,349 445,358 Teichert&Son Private/Commercial 2,146,500 347,849 (1) Represents pumping charges incurred by District water system (2) Denotes customers with multiple meters and service locations. The kWh sold and electrical billings are a sum of all customer's meter locations TRUCKEE DONNER PUBLIC UTILITY DISTRICT Electric System-Summary of Historical Net Revenues and Selected Balance Sheet Information 2004 2005 2006 2007 2008 Revenues(1) Sales to Customers $15,689,878 $16,317,909 $18,287,011 $18,396,992 $20,104,157 Inlerdivisional Sales(2) 1,412,884 1,329,356 1,369,321 1,489.756 1,500,671 Standby Charges 24,420 22,540 23,930 23,310 20,860 Facilities Fees(3) 282,829 481,723 454,891 513,901 287,370 Other(4) 466,841 426,454 462,140 1,190,186 1,225,541 Income from Investments 70,471 266,750 615,988 734,430 358,637 Total Revenues $17,947,323 $P8,844,732 $21,213,281 $22,348.575 $23,497,236 E Rate Stabilization Fund Transfer Is) (») 0 0 0 0 0 Total Adjusted Revenues (») $17,947,323 $18,844,732 $21,213,281 $22,348,575 $23,497,236 Operations and Maintenance Costs(6) Power Purchases $8,269,483 $8,279,662 $8,328,528 $9,403,712 $10,627,405 Operations and Maintenance 1,906,348 2.231,024 2,636,335 3,156,772 3.260,176 Administrative and General 1,693,424 1,937,050 2,038,521 2,136,294 2,626,971 Consumer Services(7) 586,803 548,978 552,257 716,745 1,256,241 Interest Expense(a) 49,065 56,674 51,013 36,924 24,338 Total Operation and Maintenance Costs $12,505,123 $13,053,388 $13,606.654 $15,450,447 $17,795,132 Adjusted Net Revenues/Funds Available for Debt Service $5,442,200 $5,791,344 $7,606,626 $6,898,129 $5,702.103 Debt Service(g) 2,853,354 3,443,550 3,432,013 3,425,875 3,418,650 Debt Service Coverage(io) 1.91 1.68 2.22 2.01 1.67 Selected Balance Sheet Information Fund Balances(December 31): General Fund $5,387,507 $6.615,006 $7,852,077 $7,073,595 $6,374,547 Rate Stabilization Fund Balance 440,870 452,512 753,020 1,148,106 1,550,631 Total Fund Balances $5,828,377 $7,067,518 $8,605,097 $8,221,701 $7,925,178 Net Plant in Service $14,923,885 $18,099,649 $22,395,013 $27,371,225 $33,444,016 Construction Work in Progress 4,933,875 2,714,371 5,760,806 5,650,055 3,309,758 Net Electric Utility Plant $19,857,760 $20,814,020 $28,155,819 $33,021,280 $36,753,774 (1) Excludes Connection Charges. See"Rates and Charges"above. (2) Represents pumping charges to District water system and interdepartmental rent charged to the water department for use of the District Administrative Building which was financed by the Electric System. (3) Facilities Fees are charged to applicants for new service to cover the costs of infrastructure needed to meet the additional system demand. See"Rates and Charges"above. (4) Represents service transfer charges,late payment fees,building room rentals and miscellaneous receipts. (5) The Rate Stabilization Fund is used to mitigate rate increases. Pursuant to the Installment Purchase Agreement,Adjusted Revenues for coverage purposes include the amounts the District has authorized to be deposited in the Revenue Fund from the Rate Stabilization Fund pay Operation and Maintenance Costs and/or Debt Service. See"SECURITY AND SOURCES OF PAYMENT FOR THE 2003 CERTIFICATES--Defined Terms"and"--Rate Covenant'herein. (6) Excludes depreciation and amortization. (7) Includes all customer service,billing activity and customer information expenses. (8) Excludes interest on the 2003AIB Certificates which are shown in the debt service below. (9) Represents Debt Service on the Districts 2003 A/B Electric Certificates of Participation for the Purchased Power Contract buy-out with IDACORP Energy L.P. j (10) Adjusted Net Revenues divided by Debt Service. (11) The District funded a portion of its Electric System expenses from the Rate Stabilization Fund in 2002. Additional rate increases have been implemented for 2003 and 2004. See"Rates and Charges"above. (12) Exclusive of$26 million Settlement Obligation which is a one-time expense relating to the termination of the Prior Agreements(see"THE TRANSACTION"herein)which was accrued as of December 31,2002 but will be funded from proceeds of the 2003 Certificates in the II Fiscal Year ended December 31,2003. t Attachment 2 TRUCKEE DONNER PUBLIC UTILITY DISTRICT CERTIFICATES OF PARTICIPATION (WATER SYSTEM IMPROVEMENT PROJECTS) SERIES 2006 ANNUAL REPORT 12/31/2008 CONTINUING DISCLOSURE CERTIFICATE: 4. Content of Annual Reports (a)The audited financial statement were electronically forwarded to Bank of New York on (b)The principal amount of the Certificates outstanding was $25,210,000 as of December 31, 2008. (c) The balance in the Reserve Fund as of December 31, 2008 was $1,983,516. The Reserve Requirement from the Installment Purchase Agreement is: "The term "Reserve Requirement" means initially, $1,901,088.76, and thereafter the lesser of(i) $1,901,088.76 or(ii) the maximum principal of and interest with respect to the Certificates due in the then current or any future Fiscal Year." The maximum payment due in any year is $1,901,088.76. (d) Updated tables from "THE WATER SYSTEM OF THE DISTRICT" IN THE Official Statement are attached: (i) "TRUCKEE DONNER PUBLIC UTILITY DISTRICT - Historic Water Production and Accounts" on page 19 of the Official statement. (ii) "TRUCKEE DONNER PUBLIC UTILITY DISTRICT - Historic Sales Revenue" on page 19 of the Official statement. (M) "TRUCKEE DONNER PUBLIC UTILITY DISTRICT - Largest Customers" on page 20 of the Official statement. (iv) "TRUCKEE DONNER PUBLIC UTILITY DISTRICT - Historic Operating Results of Debt Service Coverage" on page 26 of the Official statement. TRUCKEE DONNER PUBLIC UTILITY DISTRICT Historic Water Production and Accounts Total Production (Million %Increase/ Commercial %Increase/ Residential %Increase/ Year Gallons) (Decrease) Accounts (Decrease) Accounts (Decrease) 2001 1,736 481 8,130 2002 2,198 26.61% 548 13.93% 10,268 26.30% 2003 2,208 0.45% 563 2.74% 10,491 2.17% 2004 2,424 9.78% 582 3.37% 10,739 2.36% 2005 2,206 -8.99% 605 3.95% 11,146 3.79% 2006 2,371 7.48% 646 6.78% 11,436 2.60% 2007 2,433 2.61% 641 -0.77% 11,801 3.19% 2008 2,304 -5.32% 656 2.34% 11,843 0.36% TRUCKEE DONNER PUBLIC UTILTIY DISTRICT Historic Water Sales Revenues %Increase/ %Increase/ Year Residential (Decrease) Commercial (Decrease) 2001 $3,944,222 $476,195 2002 5,013,242 27.10% 647,822 36.04% 2003 5,768,092 15.06% 678,423 4.72% 2004 6,254,756 8.44% 825,109 21.62% 2005 6,609,311 5.67% 844,812 2.39% 2006 7,160,485 8.34% 991,941 17.42% 2007 7,875,829 9.99% 1,165,511 17.50% 2008 8,459,823 7.42% 1,179,157 1.17% TRUCKEE DONNER PUBLIC UTILTIY DISTRICT Largest Water Customers-Fiscal Year 2008 Customer Water Usage (1) Annual Payments Tahoe Mountain Club Company 112,479,910 $56,799 Coyote Moon Golf course 89,898,170 55,189 Tahoe Club Company LLC 80,335,310 52,976 Tahoe Donner Association 48,985,420 152,144 Truckee Tahoe Unified School District 22,244,830 42,175 Truckee Donner Recreation 15,397,390 31,.897 Tahoe Forest Hospital 14,841,300 35,388 Bob Gales/Coachland (mobile home park) 14,130,000 30,806 Donner Creek Mobile Home Park 11,673,000 17,370 Town of Truckee 6,205,230 18,564 TOP TEN TOTAL 416,190,560 $493,307 TOTAL SYSTEM 2,303,633,958 $9,658,482 18.07% 5.11% ��� Gallons TRUCKEE DONNER PUBLIC UTILITY DISTRICT Historic Water Operating Results&Debt Service Coverage Fiscal Year Ending December 31 Revenues 2004 2005 2006 2007 2008 Sales to Customers $7,089,121 $7,563,132 $8,247,123 $9,042,900 $9,658,482 Standby Fees 196,080 183,119 63,040 154,320 162,400 Investment Income�'� 150,349 258,352 451,305 606,805 372,799 Facilites Fees(2) 843,363 1,308,200 1,133,360 1,309,385 560,485 Connection Fees(2)(3) 343,581 405,987 314,528 369,978 266,474 Other(4) 402,932 417,541 469,642 573,659 611,206 Total Revenues $9,025,426 $10,136,331 $10,678,999 $12,057,046 $11,631,847 Operating&Maintenance Expenses Operations and Maintenance $4,157,384 $4,229,691 $4,289,245 $4,741,889 $4,369,205 Administration and General 1,413,250 1,525,485 1,558,078 