village of dresser, wisconsin (polk county)...(other offices located in waukesha, wisconsin,...

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PRELIMINARY OFFICIAL STATEMENT DATED APRIL 30, 2018

In the opinion of Fryberger, Buchanan, Smith & Frederick, P.A., Bond Counsel, assuming continued compliance with the requirements of the Internal Revenue Code of1986, as amended (the "Code"), under existing law, interest on the Bonds is not includable in gross income for federal income tax purposes and is not an item of taxpreference for purposes of federal alternative minimum tax imposed on individuals. See "Tax Exemption" herein for a more detailed discussion. The interest on the Bondsis not exempt from present Wisconsin income and franchise tax.

The Village will designate the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended, relatingto the ability of financial institutions to deduct from income for federal income tax purposes, interest expense that is allocable to carrying and acquiring tax-exemptobligations.

New Issue Non-Rated

VILLAGE OF DRESSER, WISCONSIN(Polk County)

$1,450,000* GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 2018A

BID OPENING: May 7, 2018, 10:00 A.M., C.T. CONSIDERATION: May 7, 2018, 6:30 P.M., C.T.

PURPOSE/AUTHORITY/SECURITY: The $1,450,000* General Obligation Corporate Purpose Bonds, Series 2018A (the "Bonds")of the Village of Dresser, Wisconsin (the "Village") are being issued pursuant to Section 67.04, Wisconsin Statutes, for the public purposeof financing the Village's 2018 street improvement program for various street improvements including, but not limited to, the PetersonDrive and Horsmann Avenue Project and related sewer main repairs and water system improvements including but not limited toimprovements to the water tower and water system improvements in connection with street improvement projects as well as effectinga current refunding of certain outstanding obligations of the Village as described herein. The Bonds are valid and binding generalobligations of the Village, and all the taxable property in the Village is subject to the levy of a tax to pay the principal of and interest onthe Bonds as they become due which tax may, under current law, be levied without limitation as to rate or amount. Delivery is subjectto receipt of an approving legal opinion of Fryberger, Buchanan, Smith & Frederick, P.A., Duluth, Minnesota.

DATE OF BONDS: May 24, 2018

MATURITY: March 1 as follows:

Year Amount* Year Amount* Year Amount*

2019 $25,000 2026 $90,000 2033 $70,000

2020 75,000 2027 100,000 2034 70,000

2021 75,000 2028 60,000 2035 75,000

2022 70,000 2029 60,000 2036 75,000

2023 75,000 2030 60,000 2037 85,000

2024 85,000 2031 60,000 2038 85,000

2025 90,000 2032 65,000

*MATURITYADJUSTMENTS:

The Village reserves the right to increase or decrease the principal amount of the Bonds on the day ofsale, in increments of $5,000 each. Increases or decreases may be made in any maturity. If any principalamounts are adjusted, the purchase price proposed will be adjusted to maintain the same gross spreadper $1,000.

TERM BONDS: See "Term Bond Option" herein.

INTEREST: March 1, 2019 and semiannually thereafter.

OPTIONAL REDEMPTION: Bonds maturing March 1, 2026 and thereafter are subject to call for prior redemption on March 1, 2025and any date thereafter, at a price of par plus accrued interest.

MINIMUM BID: $1,432,600.

GOOD FAITH DEPOSIT: A good faith deposit in the amount of $29,000 shall be made by the winning bidder by wire transfer offunds.

PAYING AGENT: Bond Trust Services Corportation.

BOND COUNSEL: Fryberger, Buchanan, Smith & Frederick, P.A.

MUNICIPAL ADVISOR: Ehlers and Associates, Inc.

BOOK-ENTRY-ONLY: See "Book-Entry-Only System" herein (unless otherwise specified by the purchaser).

REPRESENTATIONS

No dealer, broker, salesperson or other person has been authorized by the Village to give any information or to make anyrepresentation other than those contained in this Preliminary Official Statement and, if given or made, such other information orrepresentations must not be relied upon as having been authorized by the Village. This Preliminary Official Statement does notconstitute an offer to sell or a solicitation of an offer to buy any of the Bonds in any jurisdiction to any person to whom it isunlawful to make such an offer or solicitation in such jurisdiction.

This Preliminary Official Statement is not to be construed as a contract with the Syndicate Manager or Syndicate Members. Statements contained herein which involve estimates or matters of opinion are intended solely as such and are not to be construedas representations of fact. Ehlers & Associates, Inc. prepared this Preliminary Official Statement and any addenda thereto relyingon information of the Village and other sources for which there is reasonable basis for believing the information is accurate andcomplete. Bond Counsel has not participated in the preparation of this Preliminary Official Statement and is not expressing anyopinion as to the completeness or accuracy of the information contained therein. Compensation of Ehlers & Associates, Inc.,payable entirely by the Village, is contingent upon the sale of the issue.

COMPLIANCE WITH S.E.C. RULE 15c2-12

Certain municipal obligations (issued in an aggregate amount over $1,000,000) are subject to Rule 15c2-12 promulgated by theSecurities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended (the "Rule").

Preliminary Official Statement: This Preliminary Official Statement was prepared for the Village for dissemination topotential investors. Its primary purpose is to disclose information regarding the Bonds to prospective underwriters in the interestof receiving competitive proposals in accordance with the sale notice contained herein. Unless an addendum is posted prior tothe sale, this Preliminary Official Statement shall be deemed nearly final for purposes of the Rule subject to completion, revisionand amendment in a Final Official Statement as defined below.

Review Period: This Preliminary Official Statement has been distributed to prospective bidders for review. Comments orrequests for the correction of omissions or inaccuracies must be submitted to Ehlers & Associates, Inc. at least two business daysprior to the sale. Requests for additional information or corrections in the Preliminary Official Statement received on or beforethis date will not be considered a qualification of a proposal received from an underwriter. If there are any changes, correctionsor additions to the Preliminary Official Statement, interested bidders will be informed by an addendum prior to the sale.

Final Official Statement: Copies of the Final Official Statement will be delivered to the underwriter (Syndicate Manager)within seven business days following the proposal acceptance.

Continuing Disclosure: Subject to certain exemptions, issues in an aggregate amount over $1,000,000 may be required tocomply with provisions of the Rule which require that underwriters obtain from the issuers of municipal securities (or otherobligated party) an agreement for the benefit of the owners of the securities to provide continuing disclosure with respect to thosesecurities. This Preliminary Official Statement describes the conditions under which the Bonds are exempt or required to complywith the Rule.

CLOSING CERTIFICATES

Upon delivery of the Bonds, the underwriter (Syndicate Manager) will be furnished with the following items: (1) a certificate ofthe appropriate officials to the effect that at the time of the sale of the Bonds and all times subsequent thereto up to and includingthe time of the delivery of the Bonds, this Preliminary Official Statement did not and does not contain any untrue statement ofa material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances underwhich they were made, not misleading; (2) a receipt signed by the appropriate officer evidencing payment for the Bonds; (3) acertificate evidencing the due execution of the Bonds, including statements that (a) no litigation of any nature is pending, or tothe knowledge of signers, threatened, restraining or enjoining the issuance and delivery of the Bonds, (b) neither the corporateexistence or boundaries of the Village nor the title of the signers to their respective offices is being contested, and (c) no authorityor proceedings for the issuance of the Bonds have been repealed, revoked or rescinded; and (4) a certificate setting forth facts andexpectations of the Village which indicates that the Village does not expect to use the proceeds of the Bonds in a manner thatwould cause them to be arbitrage bonds within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended,or within the meaning of applicable Treasury Regulations.

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TABLE OF CONTENTS

INTRODUCTORY STATEMENT. . . . . . . . . . . . . . . . . 1

THE BONDS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1GENERAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1OPTIONAL REDEMPTION. . . . . . . . . . . . . . . . . . 1AUTHORITY; PURPOSE. . . . . . . . . . . . . . . . . . . . 2ESTIMATED SOURCES AND USES. . . . . . . . . . . 3SECURITY. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3RATING. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3CONTINUING DISCLOSURE. . . . . . . . . . . . . . . . 3LEGAL OPINION. . . . . . . . . . . . . . . . . . . . . . . . . . 4TAX EXEMPTION. . . . . . . . . . . . . . . . . . . . . . . . . 4QUALIFIED TAX-EXEMPT OBLIGATIONS. . . . 5MUNICIPAL ADVISOR. . . . . . . . . . . . . . . . . . . . . 5MUNICIPAL ADVISOR AFFILIATED

COMPANIES.. . . . . . . . . . . . . . . . . . . . . . . . . 5INDEPENDENT AUDITORS. . . . . . . . . . . . . . . . . 5RISK FACTORS.. . . . . . . . . . . . . . . . . . . . . . . . . . . 6

VALUATIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8WISCONSIN PROPERTY VALUATIONS;

PROPERTY TAXES. . . . . . . . . . . . . . . . . . . . 8CURRENT PROPERTY VALUATIONS. . . . . . . . 92017 EQUALIZED VALUE BY

CLASSIFICATION. . . . . . . . . . . . . . . . . . . . . 9TREND OF VALUATIONS.. . . . . . . . . . . . . . . . . . 9LARGER TAXPAYERS. . . . . . . . . . . . . . . . . . . . 10

DEBT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11DIRECT DEBT.. . . . . . . . . . . . . . . . . . . . . . . . . . . 11SCHEDULE OF GENERAL OBLIGATION

DEBT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12DEBT LIMIT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13OVERLAPPING DEBT. . . . . . . . . . . . . . . . . . . . . 13DEBT RATIOS.. . . . . . . . . . . . . . . . . . . . . . . . . . . 14DEBT PAYMENT HISTORY. . . . . . . . . . . . . . . . 14FUTURE FINANCING. . . . . . . . . . . . . . . . . . . . . 14

TAX LEVIES AND COLLECTIONS. . . . . . . . . . . . . . 15TAX LEVIES AND COLLECTIONS. . . . . . . . . . 15PROPERTY TAX RATES. . . . . . . . . . . . . . . . . . . 16LEVY LIMITS. . . . . . . . . . . . . . . . . . . . . . . . . . . . 16