1,520,582 1,581,950 Customer Services 290,500 297,517 322,608 389,410 428,740 Total Operations&Maintenance Expenses $5,861,134 $6,052,693 $6,169,931 $6,651,881 $6,379,895 Net Revenues $3,164,292 $4,083,638 $4,509,067 $5,405,165 $5,251,952 Parity Debt Service(5) 2006 Installment Purchase Agreement $0 $0 $173,904 $1,898,460 $1,896,089 1996 Installment Purchase Agreement 802,038 800,402 677,440 0 0 DWR Proposition 55 Loan 306,423 306,422 306,422 306,481 306,491 Interest on Parity Debt Service Reserve Funds (26,202) (32,362) (56,547) (85,081) (80,289) Total Parity Debt Service $1,082,259 $1,074,462 $1,101,219 $2,119,860 $2,122,281 Parity Debt Service Coverage 2.92 3.80 4.09 2.55 2.47 Net Revenues Remaining for Subordinate Debt $2,082,033 $3,009,176 $3,407,848 $3,285,305 $3.,129,671 Service Subordinate Debt Service(5)(6) $427,105 $435,280 . $409,044 $400,909 $396,516 Parity and Subordinate Debt Service Coverage(7) 2.10 2.70 2.99 2.14 2.09 Balance Available for Capital Projects or Other $1,654,928 $2,573,896 $2,998,804 $2,884,396 $2,743,155 Purposes NOTES (1) Excludes interest component of Donner Lake Assessment and interest on parity debt service reserve funds. (2) Appears as contributed capital in the Financial Statement of the District. (3) Historically,connection fees were recognized in the year in which the connection to the Water System was effected rather than the year in which the connection fee was allocated. (4) Includes interdepartmental sales. (5) Debt service presented on an accrual basis. (6) Represents payments on Capital Leases. The DWR Loan,which is secured by,and has historically been paid entirely from,the Donner Lake Assessments,is excluded form subordinate debt service. (7) Subordinate Debt Service,Parity and Subordinate Debt Service Coverage,and Balance Available for Capital Projects have been amended for 2006. Attachment 3 TRUCKEE DONNER PUBLIC UTILITY DISTRICT FINANCIAL STATEMENTS December 31, 2008 and 2007 INDEPENDENT AUDITORS' REPORT The Board of Directors Truckee Donner Public Utility District Truckee, California We have audited the accompanying balance sheet of the Truckee Donner Public Utility District as of December 31, 2008 and 2007, and the related statements of revenues, expenses, and changes in net assets and cash flows for the year then ended, as noted in the table of contents. These financial statements are the responsibility of the Truckee Donner Public Utility District's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Truckee Donner Public Utility District at December 31, 2008 and 2007, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America. As discussed in note 9, the Truckee Donner Public Utility District adopted the provisions of GASB Statement No. 45 — Accounting and Financial Reporting by Employers for Postemployment Benefits Other Than Pensions (OPEB) effective January 1, 2007. The management's discussion and analysis on pages 2 through 7 is not a required part of the basic financial statements, but is supplementary information required by accounting principles generally accepted in the United States of America. We have applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information. However, we did not audit the information and express no opinion on it. Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The consolidating statements as identified in the table of contents are presented for purposes of additional analysis and are not a required part of the financial statements. The consolidating statements have been subjected to the auditing procedures applied in the audit of the financial statements and, in our opinion, are fairly stated, in all material respects, in relation to the financial statements taken as a whole. Madison, Wisconsin May 7, 2009 Page 1 TRUCKEE DONNER PUBLIC UTILITY DISTRICT MANAGEMENT'S DISCUSSION AND ANALYSIS December 31, 2008 and 2007 OVERVIEW OF THE FINANCIAL STATEMENTS This report includes Management's Discussion and Analysis, the Independent Auditors' Report, the Basic Financial Statements, (which includes the notes to the financial statements), and Supplementary Information. REQUIRED FINANCIAL STATEMENTS The financial statements of the District are designed to provide readers with a broad overview of the District's finances similar to a private-sector business. They have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (GAAP). Under this basis of accounting, revenues are recognized in the period in which they are earned and expenses are recognized in the period in which they are incurred, regardless of the timing of related cash flows. These statements offer short- and long- term financial information about the District's activities. The reporting entity consists of the primary government, which has two departments (electric operations and water operations), and the blended component units. Further details about the component units are provided in note l(A). The Balance Sheet presents information on all of the District's assets and liabilities, and provides information about the nature and amounts of investments in resources (assets) and the obligations to District creditors (liabilities). It also provides the basis for computing rate of return, evaluating the capital structure of the District and assessing the liquidity and financial flexibility of the District. All of the current year's revenues and expenses are reported in the Statement of Revenues, Expenses, and Changes in Net Assets. This statement provides a measurement of the District's operations over the past year and can be used to determine whether the District has successfully recovered all its costs through its rates and other charges and to also analyze profitability and credit worthiness. The Statement of Cash Flows provides relevant information about the District's cash receipts and cash payments during the reporting period. This statement reports cash receipts and cash payments resulting from operating, non-capital financing, capital and related financing and investing activities. When used with related disclosures and information in the other financial statements, the statement of cash flows should provide insight into (a) the District's ability to generate future net cash flows, (b) the District's ability to meet its obligations as they come due, (c) the District's needs for external financing, (d) the reasons for differences between operating income and associated cash receipts and payments and (e) the effects on the District's financial position of both its cash and its non-cash investing, capital and financing transactions during the period. The changes in cash balances are an important indicator of the District's liquidity and financial condition. Page 3 TRUCKEE DONNER PUBLIC UTILITY DISTRICT MANAGEMENT'S DISCUSSION AND ANALYSIS December 31, 2008 and 2007 DISTRICT HIGHLIGHTS (cont.) Net assets invested in capital assets, net of related debt, consist of capital assets, net of accumulated depreciation, reduced by the amount of outstanding indebtedness attributable to the acquisition, construction or improvement of those assets. When there are significant unspent bond proceeds, the portion of related debt is not to be included in the calculation of this item. Instead, that portion of the debt is included in the net assets restricted for capital projects component as an offset to the related unspent bond proceeds. Net assets restricted for debt service represents amounts restricted for payments related to outstanding revenue bonds. The District had income before capital contributions of $4.7 million, $4.9 million, and $7.3 million for the years ended December 31, 2008, 2007 and 2006, respectively. Changes in the District's net assets can be determined by reviewing the following Condensed Revenues, Expenses, and Changes in Net Assets for the year. Condensed Revenues, Expenses,and Changes in Net Assets Increase (Decrease) 2008 2007 2006 2008-2007 Sales to consumers $ 29,762,640 $ 27,439,892 $ 26,534,134 $ 2,322,748 Other operating revenues 1,744,700 1,676,574 737,500 68,126 Total Operating Revenues 31,507,340 29,116,466 27,271,634 2,390,874 Operating expenses 26,575,244 24,118,158 21,027,149 2,457,086 Operating Income(Loss) 4,932,096 4,998,308 6,244,485 (66,212) Non-operating revenues(expenses) (222,234) (77,568) 1,090,776 (144,666) Income(loss)before capital contributions 4,709,862 4,920,740 7,335,261 (210,878) Capital contributions, net 11,604,402 10,986,108 (9,127,441) 618,294 Change in net assets 16,314,264 15,906,848 (1,792,180) 407,416 NET ASSETS, Beginning of Year 34,634,424 18,727,576 20,519,756 15,906,848 NET ASSETS, END OF YEAR $ 50,948,688 $ 34,634,424 $ 18,727,576 $ 16,314,264 Sales to consumers were $29.8 million in 2008, $27.4 million in 2007 and $26.5 million in 2006. The overall increases of $2.3 million (8%) in 2008 and $0.9 million (3%) in 2007 were primarily due to electric and water rate increases to pay for increased operating costs, revenue generated for Board designated purposes and growth in customers. Page 5 TRUCKEE DONNER PUBLIC UTILITY DISTRICT MANAGEMENT'S DISCUSSION AND ANALYSIS December 31, 2008 and 2007 CAPITAL ASSETS (CONT.) Net capital assets (additions, less retirements and depreciation) at December 31, 2008 increased $11.8 million (12%) from December 31, 2007 and net capital assets at December 31, 2007 increased $10.6 million (12%) from December 31, 2006 because of increased electric and water distribution assets. LONG-TERM DEBT Long-term debt includes revenue bonds and notes payable. At December 31, 2008, 2007 and 2006, the District had $103.8 million, $108.5 million, and $112.8 million, respectively, in long-term debt outstanding, including current maturities. In October, 2006 the District issued $26.6 million in certificates of participation to refund the 1996 COP's, to fund water system infrastructure improvements, and to complete the financing of the Donner Lake water system replacement. CONTACTING THE DISTRICT'S FINANCIAL MANAGEMENT The financial report is designed to provide readers with a general overview of the District's finances and to demonstrate the District's accountability for the money it receives. If you have questions about this report or need additional financial information, contact Truckee Donner Public Utility District, Attn: Accounting & Finance Department, P.O. Box 309, Truckee, CA 96160. Page 7 LIABILITIES AND NET ASSETS 2008 2007 CURRENT LIABILITIES Other Liabilities Accounts payable $ 3,088,260 $ 1,767,735 Customer deposits 256,863 247,980 Other 774,807 812,280 Total Other Liabilities 4,119,930 2,827,995 Current Liabilities Payable From Restricted Assets Current portion of long-term debt 4,782,147 4,637,985 Accrued interest payable 1,437,813 1,511,287 Total Current Liabilities Payable from Restricted Assets 6,219,960 6,149,272 Total Current Liabilities 10,339,890 8,977,267 NON-CURRENT LIABILITIES Long-term debt, net of discounts, premiums and losses 96,604,153 101,042,614 Installment loans 2,429,524 2,781,094 Deferred revenues 6,300,993 11,080,054 Total Non-Current Liabilities 105,334,670 114,903,762 Total Liabilities 115,674,560 123,881,029 NET ASSETS Invested in capital assets, net of related debt 27,386,977 16,526,277 Restricted for debt service 18,306,875 19,318,592 Unrestricted (deficit) 5,254,836 (1,210,445) Total Net Assets 50,948,688 34,634,424 TOTAL LIABILITIES AND NET ASSETS $ 166,623,248 $ 158,515,453 See accompanying notes to financial statements. Page 9 TRUCKEE DONNER PUBLIC UTILITY DISTRICT CONSOLIDATED STATEMENTS OF CASH FLOWS Years Ended December 31, 2008 and 2007 2008 2007 CASH FLOWS FROM OPERATING ACTIVITIES Received from customers $ 31,690,883 $ 28,907,065 Paid to suppliers for goods and services (17,285,915) (15,767,810) Paid to employees for services (4,629,355) (4,431,094) Net Cash Flows from Operating Activities 9,775,613 8,708,161 CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Principal payments on long-term debt (2,570,000) (2,470,000) Interest payments on long-term debt (848,650) (955,875) Net Cash Flows from Noncapital Financing Activities (3,418,650) (3,425,875) CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Capital expenditures for utility plant (8,326,171) (8,021,650) Proceeds from sale of land 79,638 - Capital contributions,connection and facility fees 73,779 2,936,519 Special assessments receipts 539,609 496,507 Special tax receipts 2,751,980 2,597,823 Debt issuance costs and premiums received, net - (12,034) Principal payments on long-term debt (2,068,192) (1,906,230) Interest payments on long-term debt (4,197,798) (4,433,980) Cash Flows From Capital and Related Financing Activities (11,147,155) (8,343,045) CASH FLOWS FROM INVESTING ACTIVITIES Purchases of investments - (1,698,880) Interest income received 1,604,084 2,585,308 Cash Flows from Investing Activities 1,604,084 886,428 Net Change in Cash and Cash Equivalents (3,186,108) (2,174,331) CASH AND CASH EQUIVALENTS—Beginning of Year 38,312,092 40,486,423 CASH AND CASH EQUIVALENTS—END OF YEAR $ 35,125,984 $ 38,312,092 NONCASH INVESTING ACTIVITIES Developer and customer added capital asstets $ 6,769,297 $ 6,523,819 Recognition of deferred revenues $ 6,301,567 $ 5,518,446 Page 11 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 1 —ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A. ORGANIZATION The Truckee Donner Public Utility District (the District) was formed and operates under the State of California Public Utility District Act. The District is governed by a board of directors which consists of five elected members. The District provides electric and water service to portions of Nevada and Placer counties described as Truckee. The electric and water service operations are separately maintained and operated. These financial statements reflect the combined electric and water operations of the District. All significant transactions between electric and water operations have been eliminated. These eliminations include power purchases and rent for shared facilities. The District's blended component units consist of organizations whose respective governing boards are comprised entirely of the members of the District's Board of Directors. These organizations are reported as if they are a part of the District's operations. The entities are legally separate, however, in the case of the Truckee Donner Public Utility District Financing Corporation, financial support has been pledged and financial and operational policies may be significantly influenced by the District. The following is a description of the District's blended component units: Truckee Donner Public Utility District Financing Corporation: legal entity created to issue and administer Certificates of Participation on behalf of the District. See note 5. Truckee Donner Public Utility District Community Facilities District No. 03-1 (Old Greenwood): legal entity created to issue special tax bonds to finance various public improvements needed to develop property located within Old Greenwood. See note 7. Truckee Donner Public Utility District Community Facilities District No. 04-1 (Gray's Crossing): legal entity created to issue special tax bonds to finance various public improvements needed to develop property located within Gray's Crossing. See note 7. Separate standalone financial statements are not available for the blended component units described above. Unless noted, disclosures relating to the component units are the same as for the District. B. ACCOUNTING POLICIES The financial statements of Truckee Donner Public Utility District (District) have been prepared in conformity with accounting principles generally accepted in the United States of America. The Governmental Accounting Standards Board (GASB) is the accepted standard-setting body for establishing governmental accounting and financial reporting principles. The financial statements are reported using the economic resources measurement focus and the accrual basis of accounting. Under