THE ISSUER. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18VILLAGE GOVERNMENT.. . . . . . . . . . . . . . . . . 18EMPLOYEES; PENSIONS. . . . . . . . . . . . . . . . . . 18OTHER POST EMPLOYMENT BENEFITS.. . . . 19LITIGATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19MUNICIPAL BANKRUPTCY.. . . . . . . . . . . . . . . 19FUNDS ON HAND. . . . . . . . . . . . . . . . . . . . . . . . 20ENTERPRISE FUNDS. . . . . . . . . . . . . . . . . . . . . . 21SUMMARY GENERAL FUND

INFORMATION. . . . . . . . . . . . . . . . . . . . . . 22

GENERAL INFORMATION. . . . . . . . . . . . . . . . . . . . 23LOCATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23LARGER EMPLOYERS. . . . . . . . . . . . . . . . . . . . 23BUILDING PERMITS. . . . . . . . . . . . . . . . . . . . . . 24U.S. CENSUS DATA. . . . . . . . . . . . . . . . . . . . . . . 25EMPLOYMENT/UNEMPLOYMENT DATA.. . . 25

FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . . A-1

FORM OF LEGAL OPINION. . . . . . . . . . . . . . . . . . . B-1

BOOK-ENTRY-ONLY SYSTEM. . . . . . . . . . . . . . . . C-1

FORM OF CONTINUING DISCLOSURE CERTIFICATE. . . . . . . . . . . . . . . . . . . . . . . . . . . D-1

NOTICE OF SALE. . . . . . . . . . . . . . . . . . . . . . . . . . . E-1

BID FORM

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BOARD OF TRUSTEES

Term Expires

Bryan Raddatz President April 2019

Karen Andrie Trustee April 2020

Grace Bjorklund Trustee April 2019

Richard Durand Trustee April 2019

Jeff Gutzmer Trustee April 2020

Elina Kuusisto Trustee April 2020

Wayne Moberg Trustee April 2019

ADMINISTRATION

Jodi Gilbert, Village Clerk/Treasurer

PROFESSIONAL SERVICES

Tim Laux, Village Attorney, Osceola, Wisconsin

Fryberger, Buchanan, Smith & Frederick, P.A., Bond Counsel, Duluth, Minnesota

Ehlers & Associates, Inc., Municipal Advisors, Roseville, Minnesota(Other offices located in Waukesha, Wisconsin, Chicago, Illinois and Denver, Colorado)

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INTRODUCTORY STATEMENT

This Preliminary Official Statement contains certain information regarding the Village of Dresser, Wisconsin (the"Village") and the issuance of its $1,450,000* General Obligation Corporate Purpose Bonds, Series 2018A (the"Bonds" or the "Obligations"). Any descriptions or summaries of the Bonds, statutes, or documents included hereinare not intended to be complete and are qualified in their entirety by reference to such statutes and documents and theform of the Bonds to be included in the resolution awarding the sale of the Bonds (the "Award Resolution") to beadopted by the Board of Trustees on May 7, 2018.

Inquiries may be directed to Ehlers & Associates, Inc. ("Ehlers" or the "Municipal Advisor"), Roseville, Minnesota,(651) 697-8500, the Village's Municipal Advisor. A copy of this Preliminary Official Statement may be downloadedfrom Ehlers’ web site at www.ehlers-inc.com by connecting to the Bond Sales link and following the directions atthe top of the site.

THE BONDS

GENERAL

The Bonds will be issued in fully registered form as to both principal and interest in denominations of $5,000 eachor any integral multiple thereof, and will be dated, as originally issued, as of May 24, 2018. The Bonds will matureon March 1 in the years and amounts set forth on the cover of this Preliminary Official Statement. Interest will bepayable on March 1 and September 1 of each year, commencing March 1, 2019, to the registered owners of the Bondsappearing of record in the bond register as of the close of business on the 15th day (whether or not a business day)of the immediately preceding month. Interest will be computed upon the basis of a 360-day year of twelve 30-daymonths and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board ("MSRB"). The ratefor any maturity may not be more than 1.00% less than the rate for any preceding maturity. (For example,if a rate of 4.50% is proposed for the 2019 maturity, then the lowest rate that may be proposed for any latermaturity is 3.50%.) All Bonds of the same maturity must bear interest from the date of issue until paid at a single,uniform rate. Each rate must be expressed in an integral multiple of 5/100 or 1/8 of 1%.

Unless otherwise specified by the purchaser, the Bonds will be registered in the name of Cede & Co., as nominee forThe Depository Trust Company, New York, New York ("DTC"). (See "Book-Entry-Only System" herein.) As longas the Bonds are held under the book-entry system, beneficial ownership interests in the Bonds may be acquired inbook-entry form only, and all payments of principal of, premium, if any, and interest on the Bonds shall be madethrough the facilities of DTC and its participants. If the book-entry system is terminated, principal of, premium, ifany, and interest on the Bonds shall be payable as provided in the Award Resolution.

The Village has selected Bond Trust Services Corporation, Roseville, Minnesota, to act as paying agent (the "PayingAgent"). Bond Trust Services Corporation and Ehlers are affiliate companies. The Village will pay the charges forPaying Agent services. The Village reserves the right to remove the Paying Agent and to appoint a successor.

OPTIONAL REDEMPTION

At the option of the Village, the Bonds maturing on or after March 1, 2026 shall be subject to optional redemptionprior to maturity on March 1, 2025 and on any date thereafter, at a price of par plus accrued interest.

Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the selectionof the amounts and maturities of the Bonds to be redeemed shall be at the discretion of the Village. If only part ofthe Bonds having a common maturity date are called for redemption, then the Village or Paying Agent, if any, willnotify DTC of the particular amount of such maturity to be redeemed. DTC will determine by lot the amount of each

*Preliminary, subject to change. 1

http://www.ehlers-inc.com.

participant's interest in such maturity to be redeemed and each participant will then select by lot the beneficialownership interest in such maturity to be redeemed.

Notice of redemption shall be sent by mail not more than 60 days and not less than 30 days prior to the date fixed forredemption to the registered owner of each Bond to be redeemed at the address shown on the registration books.

AUTHORITY; PURPOSE

The Bonds are being issued pursuant to Section 67.04, Wisconsin Statutes, for the public purpose of financing theVillage's 2018 street improvement program for various street improvements including, but not limited to, the PetersonDrive and Horsmann Avenue Project and related sewer main repairs and water system improvements including butnot limited to improvements to the water tower and water system improvements in connection with streetimprovement projects and to effect a current refunding of the Village’s General Obligation Refunding Bonds, Series2007A, dated August 9, 2007 (the “Series 2007A Bonds”) and the 2018 Bank Note, dated April 2, 2018 (the “2018Note”) as follows:

Issue Being Refunded

Date ofRefunded

IssueCallDate

CallPrice

MaturitiesBeing

RefundedInterestRates

Principal to be

Refunded

CUSIPBase

261615

Series 2007A Bonds 08/09/07 06/15/18 Par 2019 4.30% 55,000 BW7*2024 4.30% 130,000 CA4*2027 4.40% 110,000 CD8*

Total Series 2007A Bonds Being Refunded $295,000

*Term Bonds with mandatory redemption dates.

Issue Being Refunded

Date ofRefunded

IssueCallDate

CallPrice

MaturitiesBeing

RefundedInterestRates

Principal to be

Refunded

2018 Note 04/12/18 05/25/18 Par 2019 2.00% 302,164

Total 2018 Note Being Refunded $302,164

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ESTIMATED SOURCES AND USES*

Sources

Par Amount of Bonds $1,450,000

Transfer from Prior Issue Debt Service Fund 6,518

Grant 500,000

Total Sources $1,956,518

Uses

Project Costs $1,308,907

Refunding Costs 601,430

Estimated Discount 17,400

Finance Related Expenses 27,000

Rounding/Contingency 1,781

Total Uses $1,956,518

*Preliminary, subject to change

SECURITY

For the prompt payment of the Bonds with interest thereon and for the levy of taxes sufficient for this purpose, thefull faith, credit and resources of the Village will be irrevocably pledged. The Village will levy a direct, annual,irrepealable tax on all taxable property in the Village sufficient to pay the interest on the Bonds when it becomes dueand also to pay and discharge the principal on the Bonds at maturity, in compliance with Article XI, Section 3 of theWisconsin Constitution. Such tax may, under current law, be levied without limitation as to rate or amount.

RATING

None of the outstanding indebtedness of the Village is currently rated, and the Village has not requested a rating onthis issue. A rating for this issue may not be requested without contacting Ehlers and receiving the permission of theVillage.

CONTINUING DISCLOSURE

In order to assist the Underwriters in complying with SEC Rule 15c2-12 promulgated by the Securities and ExchangeCommission, pursuant to the Securities Exchange Act of 1934 (hereinafter the "Rule"), the Village shall covenantto take certain actions pursuant to a Resolution adopted by the Board of Trustees by entering into a ContinuingDisclosure Undertaking (the "Disclosure Undertaking") for the benefit of holders, including beneficial holders. TheDisclosure Undertaking requires the Village to provide electronically or in the manner otherwise prescribed certainfinancial information annually and to provide notices of the occurrence of certain events enumerated in the Rule. Thedetails and terms of the Disclosure Undertaking for this issue are set forth in Appendix D to be executed and deliveredby the Village at the time of delivery of the Bonds. Such Disclosure Undertaking will be in substantially the formattached hereto.

In the previous five years, the Village believes it has not failed to comply in all material respects with its priorundertakings under the Rule.

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A failure by the Village to comply with any Disclosure Undertaking will not constitute an event of default on thisissue or any issue outstanding. However, such a failure may adversely affect the transferability and liquidity of theBonds and their market price.

The Village will file its continuing disclosure information using the Electronic Municipal Market Access ("EMMA")system or any system that may be prescribed in the future. Investors will be able to access continuing disclosureinformation filed with the MSRB at www.emma.msrb.org.

LEGAL OPINION

An opinion as to the validity of the Bonds and the exemption from federal taxation of the interest thereon will befurnished by Fryberger, Buchanan, Smith & Frederick, P.A., Bond Counsel to the Village, and will be available atthe time of delivery of the Bonds. The legal opinion will be issued on the basis of existing law and will state that theBonds are valid and binding general obligations of the Village; provided that the rights of the owners of the Bondsand the enforceability of the Bonds may be limited by bankruptcy, insolvency, reorganization, moratorium, and othersimilar laws affecting creditors' rights and by equitable principles (which may be applied in either a legal or equitableproceeding).