the accrual basis of accounting, revenues are recognized when earned and expenses are recorded when the liability is incurred or economic asset used. Revenues, expenses, gains, losses, assets and liabilities resulting from exchange and exchange-like transactions are recognized when the exchange takes place. Page 13 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 1 —ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (font.) J. DEFERRED CHARGES In 2003, the District entered into a broadband dark fiber maintenance agreement with Sierra Pacific Communications (SPC) which is included in other deferred charges on the accompanying balance sheets. SPC subsequently assigned the agreement to AT&T. The agreement is expected to provide benefit to the District over the estimated 20-year life of the agreement. K. CAPITAL ASSETS Capital assets are generally defined by the District as assets with an initial, individual cost of more than $2,500 and an estimated useful life in excess of one year. Capital assets of the District are stated at the lower of cost or the fair market value at the time of contribution to the District. Major outlays for plant are capitalized as projects are constructed. Depreciation on capital assets is calculated using the straight-line method over the estimated useful lives of the assets, which are as follows: Distribution Plant Water 20-40 years Electric 23-35 years Computer software and hardware 4-5 years Buildings and improvements 20-33 years Equipment and furniture 10 years It is the District's policy to capitalize interest paid on debt incurred for significant construction projects while those projects are under construction, less any interest earned on related unspent debt proceeds. No new debt was issued in 2007 and 2008; no interest was capitalized in 2007 or in 2008. L. COMPENSATED ABSENCES Under terms of employment, employees are granted sick leave and vacations in varying amounts. Only benefits considered to be vested are disclosed in these statements. Vested vacation and sick leave pay is accrued when earned in the financial statements. The liability is liquidated from general operating revenues of the utility. M. REVENUE RECOGNITION Revenues are recorded as meters are read on a cycle basis throughout each month for electric and commercial water. Unbilled revenues, representing estimated consumer usage for the period between the last billing date and the end of the period, are accrued in the period of consumption. Other water customers are billed on a flat-rate basis, and revenues are recorded as billed. Also, the District records estimated revenues earned, but not billed to customers, as of the end of the year. Revenues from connection fees are recognized upon completion of the connection. Income that the District has earned through investing its excess cash is reflected within income from investments when earned. Page 15 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 1 — ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cunt.) Q. TAX REVENUES Beginning in 2004, the District levied ad valorem property tax on all the taxable property within the Old Greenwood District in an amount sufficient to pay the yearly principal and interest on the Special Assessment District Tax Bonds (see note 5). The District had revenues of $782,555 in 2008 and $772,768 in 2007. Beginning in 2005, the District levied ad valorem property tax on all taxable property within the Gray's Crossing District in an amount sufficient to pay the yearly principal and interest on the Special Assessment District Tax Bonds (see note 5). The District had revenues of $2,014,877 in 2008 and $1,966,628 in 2007. Taxes are assessed based on the county tax year ending June 30, resulting in deferred revenue for each of the community facility districts. R. CONTRIBUTED CAPITAL ASSETS A portion of the District's capital assets have been obtained through amounts charged to developers for plant constructed by the District; direct contributions of capital assets from developers and other parties; as well as assessments of local property owners. These items are recognized within capital assets as construction is completed for plant constructed by the District based on the cost of the items, when received for contributed capital assets based on the actual or estimated fair value of the contributed items, or upon completion of the related project for development agreements. The District records amounts received within capital contributions when a legally enforceable claim is established. Until the District meets the criteria to record the amounts described above as capital contributions, any amounts received are recorded within deferred revenue on the balance sheet. S. RECENT ACCOUNTING PRONOUNCEMENTS IMPLEMENTED BY THE DISTRICT In June 2004, the GASB issued Statement No. 45, Accounting and Financial Reporting by Employers for Postemployment Benefits Other Than Pensions. Statement No. 45 establishes standards for the measurement, recognition, and display of other postemployment benefits, (OPEB) expenditures and related liabilities or assets, disclosures, and, if applicable, required supplementary information (RSI) in the financial reports of state and local governmental employers. OPEB includes postemployment healthcare, as well as other forms of postemployment benefits (for example, life insurance) when provided separately from a pension plan. The adoption of Statement No. 45 was effective for the District beginning fiscal year 2007. See note 9. Page 17 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 1 —ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont.) T. ACCOUNTING PRONOUNCEMENTS NOT YET IMPLEMENTED(CONT.) In June of 2008, GASB issued Statement No. 53, Accounting and Financial Reporting for Derivative Instruments. This Statement addresses the recognition, measurement, and disclosure of information regarding derivative instruments entered into by state and local governments. Derivative instruments are often complex financial arrangements used by governments to manage specific risks or to make investments. Common types of derivative instruments used by governments include interest rate and commodity swaps, interest rate locks, options (caps, floors, and collars), swaptions, forward contracts, and futures contracts. Governments enter into derivative instruments as investments; as hedges of identified financial risks associated with assets or liabilities, or expected transactions (that is, hedgeable items); or to lower the costs for borrowings. Governments often enter into derivative instruments with the intention of effectively fixing cash flows or synthetically fixing prices. Governments also enter into derivative instruments to offset the changes in fair value of hedgeable items. A key provision in this Statement is that derivative instruments covered in its scope, with the exception of synthetic guaranteed investment contracts (SGICs) that are fully benefit-responsive, are reported at fair value. The objectives, terms, and risks of hedging derivative instruments are required disclosures. Disclosures also include a summary of derivative instrument activity that provides an indication of the location of fair value amounts reported on the financial statements. The disclosures for investment derivative instruments are similar to the disclosures of other investments. The requirements of this Statement are effective for financial statements for periods beginning after June 15, 2009. The District has elected not to early implement GASB No. 53 and has not determined its effect on the District's financial statements. NOTE 2 —CASH AND INVESTMENTS Cash and investments are recorded in accounts as either restricted or unrestricted as required by the District's certificates of participation indentures or other third-party legal restrictions. Restricted assets represent funds that are restricted by certificates of participation covenants or third party contractual