TAX EXEMPTION

The following discussion is not intended to be an exhaustive discussion of collateral tax consequences arising fromownership or disposition of the Bonds or receipt of interest on the Bonds. Prospective purchasers should consult theirtax advisors with respect to collateral tax consequences, including, without limitation, the determination of gain orloss on the sale of a bond, the calculation of alternative minimum tax liability, the inclusion of Social Security or otherretirement payments in taxable income, the disallowance of deductions for certain expenses attributable to the Bonds,and applicable state and local tax rules.

In the opinion of Fryberger, Buchanan, Smith & Frederick, P.A., Duluth, Minnesota, as Bond Counsel, based onpresent federal laws, regulations, rulings and decisions, and on certifications to be furnished at closing, and assumingcompliance by the Village with certain tax covenants, that interest to be paid on the Bonds is excluded from grossincome for purposes of federal income taxation. Interest on the Bonds is not an item of tax preference includable inalternative minimum taxable income for purposes of the federal alternative minimum tax on individuals.

Certain provisions of the Internal Revenue Code of 1986, as amended (the “Code”), however, impose continuingrequirements that must be met after the issuance of the Bonds in order that interest on the Bonds be and remainexcludable from federal gross income. These requirements include, but are not limited to, provisions regarding theuse of bond proceeds and the facilities financed or refinanced with such proceeds; restrictions on the investment ofbond proceeds and other amounts; and provisions requiring that certain investment earnings be rebated periodicallyto the federal government. Noncompliance with such requirements of the Code may cause interest on the Bonds tobe includable in federal gross income retroactively to their date of issue. Compliance with the Village’s tax covenantswill satisfy the current requirements of the Code with respect to exclusion of interest on the Bonds from federal grossincome. No provision has been made for redemption of or for an increase in the interest rate on the Bonds in the eventthat interest on the same becomes includable in federal gross income.

Bond Counsel has not undertaken to advise in the future whether any events after the date of issuance of the Bondsmay affect the tax exempt status of interest on the Bonds or the tax consequences of ownership of the Bonds. Noassurance can be given that future legislation, if enacted into law, will not contain provisions which could directlyor indirectly affect the exclusion of the interest on the Bonds from gross income for federal income tax purposes.

The interest on the Bonds is not exempt from present Wisconsin income or franchise tax.

4

http://www.emma.msrb.org.

Proposed Federal Legislation

From time to time legislation is proposed, and there are or may be legislative proposals pending in the Congress ofthe United States that, if enacted, could alter or amend the federal tax matters referred to above or adversely affectthe market value of the Bonds. It cannot be predicted whether, or in what form, any proposal if enacted could alterone or more of the federal tax matters referred to above or adversely affect the market value of the Bonds. Prospectivepurchasers of Bonds should consult their own tax advisors regarding any pending or proposed federal tax legislation.Bond Counsel expresses no opinion regarding any pending or proposed federal tax legislation.

STATEMENT REGARDING COUNSEL PARTICIPATION

Bond Counsel has not assumed responsibility for this Preliminary Official Statement or participated in its preparation(except with respect to the section entitled “TAX EXEMPTION” in the Preliminary Official Statement and the“FORM OF LEGAL OPINION” found in Appendix B).

QUALIFIED TAX-EXEMPT OBLIGATIONS

The Village will designate the Bonds as "qualified tax-exempt obligations" for purposes of Section 265(b)(3) of theCode relating to the ability of financial institutions to deduct from income for federal income tax purposes, interestexpense that is allocable to carrying and acquiring tax-exempt obligations.

MUNICIPAL ADVISOR

Ehlers has served as municipal advisor to the Village in connection with the issuance of the Bonds. The MunicipalAdvisor cannot participate in the underwriting of the Bonds. The financial information included in this PreliminaryOfficial Statement has been compiled by the Municipal Advisor. Such information does not purport to be a review,audit or certified forecast of future events and may not conform with accounting principles applicable to compilationsof financial information. Ehlers is not a firm of certified public accountants. Ehlers is registered with the Securitiesand Exchange Commission and the MSRB as a Municipal Advisor.

MUNICIPAL ADVISOR AFFILIATED COMPANIES

Bond Trust Services Corporation ("BTSC") and Ehlers Investment Partners, LLC ("EIP") are affiliate companies ofEhlers. BTSC is chartered by the State of Minnesota and authorized in Minnesota, Wisconsin, and Illinois to transactthe business of a limited purpose trust company. BTSC provides paying agent services to debt issuers. EIP is aRegistered Investment Advisor with the Securities and Exchange Commission. EIP assists issuers with the investmentof bond proceeds or investing other issuer funds. This includes escrow bidding agent services. Issuers, such as theVillage, have retained or may retain BTSC and/or EIP to provide these services. If hired, BTSC and/or EIP wouldbe retained by the Village under an agreement separate from Ehlers.

INDEPENDENT AUDITORS

The basic financial statements of the Village for the fiscal year ended December 31, 2017 have been audited byClifton Larson Allen LLP, Eau Claire, Wisconsin, independent auditors (the "Auditor"). The report of the Auditor,together with the basic financial statements, component units financial statements, and notes to the financialstatements are attached hereto as "APPENDIX A – FINANCIAL STATEMENTS". The Auditor has not beenengaged to perform and has not performed, since the date of its report included herein, any procedures on the financialstatements addressed in that report. The Auditor also has not performed any procedures relating to this PreliminaryOfficial Statement.

5

RISK FACTORS

Following is a description of possible risks to holders of the Bonds without weighting as to probability. Thisdescription of risks is not intended to be all-inclusive, and there may be other risks not now perceived or listed here.

Taxes: The Bonds are general obligations of the Village, the ultimate payment of which rests in the Village's abilityto levy and collect sufficient taxes to pay debt service. In the event of delayed billing, collection or distribution ofproperty taxes, sufficient funds may not be available to the Village in time to pay debt service when due.

State Actions: Many elements of local government finance, including the issuance of debt and the levy of propertytaxes, are controlled by state government. Future actions of the state may affect the overall financial condition of theVillage, the taxable value of property within the Village, and the ability of the Village to levy and collect propertytaxes.

Future Changes in Law: Various State and federal laws, regulations and constitutional provisions apply to the Village and to the Bonds. The Village can give no assurance that there will not be a change in or interpretation ofany such applicable laws, regulations and provisions which would have a material effect on the Village or the taxingauthority of the Village.

Interest Rates: In the future, interest rates for this type of obligation may rise generally, possibly resulting in areduction in the value of the Bonds for resale prior to maturity.

Tax Exemption: If the federal government taxes all or a portion of the interest on municipal bonds or notes or if theState government increases its tax on interest on bonds and notes, directly or indirectly, or if there is a change infederal or state tax policy, then the value of these Bonds may fall for purposes of resale. Noncompliance by theVillage with the covenants in the Award Resolution relating to certain continuing requirements of the Code may resultin inclusion of interest to be paid on the Bonds in gross income of the recipient for United States income tax purposes,retroactive to the date of issuance.

Continuing Disclosure: A failure by the Village to comply with the Disclosure Undertaking for continuingdisclosure (see "CONTINUING DISCLOSURE") will not constitute an event of default on the Bonds. Any suchfailure must be reported in accordance with the Rule and must be considered by any broker, dealer, or municipalsecurities dealer before recommending the purchase or sale of the Bonds in the secondary market. Such a failure mayadversely affect the transferability and liquidity of the Bonds and their market price.

Book-Entry-Only System: The timely credit of payments for principal and interest on the Bonds to the accounts ofthe Beneficial Owners of the Bonds may be delayed due to the customary practices, standing instructions or for otherunknown reasons by DTC participants or indirect participants. Since the notice of redemption or other notices toholders of these obligations will be delivered by the Village to DTC only, there may be a delay or failure by DTC,DTC participants or indirect participants to notify the Beneficial Owners of the Bonds.

Depository Risk: Wisconsin Statutes direct the local treasurer to immediately deposit upon receipt thereof, the fundsof the municipality in a public depository designated by the governing body. A public depository means a federalor state credit union, federal or state savings and loan association, state bank, savings and trust company, mutualsavings bank or national bank in Wisconsin or the local government pooled investment fund operated by the StateInvestment Board. It is not uncommon for a municipality to have deposits exceeding limits of federal and stateinsurance programs. Failure of a depository could result in loss of public funds or a delay in obtaining them. Sucha loss or delay could interrupt a timely payment of municipal debt.

6

Economy: A combination of economic, climatic, political or civil disruptions or terrorist actions outside of thecontrol of the Village, including loss of major taxpayers or major employers, could affect the local economy and resultin reduced tax collections and/or increased demands upon local government. Real or perceived threats to the financialstability of the Village may have an adverse effect on the value of the Bonds in the secondary market.

Secondary Market for the Bonds: No assurance can be given that a secondary market will develop for the purchaseand sale of the Bonds or, if a secondary market exists, that such Bonds can be sold for any particular price. Theunderwriters are not obligated to engage in secondary market trading or to repurchase any of the Bonds at the requestof the owners thereof. Prices of the Bonds as traded in the secondary market are subject to adjustment upward anddownward in response to changes in the credit markets and other prevailing circumstances. No guarantee exists asto the future market value of the Bonds. Such market value could be substantially different from the original purchaseprice.

Bankruptcy: The rights and remedies of the holders may be limited by and are subject to the provisions of federalbankruptcy laws, to other laws, or equitable principles that may affect the enforcement of creditors’ rights, to theexercise of judicial discretion in appropriate cases and to limitations on legal remedies against local governments. The opinion of Bond Counsel to be delivered with respect to the Bonds will be similarly qualified. See "MUNICIPALBANKRUPTCY" herein.

7

VALUATIONS

WISCONSIN PROPERTY VALUATIONS; PROPERTY TAXES

Equalized Value

Section 70.57, Wisconsin Statutes, requires the Department of Revenue to annually determine the equalized value(also referred to as full equalized value or aggregate full value) of all taxable property in each county and taxationdistrict. The equalized value is an independent estimate of value used to equate individual local assessment policiesso that property taxes are uniform throughout the various subdivisions in the State. Equalized value is calculatedbased on the history of comparable sales and information about value changes or taxing status provided by the localassessor. A comparison of the State-determined equalized value and the local assessed value, expressed as apercentage, is known as the assessment ratio or level of assessment. The Department of Revenue notifies each countyand taxing jurisdiction of its equalized value on August 15; school districts are notified on October 1. The equalizedvalue of each county is the sum of the valuations of all cities, villages, and towns within its boundaries. Taxingjurisdictions lying in more than one municipality, such as counties, school districts, or special taxing districts, use theequalized value of the underlying units in calculating and levying their respective levies. Equalized values are alsoused to apportion state aids and calculate municipal general obligation debt limits.

Assessed Value

The "assessed value" of taxable property in a municipality is determined by the local assessor, except formanufacturing properties which are valued by the State. Each city, village or town retains its own local assessor, whomust be certified by the State Department of Revenue. Assessed value is used by these municipalities to determinetax levy mill rates and to apportion levies among individual property owners. Each taxing district must assessproperty at full value at least once in every five-year period. The State requires that the assessed values must bewithin 10% of State equalized values at least once every four years. The local assessor values property as of January1 each year and submits those values to each municipality by the second Monday in June. The assessor also reportsany value changes taking place since the previous year, to the Department of Revenue, by the second Monday in June.

8

CURRENT PROPERTY VALUATIONS

2017 Equalized Value $55,884,900

2017 Assessed Value $52,239,500

2017 EQUALIZED VALUE BY CLASSIFICATION

2017 Equalized Value

Percent of TotalEqualized Value

Residential $37,080,600 66.352%

Commercial 10,260,600 18.360%

Manufacturing 6,122,500 10.956%

Agricultural 16,400 0.029%

Undeveloped 24,100 0.043%

Ag Forest 12,800 0.023%

Forest 132,700 0.237%

Other 254,300 0.455%

Personal Property 1,980,900 3.545%

Total $55,884,900 100.000%

TREND OF VALUATIONS

YearAssessed

ValueEqualized

Value1

PercentIncrease/Decreasein Equalized Value

2013 $61,512,000 $45,311,500 -13.08%

2014 61,109,400 48,262,100 6.51%

2015 60,883,400 49,277,400 2.10%

2016 53,034,800 50,000,600 1.47%

2017 52,239,500 55,884,900 11.77%

Source: Wisconsin Department of Revenue, Bureau of Equalization and Local Government Services Bureau.

1 Includes tax increment valuation.

9

LARGER TAXPAYERS

Taxpayer Type of Business/Property

2017Equalized

Value1

Percent of Village's Total

Equalized Value

Dresser Trap Rock Inc. Mining $ 3,172,984 5.68%

Trollhaugen Ski Area Skiing/Tubing 2,955,152 5.29%

F&A Dairy Dairy 2,364,335 4.23%

Bernicks Pepsi Commercial 2,182,274 3.90%

Tenere Inc. Industrial 2,009,824 3.60%

Individual Rentals 830,326 1.49%

Individual Rentals 629,151 1.13%

Loise Holdings LLC Commercial 559,957 1.00%

Revocable Family Trust Rentals 504,004 0.90%

First National Community Bank Bank 484,784 0.87%

Total $ 15,692,791 28.08%

Village's Total 2017 Equalized Value2 $55,884,900

Source: The Village.

1 Calculated by dividing the 2017 Assessed Values by the 2017 Aggregate Ratio of assessment for the Village.

2 Includes tax increment valuation.

10

DEBT

DIRECT DEBT1

General Obligation Debt (see schedules following)

Total General Obligation Debt (includes the Bonds)* $ 1,607,305

*Preliminary, subject to change.

1 Outstanding debt is as of the dated date of the Bonds.

11

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12

DEBT LIMIT

The constitutional and statutory general obligation debt limit for Wisconsin municipalities, including towns, cities,villages, and counties (Article XI, Section 3 of the Wisconsin Constitution and Section 67.03, Wisconsin Statutes)is 5% of the current equalized value.

Equalized Value $ 55,884,900

Multiply by 5% 0.05

Statutory Debt Limit $ 2,794,245

Less: General Obligation Debt* (includes the Bonds)* (1,607,305)

Unused Debt Limit* $ 1,186,940


OVERLAPPING DEBT1

Taxing District

2017Equalized

Value% In

Village Total

G.O. Debt2

Village'sProportionate Share

Polk County $ 4,530,661,500 1.23% $ 6,955,205 $ 85,549

Saint Croix Falls School District 747,633,561 7.47% 9,620,000 718,614

Wisconsin Indianhead Technical College District 34,132,406,804 0.16% 37,845,000 60,552

Village's Share of Total Overlapping Debt $ 864,715

1 Overlapping debt is as of the dated date of the Bonds. Only those taxing jurisdictions with general obligation debtoutstanding are included in this section.

2 Outstanding debt based on information obtained on EMMA and the Municipal Advisor's records.

13

DEBT RATIOS

G.O. Debt

Debt/EqualizedValue

$55,884,900

Debt/ PerCapita

9211

Total General Obligation Debt (includes the Bonds)* $ 1,607,305 2.88% $ 1,745.17

Village's Share of Total Overlapping Debt 864,715 1.55% 938.89

Total* $ 2,472,020 4.42% $ 2,684.06


DEBT PAYMENT HISTORY

The Village has no record of default in the payment of principal and interest on its debt.

FUTURE FINANCING

The Village has no current plans for additional financing in the next 12 months.

1 Estimated 2017 population.

14

TAX LEVIES AND COLLECTIONS

TAX LEVIES AND COLLECTIONS

Tax YearLevy for VillagePurposes Only % Collected

Levy/Equalized Value Reduced by Tax

Increment Valuation in Dollars per $1,000

2013/14 $447,159 100% $9.87

2014/15 457,679 100% 9.48

2015/16 466,473 100% 9.47

2016/17 473,440 100% 9.47

2017/18 483,780 In process 8.66

Property tax statements are distributed to taxpayers by the town, village, and city clerks in December of the levy year. Current state law requires counties to pay 100% of the real property taxes levied to cities, villages, towns, schooldistricts and other taxing entities on or about August 20 of the collection year.

Personal property taxes, special assessments, special charges and special taxes must be paid to the town, city or villagetreasurer in full by January 31, unless the municipality, by ordinance, permits special assessments to be paid ininstallments. Real property taxes must be paid in full by January 31 or in two equal installments by January 31 andJuly 31. Alternatively, municipalities may adopt a payment plan which permits real property taxes to be paid in threeor more equal installments, provided that the first installment is paid by January 31, one-half of the taxes are paid byApril 30 and the remainder is paid by July 31. Amounts paid on or before January 31 are paid to the town, city orvillage treasurer. Amounts paid after January 31, are paid to the county treasurer unless the municipality hasauthorized payment in three or more installments in which case payment is made to the town, city or village treasurer. On or before January 15 and February 20 the town, city or village treasurer settles with other taxing jurisdictions forall collections through December and January, respectively. In municipalities which have authorized the paymentof real property taxes in three or more installments, the town, city or village treasurer settles with the other taxingjurisdictions on January 15, February 20 and on the fifteenth day of each month following the month in which aninstallment payment is required. On or before August 20, the county treasurer must settle in full with the underlyingtaxing districts for all real property taxes and special taxes. Any county board may authorize its county treasurer toalso settle in full with the underlying taxing districts for all special assessments and special charges. The county maythen recover any tax delinquencies by enforcing the lien on the property and retain any penalties or interest on thedelinquencies for which it has settled. Uncollected personal property taxes owed by an entity that has ceasedoperations or filed a petition for bankruptcy, or are due on personal property that has been removed from the nextassessment roll are collected from each taxing entity in the year following the levy year.

15

PROPERTY TAX RATES

Full value rates for property taxes expressed in dollars per $1,000 of equalized value (excluding tax incrementvaluation) that have been collected in recent years have been as follows:

Year Levied/Year Collected Schools1 County Local Other2 Total

2013/14 $12.21 $5.28 $9.87 $0.17 $27.53

2014/15 10.03 5.28 9.48 0.17 24.96

2015/16 10.78 5.27 9.47 0.17 25.69

2016/17 10.13 5.13 9.47 0.17 24.90

2017/18 9.75 4.99 8.66 0.00 23.40

Source: Property Tax Rates were extracted from Statement of Taxes prepared by the Wisconsin Department ofRevenue, Division of State and Local Finance.

LEVY LIMITS

Section 66.0602 of the Wisconsin Statutes, imposes a limit on property tax levies by cities, villages, towns andcounties. No city, village, town or county is permitted to increase its tax levy by a percentage that exceeds itsvaluation factor (which is defined as a percentage equal to the greater of either the percentage change in the politicalsubdivision's January 1 equalized value due to new construction less improvements removed between the previousyear and the current or zero percent). The base amount in any year to which the levy limit applies is the actual levyfor the immediately preceding year. In 2018, and in each year thereafter, the base amount is the actual levy for theimmediately preceding year plus the amount of the payment from the State under Section 79.096 of the WisconsinStatutes (an amount equal to the property taxes formerly levied on certain items of personal property), and the levylimit is the base amount multiplied by the valuation factor, minus the amount of the payment from the State underSection 79.096 of the Wisconsin Statutes. This levy limitation is an overall limit, applying to levies for operationsas well as for other purposes.

A political subdivision that did not levy its full allowable levy in the prior year can carry forward the differencebetween the allowable levy and the actual levy, up to a maximum of 1.5% of the prior year's actual levy. The use ofthe carry forward levy adjustment needs to be approved by a majority vote of the political subdivision's governingbody (except in the case of towns) if the amount of carry forward levy adjustment is less than or equal to 0.5% andby a super majority vote of the political subdivision's governing body (three-quarters vote if the governing body iscomprised of five or more members, two-thirds vote if the governing body is comprised of fewer than five members)(except in the case of towns) if the amount of the carry forward levy adjustment is greater than 0.5% up to themaximum increase of 1.5%. For towns, the use of the carry forward levy adjustment needs to be approved by amajority vote of the annual town meeting or special town meeting after the town board has adopted a resolution infavor of the adjustment by a majority vote if the amount of carry forward levy adjustment is less than or equal to 0.5%or by two-thirds vote or more if the amount of carry forward levy adjustment is greater than 0.5% up to the maximumof 1.5%.