agreements. Assets that are allocated by resolution of the board of directors are considered to be board designated assets. Board designated assets are a component of unrestricted assets as their use may be redirected at any time by approval of the Board. Upon Board approval, assets from designated accounts may be used to fund capital projects. Such accounts have been designated by the board of directors for the following purposes: Building Fund In compliance with Board rules, the District maintains a building fund to help pay for the interest and principal of any borrowed funds used for the District office complex or to pay for capital improvements to the building. Page 19 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 2 —CASH AND INVESTMENTS (cont.) Donner Lake Assessment District Surcharge Fund The District established a monthly billing surcharge in the amount of $6.65 applicable to customers in the Donner Lake area to provide revenue to pay the remainder of the cost of reconstruction effective October 2006. As of December 31, board designated accounts consisted of the following: 2008 2007 Building fund $ 234,117 $ 238,095 Storm damage fund 286,116 275,548 Electric rate reserve 1,550,631 1,148,106 Reserve for future meters 594,173 375,665 Water capital replacement fund 459,485 294,508 Prepaid connection fees 80,382 77,400 Land sale trust fund 4,102,925 3,552,291 Other postemployement benefits - 201,630 Debt service coverage fund 790,515 252,481 Donner Lake Assessment District surcharge fund 14,018 5,465 Totals $ 8,112,362 $ 6,421,189 Certain assets have been restricted by certificates of participation covenants or third party contractual agreements for the following purposes: Certificates of Participation: Electric The terms of the Electric Division's Certificates of Participation require a reserve fund as security for each principal and interest payment as they come due. A reserve fund is set aside as prescribed in the loan documents. These reserve funds are held by Bank of New York Mellon Trust Company. Certificates of Participation: Water The terms of the Water Division's Certificates of Participation require a reserve fund as security for each principal and interest payment as they come due. A reserve fund is set aside as prescribed in the loan documents. These reserve funds are held by Bank of New York Mellon Trust Company. Facilities Fees The District charges facilities fees to applicants for new service to cover the costs of infrastructure needed to meet their systems demand. The use of such funds is restricted by California state law. Page 21 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 2—CASH AND INVESTMENTS (cunt.) 2006 COP Water System Project Fund During 2006, the District issued $26.6 million in water COP's (see note 5), the proceeds of which are to be used in part for future water system replacement. The District established the Water System Project Fund to account for the unspent bond proceeds. The District is allowed to draw upon such funds as valid construction costs'are incurred. Solar Initiative Fund The California Solar Initiative Senate Bill 1 (SB-1) was enacted in 2006, mandating that all publicly-owned electric utilities within the State of California, prepare, adopt and implement a solar rebate program by January 2008 to encourage its customers to install solar energy systems. In 2007, the Board adopted a rebate program effective January 2008, targeting $177,400 annually over ten years to be used as rebates for the installation of solar electricity systems and to raise these funds through a customer surcharge. Other (Area Improvement Funds) The District receives funds from the County of Nevada, which are to be used only for improvements to specific areas within the District's boundaries in Nevada County. These areas include various Nevada County assessment districts. When both restricted and unrestricted resources are available for use, it is the District's policy to use restricted resources first, then unrestricted resources as they are needed. Page 23 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 2—CASH AND INVESTMENTS (cont.) INVESTMENTS AUTHORIZED BY THE DISTRICT'S INVESTMENT POLICY The District adopted an investment policy in 2006 which allowed for investments in instruments permitted by the California Government Code and/or the investments permitted by the trust agreements on District financing, including investments in the local government investment pool administered by the State of California ("LAIF"). The District's investment policy contains provisions intended to limit the District's exposure to interest rate risk, credit risk, and concentration of credit risk. At December 31, 2008 and 2007 the District's deposits and investments were held as follows: 2008 2007 Cash on hand $ 1,200 $ 900 Deposits 270,616 675,331 LAW 22,456,467 23,117,571 Money Market Funds 8,093,117 7,242,380 Guaranteed Investment Contract 4,806,711 7,275,910 Government Bonds 3,594,876 3,594,876 Totals $ 39,222,987 $ 41,906,968 DISCLOSURES RELATING TO INTEREST RATE RISK Interest rate risk is the risk that changes in the market interest rates will adversely affect the fair value of an investment. Generally, the longer the maturity of an investment, the greater the sensitivity of its fair value to changes in market interest rates. Information about the sensitivity of the fair values of the District's investments to market interest rate fluctuations is provided by the following table that shows the District's investments by maturity for 2008 and 2007: Investment Maturity LAIF 12 months or less Federated U.S. Treasury Cash Reserve 12 months or less Fidelity Institutional Prime 12 months or less Fidelity Money Market 12 months or less FSA Capital Management- Investment Contract 12 months or less Federal Home Loan Mortgage 9/15/2011 Federal Farm Credit Banks 3/2/2021 Page 25 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 3—CAPITAL ASSETS Capital assets consist of the following at December 31, 2008 and 2007: January 1, December 31, 2008 Additions Reductions 2008 Electric distribution facilities $ 31,540,474 $ 7,051,918 $ (143,019) $ 38,449,373 Water distribution facilities 71,356,454 8,616,430 (896,496) $ 79,076,388 General plant 9,451,122 1,132,065 (325,789) $ 10,257,398 112,348,050 16,800,413 (1,365,304) 127,783,159 Less: Accumulated depreciation (27,491,932) (4,331,480) 1,365,304 (30,458,108) Construction work in progress 10,898,934 10,964,738 (11,638,683) 10,224,989 Land held for future use 430,100 - - 430,100 Totals $ 96,185,152 $ 23,433,671 $ (11,638,683) $ 107,980,140 January 1, December 31, 2007 Additions Reductions 2007 Electric distribution facilities $ 25,821,475 $ 6,009,855 $ (290,856) $ 31,540,474 Water distribution facilities 62,451,778 8,971,842 (67,166) $ 71,356,454 General plant 10,198,603 506,197 (1,253,678) $ 9,451,122 98,471,856 15,487,894 (1,611,700) 112,348,050 Less: Accumulated depreciation (25,170,480) (3,933,152) 1,611,700 (27,491,932) Construction work in progress 11,845,505 9,477,317 (10,423,888) 10,898,934 Land held for future use 430,100 - - 430,100 Totals $ 85,576,981 $ 21,032,059 $ (10,423,888) $ 96,185,152 As of December 31, 2008 and 2007, the plant in service included land, $1,940,523 and $1,925,482 respectively, which is not being depreciated. A portion of the plant has been contributed to the District. When replacement is needed, the District replaces the contributed plant with District-financed plant. At the end of 2008, there were three open pipeline replacement contracts with one contractor totaling $3 million. All completed work was paid or accrued, and recorded in construction work in progress. Page 27 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 5— LONG-TERM DEBT Long-term debt consisted of the following at December 31, 2008 and 2007: January 1, December 31, Due within 2008 Additions Reductions 2008 one year Certificates of Participation— Electric,2.5%to 5.75%, due serially to 2013(net of unamortized premiums of $144,898). $ 17,604,878 $ $ (2,634,980) $ 14,969,898 $ 2,685,000 State Revolving Fund Loan— Water,2.34%,due semi-annually beginning in 2006 to 2026. 