1 The Schools tax rate reflects the composite rate of all local school districts and technical college district.

2 Includes the state reforestation tax which is apportioned to each county on the basis of its full value. Counties, in turn, apportion the taxto the tax districts within their borders on the basis of full value. It also includes taxes levied for special purpose districts such asmetropolitan sewerage districts, sanitary districts, and public inland lake protection districts. Tax increment values are not included. Stateproperty taxes were eliminated in the State's 2017 - 2019 budget act.

16

Beginning with levies imposed in 2015, if a political subdivision does not make an adjustment in its levy as describedin the above paragraph in the current year, the political subdivision may increase its levy by the aggregate amountof the differences between the political subdivision’s valuation factor in the previous year and the actual percentincrease in a political subdivision’s levy attributable to the political subdivision’s valuation factor in the previous year,for the five years before the current year, less any amount of such aggregate amount already claimed as an adjustmentin any of the previous five years. The calculation of the aggregate amount available for such adjustment may notinclude any year before 2014, and the maximum adjustment allowed may not exceed 5%. The use of the adjustmentdescribed in this paragraph requires approval by a two-thirds vote of the political subdivision’s governing body, andthe adjustment may only be used if the political subdivision’s level of outstanding general obligation debt in thecurrent year is less than or equal to the political subdivision’s level of outstanding general obligation debt in theprevious year.

Special provisions are made with respect to property taxes levied to pay general obligation debt service. Those aredescribed below. In addition, the statute provides for certain other exclusions from and adjustments to the tax levylimit. Among the items excluded from the limit are amounts levied for any revenue shortfall for debt service on arevenue bond issued under Section 66.0621. Among the adjustments permitted is an adjustment applicable when atax increment district terminates, which allows an amount equal to the prior year's allowable levy multiplied by 50%of the political subdivision's percentage growth due to the district's termination.

With respect to general obligation debt service, the following provisions are made:

(a) If a political subdivision's levy for the payment of general obligation debt service, including debt service on debtissued or reissued to fund or refund outstanding obligations of the political subdivision and interest on outstandingobligations of the political subdivision, on debt originally issued before July 1, 2005, is less in the current year thanin the previous year, the political subdivision is required to reduce its levy limit in the current year by the amount ofthe difference between the previous year's levy and the current year's levy.

(b) For obligations authorized before July 1, 2005, if the amount of debt service in the preceding year is less than theamount of debt service needed in the current year, the levy limit is increased by the difference between the twoamounts. This adjustment is based on scheduled debt service rather than the amount actually levied for debt service(after taking into account offsetting revenues such as sales tax revenues, special assessments, utility revenues, taxincrement revenues or surplus funds). Therefore, the levy limit could negatively impact political subdivisions thatexperience a reduction in offsetting revenues.

(c) The levy limits do not apply to property taxes levied to pay debt service on general obligation debt authorizedon or after July 1, 2005.

The Obligations were authorized after July 1, 2005 and therefore the levy limits do not apply to taxes levied to paydebt service on the Obligations.

17

THE ISSUER

VILLAGE GOVERNMENT

The Village was incorporated in 1919 and is governed by a President and a six-member Board of Trustees (the"Board"). The President votes on all Board matters. All Board members are elected to two-year terms. The appointedClerk-Treasurer is responsible for administrative details and financial records.

EMPLOYEES; PENSIONS

The Village employs a staff of four full-time and seven part-time employees. All eligible employees in the Villageare covered under the Wisconsin Retirement System ("WRS") established under Chapter 40 of the Wisconsin Statutes("Chapter 40"). The WRS is a cost-sharing multiple-employer defined benefit pension plan. The Department ofEmployee Trust Funds ("ETF") administers the WRS. Required contributions to the WRS are determined by the ETFBoard pursuant to an annual actuarial valuation in accordance with Chapter 40 and the ETF's funding policies. TheETF Board has stated that its funding policy is to (i) ensure funds are adequate to pay benefits; (ii) maintain stableand predictable contribution rates for employers and employees; and (iii) maintain inter-generational equity to ensurethe cost of the benefits is paid for by the generation that receives the benefits.

Village employees are required to contribute half of the actuarially determined contributions, and the Village may notpay the employees' required contribution. The total retirement plan contributions (including both the Village’s andthe employees' contributions) for the fiscal year ended December 31, 2014 were $38,363. During the fiscal year endedDecember 31, 2015 ("Fiscal Year 2015") and the fiscal year ended December 31, 2016 ("Fiscal Year 2016"), theVillage’s portion of contributions to WRS (not including any employee contributions) totaled $36,273 and $35,936respectively.

The Village implemented Governmental Accounting Standards Board Statement No. 68 ("GASB 68") for Fiscal Year2016.

GASB 68 requires calculation of a net pension liability for the pension plan. The net pension liability is calculatedas the difference between the pension plan's total pension liability and the pension plan's fiduciary net position. Thepension plan's total pension liability is the present value of the amounts needed to pay pension benefits earned by eachparticipant in the pension plan based on the service provided as of the date of the actuarial valuation. In other words,it is a measure of the present value of benefits owed as of a particular date based on what has been earned only up tothat date, without taking into account any benefits earned after that date. The pension plan's fiduciary net positionis the market value of plan assets formally set aside in a trust and restricted to paying pension plan benefits. If thepension plan's total pension liability exceeds the pension plan's fiduciary net position, then a net pension liabilityresults. If the pension plan's fiduciary net position exceeds the pension plan's total pension liability, then a net pensionasset results.

As of December 31, 2015, the total pension liability of the WRS was calculated as $90.1 billion and the fiduciary netposition of the WRS was calculated as $88.5 billion, resulting in a net pension liability of $1.6 billion.

The calculation of the total pension liability and fiduciary net position are subject to a number of actuarialassumptions, which may change in future actuarial valuations. Such changes may have a significant impact on thecalculation of net pension liability of the WRS, which may also cause the ETF Board to change the contributionrequirements for employers and employees. For more detailed information regarding the WRS and such actuarialassumptions, see "APPENDIX A - FINANCIAL STATEMENTS" attached hereto.

18

Recognized and Certified Bargaining Units

All eligible Village personnel are covered by the Municipal Employment Relations Act ("MERA") of the WisconsinStatutes. Pursuant to that law, employees have rights to organize and collectively bargain with municipal employers. MERA was amended by 2011 Wisconsin Act 10 (the "Act") and by 2011 Wisconsin Act 32, which altered thecollective bargaining rights of public employees in Wisconsin.

As a result of the 2011 amendments to MERA, the Village is prohibited from bargaining collectively with municipalemployees, other than public safety and transit employees, with respect to any factor or condition of employmentexcept total base wages. Even then, the Village is limited to increasing total base wages beyond any increase in theconsumer price index since 180 days before the expiration of the previous collective bargaining agreement (unlessVillage were to seek approval for a higher increase through a referendum). Ultimately, the Village can unilaterallyimplement the wages for a collective bargaining unit.

Under the changes to MERA, impasse resolution procedures were removed from the law for municipal employeesof the type employed by the Village, including binding interest arbitration. Strikes by any municipal employee orlabor organization are expressly prohibited. As a practical matter, it is anticipated that strikes will be rare. Furthermore, if strikes do occur, they may be enjoined by the courts. Additionally, because the only legal subject ofbargaining is the base wage rates, all bargaining over items such as just cause, benefits, and terms of conditions ofemployment are prohibited and cannot be included in a collective bargaining agreement. Impasse resolution for publicsafety employees and transit employees is subject to final and binding arbitration procedures, which do not includea right to strike. Interest arbitration is available for transit employees if certain conditions are met.

The Village does not work with any bargaining units that represent employees.

OTHER POST EMPLOYMENT BENEFITS

The Village does not provide any other post employment benefits.

LITIGATION

There is no litigation threatened or pending questioning the organization or boundaries of the Village or the right ofany of its officers to their respective offices or in any manner questioning their rights and power to execute and deliverthe Obligations or otherwise questioning the validity of the Obligations.

MUNICIPAL BANKRUPTCY

Municipalities are prohibited from filing for bankruptcy under Chapter 11 (reorganization) or Chapter 7 (liquidation)of the U.S. Bankruptcy Code (11 U.S.C. §§ 101-1532) (the "Bankruptcy Code"). Instead, the Bankruptcy Codepermits municipalities to file a petition under Chapter 9 of the Bankruptcy Code, but only if certain requirements aremet. These requirements include that the municipality must be "specifically authorized" under State law to file forrelief under Chapter 9. For these purposes, "State law" may include, without limitation, statutes of generalapplicability enacted by the State legislature, special legislation applicable to a particular municipality, and/orexecutive orders issued by an appropriate officer of the State’s executive branch.

As of the date hereof, Wisconsin law contains no express authority for municipalities to file for bankruptcy reliefunder Chapter 9 of the Bankruptcy Code.

19

Nevertheless, there can be no assurance (a) that State law will not change in the future, while the Obligations areoutstanding, in a way that would allow the Village to file for bankruptcy relief under Chapter 9 of the BankruptcyCode; or (b) even absent such a change in State law, that an executive order or other executive action could noteffectively authorize the Village to file for relief under Chapter 9. If, in the future, the Village were to file abankruptcy case under Chapter 9, the relevant bankruptcy court would need to consider whether the Village couldproperly do so, which would involve questions regarding State law authority as well as other questions such aswhether the Village is a municipality for bankruptcy purposes. If the relevant bankruptcy court concluded that theVillage could properly file a bankruptcy case, and that determination was not reversed, vacated, or otherwisesubstantially altered on appeal, then the rights of holders of the Obligations could be modified in bankruptcyproceedings. Such modifications could be adverse to holders of the Obligations, and there could ultimately be noassurance that holders of the Obligations would be paid in full or in part on the Obligations. Further, under suchcircumstances, there could be no assurance that the Obligations would not be treated as general, unsecured debt bya bankruptcy court, meaning that claims of holders of the Obligations could be viewed as having no priority (a) overclaims of other creditors of the Village; (b) to any particular assets of the Village, or (c) to revenues otherwisedesignated for payment to holders of the Obligations. Moreover, if the Village were determined not to be a "municipality" for the purposes of the Bankruptcy Code, norepresentations can be made regarding whether it would still be eligible for voluntary or involuntary relief underChapters of the Bankruptcy Code other than Chapter 9 or under similar federal or state law or equitable proceedingregarding insolvency or providing for protection from creditors. In any such case, there can be no assurance that theconsequences described above for the holders of the Obligations would not occur.