11,709,373 (529,935) 11,179,438 542,408 Special Tax Bonds—Mello Roos,2.25%to 5.7%,due serially to 2013(net of unamortized discounts of $122,655). 12,165,466 - (48,121) 12,117,345 70,000 Special Tax Bonds—Mello Roos,3.25%to 5.7%, due serially to 2035(net of unamortized discounts of $295,318). 15,049,507 - (19,825) 15,029,682 50,000 Special Tax Bonds—Mello Roos,3.50%to 5.50%,due due serially to 2035(net of unamortized discounts of $201,237). 18,893,239 (59,476) 18,833,763 100,000 Certificates of Participation— Water,4.00%to 5.00%, due serially to 2036(net of unamortized discounts of $123,542 and premiums of $553,457) 26,483,591 (720,276) 25,763,315 775,000 Department of Water Resources, 3.18%,due semiannually to 2021,secured by real and personal property. 3,343,263 (201,765) 3,141,498 208,378 Installment loans,5.4%to 6.23%, various payment terms and due dates,secured by equipment. 3,212,377 - (431,491) 2,780,886 351,361 Totals $ 108,461,694 $ $ (4,645,869) $ 103,815,825 $ 4,782,147 Page 29 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 5— LONG-TERM DEBT(cont.) On April3, 2003, the District issued $26,265,000 of Certificates of Participation, the net proceeds of which were utilized to pay the amounts due to IDACORP for the purchase power contract settlement fees, as well as to cover the associated costs of issuance. The terms of the new Certificates call for debt service payments to be made only from the net revenues of the Electric Division. These revenues are required to be at least equal to 120% of the debt service for each year. During April 2004, the District obtained financing in the form of a State Revolving Fund Loan, the proceeds of which were utilized in the replacement of the Donner Lake water system. The District submitted expenditures to the State for reimbursement of $12,732,965. The semi-annual principal and interest payments are $400,426 and commenced in 2006. The District is also required to fund a reserve account by making semi-annual reserve payments in the amount of $40,043 for a 10-year period beginning in 2006. In 2004, the remaining balance of $12,227,122 was used to pay off the temporary lines of credit obtained in 2001 and 2002 to fund the Donner Lake project. See note 8 for additional information. During December 2003, the Old Greenwood Community Facilities District issued $12,445,000 of Special Tax Bonds, the net proceeds of which were utilized to finance various public improvements for property within Old Greenwood. The terms of the Special Tax Bonds call for debt service payments to be provided solely by taxes levied on and collected from the owners of the taxable land within Old Greenwood. The bonds are secured by land located within Old Greenwood. During 2005 and 2004 respectively, the Gray's Crossing Community Facilities District issued $15,375,000 and $19,155,000 of Special Tax Bonds, the net proceeds of which were utilized to finance various public improvements for property within Gray's Crossing (see note 7). The terms of the Special Tax Bonds call for debt service payments to be provided solely by taxes levied on and collected from the owners of the taxable land within Gray's Crossing. The bonds are secured by land located within Gray's Crossing. During 1996, Truckee Donner Public Utility District Financing Corporation issued $10,905,000 of Certificates of Participation to refund 100% of the outstanding balance of Certificates issued in 1991. The 1991 Certificates were used to finance the repair and construction of various water system improvements for the District. The terms of the new Certificates call for payments to be made only from the net revenues of the Water Division and the debt is secured by this revenue. These revenues are required to be at least equal to 110% of the debt service for each year. On October 12, 2006, Truckee Donner Public Utility District Financing Corporation issued $26,570,000 of Certificates of Participation to refund 100% of the outstanding balance of the Certificates issued in 1996, complete the funding of the Donner Lake Assessment District water system, and fund water system capital improvements The refunding portion of the 2006 COP's, totaling $8,465,000, has an average interest rate of 4.10%. The refunded 1996 COP's had an average interest rate of 5.41%. The net proceeds of $7,500,557 (after payment of $63,733 in underwriting fees, insurance and other issuance costs) plus an additional $1,315,194 of reserve fund monies were used to prepay the outstanding debt service requirements on the 1996 COP's. The terms of the Certificates call for payments to be made only from the net revenues of the Water Division and the debt is secured by this revenue. These revenues are required to be at least equal to 125% of the debt service for each year. Page 31 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 6—DEFERRED REVENUE For transactions that have not yet met revenue recognition requirements, revenues are deferred and reflected in the accompanying balance sheets. As of December 31, 2008 and 2007, deferred revenues consist of unearned special assessment revenues, development agreement deposits, connection fees and other deposits. Deferred revenue consisted of the following at December 31, 2008 and 2007: January 1, December 31, 2008 Additions Reductions 2008 Unearned tax revenues $ 1,435,589 $ 1,417,851 $ (1,435,589) $ 1,417,851 Development agreement deposits 7,631,126 903,291 (5,016,865) 3,517,552 Connection fees and other deposits 2,013,339 636,953 (1,284,702) 1,365,590 Totals $ 11,080,054 $ 2,958,095 $ (7,737,156) $ 6,300,993 January 1, December 31, 2007 Additions Reductions 2007 Unearned tax revenues $ 1,317,902 $ 1,435,589 $ (1,317,902) $ 1,435,589 Development agreement deposits 8,892,325 1,853,378 (3,114,577) 7,631,126 Connection fees and other deposits 2,547,905 1,869,303 (2,403,869) 2,013,339 Totals $ 12,758,132 $ 5,158,270 $ (6,836,348) $ 11,080,054 NOTE 7—COMMUNITY FACILITIES DISTRICTS In order to finance various public improvements needed to develop property within the Town of Truckee, California, the District formed Community Facilities Districts (CFD), which issued Special Tax Bonds pursuant to the Mello-Roos Community Facilities Act of 1982, as amended. Accordingly, the Bonds are special obligations of the respective Community Facilities Districts and are payable solely from revenues derived from taxes levied on and collected from the owners of the taxable land within the respective Community Facilities Districts. These Special Tax Bonds are not general or special obligations of the District. The Board of Directors of the District is the legislative body of the Communities Facilities Districts and as such they approve the rates and method of apportionment of the special taxes. As improvements were completed, the infrastructure was donated, in the form of a capital contribution to the Town of Truckee, the Truckee Sanitary District, Southwest Gas and the District. Page 33 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 8—DONNER LAKE WATER COMPANY PURCHASE(cont.) During April 2004, the District obtained financing in the form of a State Revolving Fund Loan for $12,732,965 at a rate of 2.34%. The semi-annual principal and interest payments are $400,426. The District is also required to fund a reserve account by making semi-annual reserve payments in the amount of $40,043 for a 10-year period. Prior to obtaining the State Revolving Fund Loan, the District had third party bridge financing in the form of two lines of credit totaling $10,000,000. Both lines of credit were extinguished with funds received through the State Revolving Fund Loan. NOTE 9— EMPLOYEE BENEFIT PLANS A. CALPERS MISCELLANEOUS 2%AT 60 RISK POOL PENSION PLAN The District and bargaining unit employees elected to participate in the Public Agency portion of CaIPERS, effective August 21, 2004. The "CaIPERS Miscellaneous 2% at 60 Risk Pool" is a cost-sharing multi-employer defined benefit plan administered by CaIPERS, which acts as a common investment and administrative agent for participating public employers within the state of California. State statutes within the Public Employees' Retirement Law establish a menu of benefit provisions, as well as other requirements. The District selects optional benefit provisions from the benefit menu by contract with CaIPERS and adopts those benefits through local ordinance or resolution. The CaIPERS plan also provides for death and disability benefits. CaIPERS issues a separate comprehensive annual financial report. Copies of the CaIPERS' annual financial report may be obtained from the CaIPERS Executive Office — 400 P Street — Sacramento, California, 95814. Active plan participants are required to contribute 7% of their annual covered salary, of which the District pays 4% on behalf of the participants. The District is required to contribute the actuarially determined remaining amounts necessary to fund the benefits for its participants. The required employer contribution rate for fiscal years ending June 30, 2008 and 2007 was 16.120% and 18.006% of eligible participant payroll. The contribution requirements of the plan participants are established by State statute and the employer contributions rate is established and may be amended by CaIPERS. At the time of joining the CaIPERS Miscellaneous 2% at 60 Risk Pool, an employer side fund was created to account for the difference between the funded status of the pool and the funded status of the District's plan. The side fund is credited, on an annual basis, with the actuarial assumption of a 7.75% investment return and the side fund balance is amortized on a closed basis, ending in 2017. Page 35 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 9— EMPLOYEE BENEFIT PLANS (cont.) C. OTHER POST EMPLOYMENT BENEFITS (OPEB) The District administers a single-employer defined benefit healthcare plan (The Retiree Health Plan). Contribution requirements and benefit provisions are established through collective bargaining agreements and may be amended only through negotiations between the District and the Union. The plan provides health insurance contributions for eligible retirees and their spouses through the District's group health insurance plan, which covers both active and retired members. Health insurance includes medical insurance, dental insurance, and prescriptions. The Retiree Health Plan does not issue a publicly available financial report. The District began providing post employment health care on January 1, 2000 to all employees, and qualified dependents, that retire from the District on or after attaining age 60 with service of at least 20 years. As of December 31, 2008, there were eight active plan participants. The monthly amount paid by the District is capped at $475 for each participant or $375 for each participant eligible for Medicare. For participants with less than 20 years of service, the benefit is reduced by 5% for each year. For participants who retired prior to age 60, the benefit is reduced by 2% for each year. Expenditures for post employment health care benefits are recognized when premiums are paid. During 2006, the District received an other post employment benefit (OPEB) actuarial report prepared by its medical benefits provider, National Rural Electric Cooperative Association (NRECA). In addition to the above postemployment health care premiums, the District began to contribute to an internally designated OPEB account in 2007 in anticipation of contributing to the California Employers' Retiree Benefit Trust Program (CERBT) in 2008. On November 7, 2007, the Board approved a participation agreement with CalPERS to be the plan administrator for the District's OPEB trust. The participation agreement was submitted to CalPERS on November 8, 2007, and became effective on January 15, 2008. At that time, accumulated deposits, plus accrued interest, were transferred to CERBT. The funds of the Retiree Health Plan are invested in CERBT, which is a tax qualified trust organized under Internal Revenue Code (IRC) Section 115. Participation in the trust is limited to those agencies who qualify as "government" entities under that IRC section. The CERBT is an irrevocable trust established for the purpose of receiving employer contributions to prefund health and other postemployment benefits for retirees and their beneficiaries. The CERBT administrative costs are financed through investment earnings. To obtain a CERBT report, please contact CalPERS at 888-225-7377. Page 37 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 9— EMPLOYEE BENEFIT PLANS (cont.) C. OTHER POST EMPLOYMENT BENEFITS (OPEB) (cont.) Schedule of Funding Progress (Unaudited, Required Supplementary Information) The funded status of the plan as of January 1, 2007, which is the first year of the plan and the most recent actuarial valuation date, was as follows: Unfunded Funded Annual UL as a Valuation Accrued Actuarial Value Liabilities Ratio Covered % of Date Liabilities (AL) of Assets (AVA) (UL) (AVA/AL) Payroll Payroll 01/01/2006 $ 2,328,500 $ - $ 2,328,500 0.0% $ 5,542,800 42.0% 01/01/2007 $ 1,369,600 $ 198,800 $ 1,170,800 14.5% $ 4,925,600 23.8% Significant actuarial assumptions include: Actuarial Cost Method Entry Age Normal Cost Method Discount Rate 7.75% Actuarial valuations of an ongoing plan involve estimates for the value of reported amounts and assumptions about the probability of occurrence of events far into the future. Examples include assumptions about future employment, mortality, and the healthcare cost trend. Amounts determined regarding the funded status of the plan and annual required contributions of the employer are subject to continual revision as actual results are compared with past expectations and new estimates are made about the future. Projections of benefits for financial reporting purposes are based on the substantive plan (the plan as understood by the employer and plan members) and include the types of benefits provided at the time of each valuation and historical pattern of sharing benefit costs between the employer and plan members to that point. The methods and assumptions used include techniques that are designed to reduce short-term volatility in actuarial accrued liabilities and the actuarial value of assets, consistent with the long-term perspective of calculations. NOTE 10—SELF FUNDED INSURANCE The District has a self-funded vision insurance program and claims were processed by and on behalf of the District. The District did not maintain a claim liability, rather claims were expensed as paid. The amount of claims paid for each of the past three years have not been material. Page 39 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 11 —SEGMENT DISCLOSURE (cont.) Balance Sheets(cont.) 2007 Gray's Old ASSETS Electric Water Crossing Greenwood Current assets $ 14,301,438 $ 15,127,928 $ 2,390,585 $ 961,114 Noncurrent Assets Capital assets, net 33,021,280 63,163,872 - - Restricted assets 3,538,930 9,664,439 3,259,089 1,260,321 Other assets 1,218,931 9,938,080 452,677 216,769 Total Noncurrent Assets 37,779,141 82,766,391 3,711,766 1,477,090 Total Assets $ 52,080,579 $ 97,894,319 $ 6,102,351 $ 2,438,204 LIABILITIES AND NET ASSETS(DEFICIT) Current liabilities $ 5,333,454 $ 2,626,696 $ 722,334 $ 294,783 Noncurrent Liabilities Long-term debt, net of current portion 15,515,056 42,360,441 33,837,746 12,110,465 Other liabilities 7,725,892 1,918,573 1,034,307 401,282 Total Liabilities 28,574,402 46,905,710 35,594,387 12,806,530 Net Assets(Deficit) Invested in capital assets, net of related debt 32,924,664 29,040,378 (33,490,069) (11,948,696) Restricted for debt service 6,080,894 9,601,451 2,625,349 1,010,898 Unrestricted (15,499,381) 12,346,780 1,372,684 569,472 Total Net Assets(Deficit) 