FUNDS ON HAND (as of December 31, 2017)

FundTotal Cash

and Investments

General $ 843,680

Debt Service 32,520

CDBG Housing Rehabilitation 60,318

Library 15,926

Local Government Investment Pool 413,444

Total Funds on Hand $ 1,365,888

20

ENTERPRISE FUNDS

Revenues available for debt service on the Village's enterprise funds have been as follows as of December 31 eachyear:

2015Audit

2016Audit

2017Audit

Water

Total Operating Revenues $ 119,742 $ 185,413 $ 189,242

Less: Operating Expenses (131,446) (127,176) (117,809)

Operating Income $ (11,704) $ 58,237 $ 71,433

Plus: Depreciation 37,407 38,007 38,588

Interest Income 195 614 1,254

Revenues Available for Debt Service $ 25,898 $ 96,858 $ 111,275

Wastewater

Total Operating Revenues $ 278,494 $ 288,105 $ 316,904

Less: Operating Expenses (234,788) (320,427) (313,055)

Operating Income $ 43,706 $ (32,322) $ 3,849

Plus: Depreciation 24,981 27,512 27,517

Interest Income 79 256 539

Revenues Available for Debt Service $ 68,766 $ (4,554) $ 31,905

21

SUMMARY GENERAL FUND INFORMATION

Following are summaries of the revenues and expenditures and fund balances for the Village's General Fund. These summariesare not purported to be the complete audited financial statements of the Village, and potential purchasers should read the includedfinancial statements in their entirety for more complete information concerning the Village. Copies of the complete auditedfinancial statements are available upon request. See Appendix A for the Village's 2017 audited financial statements.

FISCAL YEAR ENDING DECEMBER 31COMBINED STATEMENT 2014

Audited2015

Audited2016

Audited2017

Audited 2018 Adopted

Budget1

RevenuesTaxes $ 410,311 $ 418,829 $ 425,750 $ 432,407 $ 436,753Intergovernmental 194,259 183,592 180,919 182,249 179,199Licenses and permits 14,488 14,795 12,028 19,527 8,865Fines and forfeitures 951 1,538 992 744 1,000Public charges for services 2,565 751 470 589 350Intergovernmental charges for services 7,500 7,500 7,500 7,500 7,500Miscellaneous general revenues 12,798 6,040 3,460 5,883 2,800

Total Revenues $ 642,872 $ 633,045 $ 631,119 $ 648,899 $ 636,467

ExpendituresCurrent:

General government $ 109,950 $ 111,134 $ 126,433 $ 126,243 $ 138,239Public safety 195,855 169,901 173,389 184,222 191,250Transportation 258,340 177,234 169,231 163,118 138,881Sanitation 3,938 8,823 3,224 3,847 1,050Culture, recreation and education 9,178 11,391 10,474 12,878 9,015Conservation and development 1,870 2,037 2,126 2,179 3,070

Capital outlay 0 0 0 0 91,350Total Expenditures $ 579,131 $ 480,520 $ 484,877 $ 492,487 $ 572,855

Excess of revenues over (under) expenditures $ 63,741 $ 152,525 $ 146,242 $ 156,412 $ 63,612Other Financing Sources (Uses)

Operating transfers in 30,132 31,224 30,419 29,275 31,000Operating transfers out (101,386) (125,613) (100,550) (102,208) (94,612)

Total Other Financing Sources (Uses) $ (71,254) $ (94,389) $ (70,131) $ (72,933) $ (63,612)

Excess of revenues and other financing sourcesover (under) expenditures and other financinguses

$ (7,513) $ 58,136 $ 76,111 $ 83,479 $ 0

General Fund Balance January 1 633,467 625,954 684,090 760,201General Fund Balance December 31 $ 625,954 $ 684,090 $ 760,201 $ 843,680

DETAILS OF DECEMBER 31 FUND BALANCENonspendable 207,735 188,601 210,687 85,396Restricted 0 0 0 0Committed 0 0 0 0Assigned 170,692 126,626 151,226 192,242Unassigned 247,527 368,863 398,288 566,042Total $ 625,954 $ 684,090 $ 760,201 $ 843,680

1 The 2018 budget was adopted on December 4, 2017.

22

GENERAL INFORMATION

LOCATION

The Village of Dresser, with a 2010 U.S. Census population of 895 and a current estimated population of 921comprises an area of 9.42 square miles or acres and is located approximately 50 miles northeast of the City of EauClaire, Wisconsin.

LARGER EMPLOYERS1

Larger employers in the Village include the following:

Firm Type of Business/ProductEstimated No.of Employees

Trollhaugen Skiing center and resort 300

Tenere, Inc Precision sheet metal fabrication 175

Bernick’s Beverage dispensing equipment/supplies 70

Village Pizzeria Restaurant 60

F&A Dairy Products Inc Cheese processors/manufacturers 50

C-Aire Compressors Compressors- Air & gas wholesalers 18

Dresser Trap Rock inc Crushed stone & stone product manufacturing 15

American Tower Corp Telecommunications services 13

St. Croix Falls School District Elementary and secondary education 122

Dresser Food and Liquor Service stations- gasoline & oil 12

Ulrich Farms North Farms 10

Source: ReferenceUSA, written and telephone survey (March 2018), Wisconsin Manufacturers Register, and theWisconsin Department of Workforce Development.

1 This does not purport to be a comprehensive list and is based on available data obtained through a survey ofindividual employers, as well as the sources identified above. Some employers do not respond to inquiries foremployment data.

2 Of the 231 employees of the District, 12 work directly in the Village.

23

BUILDING PERMITS

2014 2015 2016 2017 20181

New Single Family Homes

No. of building permits 1 1 2 4 1

Valuation $189,940 $186,620 $260,000 $640,000 $140,000

New Multiple FamilyBuildings


Valuation $0 $0 $0 $0 $0

New Commercial/Industrial


Valuation $0 $0 $0 $0 $0

All Building Permits(including additions and

remodelings)


Valuation $595,176 $425,176 $337,051 $3,276,142 $140,000

Source: The Village.

1 As of March 19, 2018.

24

U.S. CENSUS DATA

Population Trend: Village of Dresser

2000 U.S. Census 732

2010 U.S. Census 895

2017 Estimated Population 921

Percent of Change 2000 - 2010 22.27%

Income and Age Statistics

Village ofDresser Polk County

State ofWisconsin

UnitedStates

2016 per capita income $23,670 $27,066 $29,253 $29,829

2016 median household income $43,977 $52,039 $54,610 $55,322

2016 median family income $55,357 $62,855 $69,925 $67,871

2016 median gross rent $875 $732 $789 $928

2016 median value owner occupied units $120,600 $156,000 $167,000 $184,700

2016 median age 35.0 yrs. 44.5 yrs. 39.1 yrs. 37.7 yrs.

State of Wisconsin United States

Village % of 2016 per capita income 80.91% 79.35%

Village % of 2016 median family income 79.17% 81.56%

Housing Statistics

Village of Dresser

2000 2016 Percent of Change

All Housing Units 312 411 31.73%

Source: 2000 and 2010 Census of Population and Housing, and 2016 American Community Survey (Based on afive-year estimate), U.S. Census Bureau (www.factfinder2.census.gov).

EMPLOYMENT/UNEMPLOYMENT DATA

Rates are not compiled for individual communities with populations under 25,000.

Average Employment Average Unemployment

Year Polk County Polk County State of Wisconsin

2014 23,059 5.7% 5.4%

2015 23,435 4.8% 4.5%

2016 23,733 4.7% 4.0%

2017 24,122 3.8% 3.3%

2018, March 24,137 4.7% 3.2%

Source: Wisconsin Department of Workforce Development.

25

http://(www.factfinder2.census.gov

APPENDIX A

FINANCIAL STATEMENTS

Potential purchasers should read the included financial statements in their entirety for more complete informationconcerning the Village’s financial position. Such financial statements have been audited by the Auditor, to the extentand for the periods indicated thereon. The Village has not requested the Auditor to perform any additionalexamination, assessments or evaluation with respect to such financial statements since the date thereof, nor has theVillage requested that the Auditor consent to the use of such financial statements in this Official Statement. Althoughthe inclusion of the financial statements in this Official Statement is not intended to demonstrate the fiscal conditionof the Village since the date of the financial statements, in connection with the issuance of the Bonds, the Villagerepresents that there have been no material adverse change in the financial position or results of operations of theVillage, nor has the Village incurred any material liabilities, which would make such financial statements misleading. Copies of the complete audited financial statements for the past three years and the current budget are available uponrequest from Ehlers.

A-1

VILLAGE OF DRESSER, WISCONSIN

FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION

YEAR ENDED DECEMBER 31, 2017

A-2

f) CliftonLarsonAllen

INDEPENDENT AUDITORS' REPORT

The Village Board Village of Dresser Dresser, Wisconsin

Report on the Financial Statements

Clit!onl.arsonAllen LLP CLAcotmectcom

We have audited the accompanying financial statements of the governmental activities, the businesstype activities, each major fund, and the aggregate remaining fund information of the Village of Dresser, Wisconsin (the Village) as of and for the year ended December 31, 2017, and the related notes to the basic financial statements, which collectively comprise the Village's basic financial statements as listed in the table of contents.

Management's Responsibility for the Financial Statements

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

Auditors' Responsibility

Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our unmodified and qualified audit opinions.

~Ne~ii ~ International (1)

A-4

The Village Board Village of Dresser

Basis for Qualified Opinions on the Governmental Activities, Business-Type Activities, and Proprietary Funds The Village has not adopted GASB Statement No. 68, Accounting and Financial Reporting for Pensions. The amount by which the departure would affect the asset, liability, deferred outflows of resources, deferred inflows of resources, net position, and expenses has not been determined.