23,506,177 50,988,609 (29,492,036) (10,368,326) Total Liabilities and Net Assets $ 52,080,579 $ 97,894,319 $ 6,102,351 $ 2,438,204 Page 41 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 11 —SEGMENT DISCLOSURE (cunt.) Statements of Revenues, Expenses,and Changes in Net Assets(cont.) 2007 Gray's Old Electric Water Crossing Greenwood Operating Revenues Sales to customers $ 18,396,992 $ 9,042,900 $ - $ - Other operating revenues 2,703,252 727,978 - - Operating expenses (15,413,523) (6,651,881) - - Depreciation (1,472,853) (2,334,557) - - Nonoperating revenues(expenses) (203,981) (239,870) 254,711 111,572 Income(loss)before capital contributions 4,009,887 544,570 254,711 111,572 Capital contributions 4,676,907 6,309,201 - - Change in net assets 8,686,794 6,853,771 254,711 111,572 TOTAL NET ASSETS (DEFICIT)—Beginning of Year 14,819,383 44,134,838 (29,746,747) (10,479,898) TOTAL NET ASSETS (DEFICIT)—END OF YEAR $ 23,506,177 $ 50,988,609 $ (29,492,036) $ (10,368,326) Page 43 TRUCKEE DONNER PUBLIC UTILITY DISTRICT NOTES TO FINANCIAL STATEMENTS December 31, 2008 and 2007 NOTE 12— RESOLVED CONTINGENCY The District was one of a group of approximately 50 utilities involved in a matter relating to the disposal of PCB wastes at two sites. The clean up of the two sites fell under the federal EPA Superfund Program. In 2002, the District resolved this matter with the EPA, by the District funding its portion of the cleanup expenses, as long as expenses did not exceed $60,000,000. If cleanup expenses exceeded $60,000,000, the District would have been liable for its portion (.163%) of the additional cost. Both sites were restored by April 2007 with no land restrictions by the EPA, and with no additional cost to the District. NOTE 13 —CLAIMS AND .JUDGMENTS From time to time, the utility is party to various pending claims and legal proceedings. Although the outcome of such matters cannot be forecasted with certainty, it is the opinion of management and the utility's legal counsel that the likelihood is remote that any such claims or proceedings will have a material adverse effect on the utility's financial position or results of operations. NOTE 14— RISK MANAGEMENT The utility is exposed to various risks of loss related to torts; theft of, damage to, or destruction of assets; errors and omissions; workers compensation; and health care of its employees. These risks are covered through the purchase of commercial insurance, with minimal deductibles. Settled claims have not exceeded the commercial liability in any of the past three years. There were no significant reductions in coverage compared to the prior year. NOTE 15—SUBSEQUENT EVENTS RATE CHANGE On November 19, 2007, the Board of Directors approved an increase in electric rates effective on January 1, 2009. On December 3, 2008 the Board adopted an ordinance, establishing a $5.00 monthly surcharge for all treated water accounts, effective January 2, 2009 through December 31, 2013. Page 45 TRUCKEE DONNER PUBLIC UTILITY DISTRICT CONSOLIDATING BALANCE SHEETS December 31, 2008 Component Units Electric Water Gray's Operations Operations Crossing Old Greenwood Eliminations Totals ASSETS CURRENT ASSETS Funds 4 Operating $ 4,330,502 $ 995,836 $ 423,509 $ 179,319 $ $ 5,929,166 Designated 2,070,864 6,041,498 - - - 8,112,362 Restricted 3,139,946 5,388,393 - - - 8,528,339 Total Funds 9,541,312 12,425,727 423,509 179,319 - 22,569,867 Accounts receivable, net 1,048,523 661,804 2,097,876 832,553 - 4,640,756 Unbilled revenues 1,799,708 617,414 - - - 2,417,122 Accrued interest receivable 54,261 220,242 10,870 8,133 - 293,506 Materials and supplies 533,662 146,109 - _ - 679,771 Prepaid expenses 168,316 89,037 257,353 Other 14,744 14,225 - - - 28,969 Total Current Assets 13,160,526 14,174,558 2,532,255 1,020,005 - 30,887,344 i NON-CURRENT ASSETS Other Non-Current Assets Restricted funds 3,600,730 8,512,994 3,265,105 1,274,291 - 16,653,120 Special assessments receivable - 8,577,638 - - - 8,577,638 Deferred charges i Unamortized debt issue costs 200,647 756,692 428,929 205,258 _ 1,591,526 Other 933,480 - - - - 933,480 Total Other Non-Current Assets 4,734,857 17,847,324 3,694,034 1,479,549 - 27,755,764 CAPITAL ASSETS Utility plant 46,144,911 81,638,248 - - - 127,783,159 Accumulated depreciation (12,700,894) (17,757,214) - - - (30,458,108) Construction work in progress 3,309,758 6,915,231 - - - 10,224,989 Land held for future use - 430,100 - - - 430,100 Total Utility Plant 36,753,775 71,226,365 - - 107,980,140 TOTAL ASSETS $ 54,649,158 $ 103,248,247 $ 6,226,289 $ 2,499,554 $ - $ 166,623,248 Page 46 TRUCKEE DONNER PUBLIC UTILITY DISTRICT STATEMENTS OF REVENUES, EXPENSES AND CHANGES IN NET ASSETS Year Ended December 31, 2008 Component Units Electric Water Gray's Operations Operations Crossing Old Greenwood Eliminations Totals OPERATING REVENUES Sales to customers $ 20,104,157 $ 9,658,483 $ - $ - $ - $ 29,762,640 Interdepartmental sales 1,500,671 1,424 - - (1,502,095) - Standby fees 21,030 162,400 - - - 183,430 Other 1,225,541 609,782 - - (274,053) 1,561,270 Total Operating Revenues 22,851,399 10,432,089 - - (1,776,148) 31,507,340 OPERATING EXPENSES Purchased power 10,627,405 - - 10,627,405 Operations and maintenance 3,260,176 4,369,205 - - (1,502,095) 6,127,286 Consumer services 1,256,241 428,740 - - - 1,684,981 Administration and general 2,626,971 1,581,950 - - (274,053) 3,934,868 Depreciation 1,643,965 2,556,739 - - - 4,200,704 Total Operating Expenses 19,414,758 8,936,634 - - (1,776,148) 26,575,244 I E Operating Income 3,436,641 1,495,455 - - - 4,932,096 NON-OPERATING REVENUE (EXPENSES) Special tax revenue - - 2,014,877 782,555 - 2,797,432 Investment income 358,637 1,510,939 111,059 61,144 - 2,041,779 Interest expense (815,164) (1,649,864) (1,850,748) (718,780) - (5,034,556) Amortization (25,008) (27,284) (49,447) (18,390) - (120,129) Gain on disposition of assets 13,602 79,638 - - - 93,240 Total Non-Operating Expenses (467,933) (86,571) 225,741 106,529 - (222,234) Income Before Contributions 2,968,708 1,408,884 225,741 106,529 - 4,709,862 CAPITAL CONTRIBUTIONS, net 6,405,794 5,198,608 - - - 11,604,402 CHANGE IN NET ASSETS 9,374,502 6,607,492 225,741 106,529 - 16,314,264 NET ASSETS (Deficit)- Beginning of Year 23,506,177 50,988,609 (29,492,036) (10,368,326) - 34,634,424 NET ASSETS (Deficit)- END OF YEAR $ 32,880,679 $ 57,596,101 $ (29,266,295) $ (10,261,797) $ - $ 50,948,688 Page 48 Component Units Electric Water Gray's Old Operations Operations Crossing Greenwood Eliminations Total RECONCILIATION OF OPERATING INCOME TO NET CASH FLOWS FROM OPERATING ACTIVITIES Operating income $ 3,436,641 $ 1,495,455 $ - $ - $ - $ 4,932,096 Noncash items included in operating income Depreciation and amortization 1,643,965 2,556,739 - - - 4,200,704 Amortization of deferred expenses (5,184) - - - - (5,184) r Depreciation charged to other accounts 64,689 89,450 - - - 154,139 Changes in assets and liabilities Accounts receivable and unbilled revenues 193,865 (14,090) - - - 179,775 Materials and supplies 6,514 9,885 - - - 16,399 Prepaid expenses and other current assets 51,922 (5,416) - - - 46,506 Accounts payable 98,740 (15,047) - - - 83,693 Customer deposits 4,686 (918) - - - 3,768 Other current liabilities 70,986 92,731 - - - 163,717 E NET CASH FLOWS FROM OPERATING ACTIVITIES $ 5,566,824 $ 4,208,789 $ - $ - $ - $ 9,775,613 RECONCILIATION OF CASH AND CASH EQUIVALENTS TO THE BALANCE SHEET s Operating $ 4,330,502 $ 995,836 $ 423,509 $ 179,319 $ - $ 5,929,166 ` Designated 2,070,864 6,041,498 - - - 8,112,362 Restricted bond funds-current 3,139,946 5,388,393 - - - 8,528,339 Restricted bond funds-non-current 3,600,730 8,512,994 3,265,105 1,274,291 - 16,653,120 Total Cash and Investments 13,142,042 20,938,721 3,688,614 1,453,610 - 39,222,987 Less: Long-term investments - (3,594,876) - - - (3,594,876) Mark to market valuation (57,934) (444,193) - - - (502,127) TOTAL CASH AND CASH EQUIVALENTS $ 13,084,108 $ 16,899,652 $ 3,688,614 $ 1,453,610 $ - $ 35,125,984 Page 50