Qualified Opinions In our opinion, except for the effects of the matter described in the "Basis for Qualified Opinions on the Governmental Activities, Business-Type Activities, and Proprietary Funds" paragraph, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, business-type activities, and proprietary funds of the Village of Dresser as of December 31, 2017, and the respective changes in financial position and, where applicable, cash flows, thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America.

Unmodified Opinions In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the major governmental funds and the aggregate remaining fund information of the Village of Dresser, Wisconsin, as of December 31, 2017, and the respective changes in the financial position for the year then ended in conformity with accounting principles generally accepted in the United States of America.

Other Matters

Required Supplementary Information Accounting principles generally accepted in the United States of America require that the management's discussion and analysis and budgetary comparison information as referenced in the table of contents be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquires of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquires, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

(2)

A-5

The Village Board Village of Dresser

Supplementary Information Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the Village's basic financial statements. The individual fund statements and debt repayment schedules are presented for purposes of additional analysis and are not a required part of the basic financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. The information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, except for the effects on the supplementary information of the qualified opinion on the Governmental Activities, Business-Type Activities and Proprietary Funds as explained in the "Basis for Qualified Opinions on the Governmental Activities, Business-Type Activities, and Proprietary Funds" paragraph, the information is fairly stated in all material respects in relation to the basic financial statements as a whole. We have also previously audited, in accordance with auditing standards generally accepted in the United States of America, The Village's basic financial statements for the year ended December 31, 2016, which are not presented with the accompanying financial statements. In our report dated March 27, 2017, we expressed unmodified opinions on the respective financial statements of the each major governmental fund and the aggregate remaining fund information and a qualified opinion on the Governmental Activities, Business-Type Activities and Proprietary Funds. That audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the Village's basic financial statements. The 2016 individual fund statements are presented for purposes of additional analysis and are not a required part of the financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the 2016 basic financial statements. The information has been subjected to the auditing procedures applied in the audit of those basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, except for the effects on the 2016 individual fund financial statement presented for the Water Utility Enterprise Fund and the Sewer Utility Enterprise fund of the qualified opinions described above, the 2016 individual fund statements are fairly stated in all material respects in relation to the basic financial statements from which they have been derived.

~~LL? CliftonLarsonAllen LLP

Eau Claire, Wisconsin March 14, 2018

(3)

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2017

A-10

VILLAGE OF DRESSER, WISCONSIN STATEMENT OF NET POSITION

DECEMBER 31, 2017

Governmental Activities

ASSETS Cash and Investments $ 865,269 Taxes Receivable 410,925 Accounts Receivable 571 Long-Term Receivables 220,991 Inventory Internal Balances 132,759 Restricted Cash and Investments Capital Assets:

Capital Assets Not Being Depreciated 104,074 Capital Assets Being Depreciated 1,749,417 Accumulated Depreciation (1,022,188)

Total Assets 2,461,818

LIABILITIES Vouchers and Accounts Payable 5,820 Accrued Interest Payable 6,990 Long-Term Liabilities:

Amounts Due Within One Year 182,594 Amounts Due in More than One Year 342,979

Total Liabilities 538,383

DEFERRED INFLOWS OF RESOURCES Succeeding Year's Property Taxes 483,780

NET POSITION Net Investment in Capital Assets 506,920 Restricted for:

Asset Replacement Debt Service 31,353 Housing Loan Program 248,789

Unrestricted 652,593 Total Net Position $ 1,439,655

See accompanying Notes to Basic Financial Statements. (14)

Business-Type Activities Total

$ $ 865,269 21,458 432,383 40,557 41,128

220,991 3,789 3,789

(132,759) 66,053 66,053

257 104,331 3,274,722 5,024,139

(1,260,949) (2,283, 137) 2,013,128 4,474,946

156,156 161,976 3,089 10,079

35,229 217,823 109,314 452,293 303,788 842,171

483,780

1,870,465 2,377,385

66,053 66,053 31,353

248,789 (227,178) 425,415

$ 1,709,340 $ 3,148,995

A-12

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A-14

VILLAGE OF DRESSER, WISCONSIN RECONCILIATION OF TOTAL GOVERNMENTAL FUND BALANCES

TO NET POSITION OF GOVERNMENTAL ACTIVITIES DECEMBER 31, 2017

TOTAL FUND BALANCES FOR GOVERNMENTAL FUNDS

Total net position reported for governmental activities in the statement of net position is different because:

Capital assets used in governmental activities are not financial resources and, therefore, are not reported in the funds. These capital assets consist of:

Land $ 21,414 Construction Work in Progress 82,660 Buildings and Improvements 474,269 Equipment and Vehicles 356,376 Infrastructure 918,772 Accumulated Depreciation (1,022,188)

Some receivables, including special assessments, are reported as deferred inflows of resources in the fund financial statements but are recognized as revenue when earned in the government-wide statements.

Some liabilities are not due and payable in the current period and, therefore, are not reported in the funds. These liabilities consist of:

Bonds Payable (408,582) Notes Payable (115,179) Accrued Interest on Long-Term Debt (6,990) Accrued Compensated Absences (1,812)

TOT AL NET POSITION OF GOVERNMENT AL ACTIVITIES


$ 952,444

831,303

188,471

(532,563)

$ 1,439,655

A-15

VILLAGE OF DRESSER, WISCONSIN STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCES

GOVERNMENTAL FUNDS YEAR ENDED DECEMBER 31, 2017

Major Funds CDBG

Debt Horsmann/ Housing General Service Peterson Rehab Library Fund Fund Fund Fund Fund

REVENUES Taxes $ 432,407 $ - $ - $ - $ 45,025 Intergovernmental 182,249 25,248 Licenses and Permits 19,527 Fines and Forfeits 744 1,088 Public Charges for Services 589 212 Intergovernmental Charges for Services 7,500 Miscellaneous:

Interest 1,726 146 Rent 3,250 Repayment of Housing Loans 7,322 Other 907 2,138 158

Total Revenues 648,899 2,138 7,468 71,731

EXPENDITURES General Government 126,243 Public Safety 184,222 Transportation 163,118 82,660 Sanitation 3,847 Culture, Recreation and Education 12,878 79,704 Conservation and Development 2,179 Debt Service:

Principal Retirement 98,254 Interest and Fiscal Charges 21,326

Total Expenditures 492,487 119,580 82,660 79,704

EXCESS (DEFICIENCY) OF REVENUES OVER EXPENDITURES 156,412 (117,442) (82,660) 7,468 (7,973)

OTHER FINANCING SOURCES (USES) Proceeds of Long-Term Debt 82,660 Transfers In 29,275 102,208 Transfers Out (102,208)

Total Other Financing Sources (Uses) (72,933) 102,208 82,660

NET CHANGE IN FUND BALANCES 83,479 (15,234) 7,468 (7,973)

Fund Balances, January 1 760,201 47,754 52,850 23,899

FUND BALANCES, DECEMBER 31 $ 843,680 $ 32,520 $ - $ 60,318 $ 15,926


Totals

$ 477,432 207,497

19,527 1,832

801 7,500

1,872 3,250 7,322 3,203

730,236

126,243 184,222 245,778

3,847 92,582 2,179

98,254 21,326

774,431

(44,195)

82,660 131,483

(102,208) 111,935

67,740

884,704

$ 952,444

A-16

VILLAGE OF DRESSER, WISCONSIN RECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES, AND

CHANGES IN FUND BALANCES TO THE STATEMENT OF ACTIVITIES YEAR ENDED DECEMBER 31, 2017

NET CHANGE IN FUND BALANCES -TOTAL GOVERNMENTAL FUNDS $

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

Capital outlays are reported as expenditures in governmental funds. However, in the statement of activities, the cost of capital assets is allocated over their estimated useful lives as depreciation expense. In the current period, these amounts are:

Capital Outlays Reported in Governmental Fund Statements $ 90,143 Depreciation Expense Reported in the Statement of Activities (41,344)

Receivables not currently available are reported as deferred inflows of resources in the fund financial statements, but are recognized as revenue when earned in the government-wide statements. The change in deferred inflows considered earned but unavailable is:

Issuance and repayment of long-term debt is reported as a revenue and an expenditure, respectively, in governmental funds, but the issuance and repayment increases and decreases, respectively, long-term liabilities in the statement of net position. In the current year these amounts consist of:

Proceeds of Long-Term Debt (82,660) Bond Principal Retirement 83,020 Note Principal Retirement 15,234

Some items reported in the statement of activities do not require the use of current financial resources and, therefore, are not reported as expenditures in governmental funds. These activities consist of:

Net Change in Accrued Interest Payable 1,342 Net Change in Vacation and Sick Leave Payable 928

CHANGE IN NET POSITION OF GOVERNMENTAL ACTIVITIES $


67,740

48,799

(7,322)

15,594

2,270

127,081

A-17


PROPRIETARY FUNDS DECEMBER 31, 2017

Business-Type Activities - Enterprise Funds Water Wastewater Utility Utility Totals

ASSETS Current Assets:

Customer Accounts Receivable $ 10,760 $ 29,797 $ 40,557 Accounts Receivable on Tax Roll 4,822 16,636 21,458 Inventories 3,789 3,789

Total Current Assets 19,371 46,433 65,804

Restricted Assets: Cash and Investments:

Asset Replacement 66,053 66,053

Capital Assets: Capital Assets Not Being Depreciated:

Land 257 257 Capital Assets Being Depreciated:

Utility Plant in Service 1,712,276 1,562,446 3,274,722 Less: Accumulated Depreciation 612,928 648,021 1,260,949

Net Capital Assets 1,099,605 914,425 2,014,030

Total Assets $ 1,118,976 $ 1,026,911 $ 2,145,887

LIABILITIES Current Liabilities:

Accounts Payable $ 62 $ 156,094 $ 156,156 Accrued Interest Payable 3,089 3,089 Accrued Employee Benefits - Current Portion 489 489 978 Due to General Fund 47,363 47,363 Current Portion of Long-Term Debt 34,251 34,251

Total Current Liabilities 85,254 156,583 241,837

Long-Term Liabilities (Net of Current Portion): Advance from General Fund 52,575 32,821 85,396 General Obligation Debt 109,314 109,314

Total Long-Term Liabilities 161,889 32,821 194,710

Total Liabilities 247,143 189,404 436,547

NET POSITION Net Investment in Capital Assets 956,040 914,425 1,870,465 Restricted for Asset Replacement 66,053 66,053 Unrestricted (84,207) (142,971) (227,178)

Total Net Position 871,833 837,507 1,709,340

Total Liabilities and Net Position $ 1 118 976 $ 1,026,911 $ 2,145,887


A-18

VILLAGE OF DRESSER, WISCONSIN STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION

PROPRIETARY FUNDS YEAR ENDED DECEMBER 31, 2017


OPERATING REVENUES Charges for Services $ 176,942 $ 294,432 $ 471,374 Other Operating Revenues 12,300 22,472 34,772

Total Operating Revenues 189,242 316,904 506,146

OPERATING EXPENSES Operation and Maintenance 79,221 285,538 364,759 Depreciation 38,588 27,517 66,105

Total Operating Expenses 117,809 313,055 430,864

OPERATING INCOME (LOSS) 71,433 3,849 75,282

NONOPERATING REVENUES (EXPENSES) Interest Income 1,254 539 1,793 Interest Expense (4,580) (4,580)

Total Nonoperating Revenues (Expenses) (3,326) 539 (2,787)

INCOME (LOSS) BEFORE TRANSFERS AND CONTRIBUTIONS 68,107 4,388 72,495

TRANSFERS AND CONTRIBUTIONS Transfers Out (29,275) (29,275)

CHANGE IN NET POSITION 38,832 4,888 43,720

Net Position, January 1 833,001 832,619 1,665,620

NET POSITION, DECEMBER 31 $ 871 833 $ 837 507 $ 1,709,340


A-19

VILLAGE OF DRESSER, WISCONSIN STATEMENT OF CASH FLOWS

PROPRIETARY FUNDS YEAR ENDED DECEMBER 31, 2017


CASH FLOWS FROM OPERA TING ACTIVITIES Cash Received from Customers $ 123,127 $ 306,115 $ 429,242 Cash Received from Public Fire Protection 52,818 52,818 Cash Received (Paid) for Meter Related Charges 10,914 (10,914) Cash Paid to Suppliers for Goods and Services (36,539) (125,109) (161,648) Cash Paid for Employee Services (43,473) (42,802) (86,275)

Net Cash Provided by Operating Activities 106,847 127,290 234,137

CASH FLOWS FROM NONCAPITAL FINANCING ACTIVITIES Cash Payments for Tax Equivalents (29,275) (29,275) Operating Cash Received from General Fund (37,228) (125,290) (162,518)

Net Cash Used by Noncapital Financing Activities (66,503) (125,290) (191,793)

CASH FLOWS FROM CAPITAL AND RELATED FINANCING ACTIVITIES Cash Paid for Acquisition of Capital Assets (3,498) (3,498) Principal Paid on Long-Term Debt (32,948) (32,948) Interest Paid on Long-Term Debt (5,152) (5,152)

Net Cash Used by Capital and Related Financing Activities (41,598) (41,598)

CASH FLOWS FROM INVESTING ACTIVITIES Interest on Investments 1,254 539 1,793

NET CHANGE IN CASH AND CASH EQUIVALENTS 2,539 2,539

Cash and Cash Equivalents, January 1 63,514 63,514

CASH AND CASH EQUIVALENTS, DECEMBER 31 $ $ 66,053 $ 66,053


A-20

VILLAGE OF DRESSER, WISCONSIN STATEMENT OF CASH FLOWS

PROPRIETARY FUNDS (CONTINUED) YEAR ENDED DECEMBER 31, 2017

Business-Type Activities - Enterprise Funds

RECONCILIATION OF OPERATING INCOME (LOSS) TO NET CASH PROVIDED (USED) BY OPERA TING ACTIVITIES Operating Income (Loss) Adjustments to Reconcile Operating Income (Loss) to Net

Cash Provided by Operating Activities: Depreciation (Increase) Decrease in Assets:

Customer Accounts Receivable Tax Roll Receivables Inventory

Increase (Decrease) in Liabilities: Accounts Payable Accrued Employee Benefits

Net Cash Provided by Operating Activities

RECONCILIATION OF CASH AND INVESTMENTS TO CASH AND CASH EQUIVALENTS Cash and Investments per Statement of Net Position:

Cash and Investments - Restricted


$

$

$

Water Wastewater Utility Utility Totals

71,433 $ 3,849 $ 75,282

38,588 27,517 66,105

(842) (5,137) (5,979) (1,541) (5,652) (7,193)

(413) (413)

38 107,129 107,167 (416) (416) (832)

106 847 $ 127,290 $ 234137

$ 66,053 $ 66,053

A-21

ASSETS Cash and Investments Taxes Receivable

Total Assets

LIABILITIES


FIDUCIARY FUND DECEMBER 31, 2017

Due to Other Governmental Units


Agency Fund

$ 118,086 666,039

$ 784,125

$ 784 125

A-22

APPENDIX B

FORM OF LEGAL OPINION

(See following pages.)

B-1

$_____________ GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 2018A

VILLAGE OF DRESSER, WISCONSIN We have acted as Bond Counsel in connection with the authorization, issuance and delivery by the Village of Dresser, Polk County, Wisconsin (the “Issuer”), of its $_________ General Obligation Corporate Purpose Bonds, Series 2018A, dated May 24, 2018, as the date of original issue (the “Bonds”). The Bonds are issued pursuant to Chapter 67, Wisconsin Statutes. For purposes of this opinion, we have examined the law and certified copies of certain proceedings taken, and certain affidavits and certificates furnished by the Issuer in the authorization, sale and issuance of the Bonds. As to questions of fact material to our opinion, we have relied upon the certified proceedings and other certificates of public officials furnished to us without undertaking to verify such facts by independent investigation. We have not been engaged or undertaken to review the accuracy, completeness, or sufficiency of the Official Statement or other offering material relating to the Bonds, and we express no opinion relating thereto (excepting only the matters set forth as our opinion in the Official Statement). Based upon such examination, and assuming the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals, and assuming the genuineness of the signatures thereon and the accuracy of the facts and representations stated therein, and on the basis of laws, regulations, rulings and decisions in effect on the date hereof, but excluding any legislation which may have a retroactive effective date prior to the date hereof, it is our opinion that: 1. The Bonds are valid and binding general obligations of the Issuer enforceable in accordance with their terms. 2. All the taxable property in the territory of the Issuer is subject to the levy of ad valorem taxes to pay principal of and interest on the Bonds, without limitation as to rate or amount. The Issuer is required by law to include in its annual tax levy the principal and interest coming due on the Bonds except to the extent the necessary funds have been irrevocably deposited into the debt service fund account established for the payment of the principal of and interest on the Bonds.

FRYBERGER, BUCHANAN, SMITH & FREDERICK, P.A.

DULUTH

302 W. Superior Street, Ste. 700 Duluth, MN 55802 p: (218) 722-0861 f: (218) 725-6800

SUPERIOR

1409 Hammond Avenue, Ste. 330 Superior, WI 54880 p: (715) 392-7405 f: (715) 392-7407

ST. PAUL

380 St. Peter Street, Ste. 710 St. Paul, MN 55102 p: (651) 221-1044 f: (651) 221-1035

fryberger.com

B-2

FRYBERGER, BUCHANAN, SMITH & FREDERICK, P.A.

3. The Bonds, as of their date of issuance, bear interest which is not includable in grossincome of the recipient for federal income tax purposes. Interest on the Bonds is not an item of tax preference which is included in alternative minimum taxable income for purposes of the federal alternative minimum tax imposed on individuals.

4. The Bonds are “qualified tax-exempt obligations” under and within the meaning of Section265(b)(3) of the Internal Revenue Code of 1986, as amended.

We express no opinion regarding tax consequences arising with respect to the Bonds, other than as set forth in paragraphs 3 and 4 above.

For the purpose of rendering the opinion set forth in paragraphs 3 and 4 above, we have assumed compliance by the Issuer with requirements of the Internal Revenue Code of 1986, as amended, that must be satisfied subsequent to the issuance of the Bonds. The Issuer has covenanted to comply with each such requirement. Failure to comply with certain of such requirements may cause the inclusion of interest on the Bonds in federal gross income retroactive to the date of issuance of the Bonds.

It is to be understood that the rights of the holders of the Bonds and the enforceability thereof may be subject to bankruptcy, insolvency, reorganization, moratorium, and other similar laws affecting creditors’ rights heretofore or hereafter enacted and that their enforcement may be subject to the exercise of judicial discretion in accordance with general principles of equity.

Dated: May 24, 2018

Respectfully submitted,

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APPENDIX C

BOOK-ENTRY-ONLY SYSTEM

1. The Depository Trust Company ("DTC"), New York, New York, will act as securities depository for the securities(the "Securities"). The Securities 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 Security certificate will be issued for [each issue of] the Securities, [each] in the aggregateprincipal amount of such issue, and will be deposited with DTC. [If, however, the aggregate principal amount of[any] issue exceeds $500 million, one certificate will be issued with respect to each $500 million of principalamount, and an additional certificate will be issued with respect to any remaining principal amount of such issue.]

2. 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 theFederal 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 of1934. 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'sparticipants ("Direct Participants") deposit with DTC. DTC also facilitates the post-trade settlement among DirectParticipants of sales and other securities transactions in deposited securities, through electronic computerizedbook-entry transfers and pledges between Direct Participants' accounts. This eliminates the need for physicalmovement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers anddealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-ownedsubsidiary 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 registeredclearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is alsoavailable to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, andclearing corporations that clear through or maintain a custodial relationship with a Direct Participant, eitherdirectly or indirectly ("Indirect Participants"). DTC has a Standard & Poor's rating of AA+. The DTC Rulesapplicable to its Participants are on file with the Securities and Exchange Commission. More information aboutDTC can be found at www.dtcc.com.

3. Purchases of Securities under the DTC system must be made by or through Direct Participants, which will receive

a credit for the Securities on DTC's records. The ownership interest of each actual purchaser of each Security("Beneficial Owner") is in turn to be recorded on the Direct and Indirect Participants' records. Beneficial Ownerswill not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected toreceive 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. Transfersof ownership interests in the Securities are to be accomplished by entries made on the books of Direct and IndirectParticipants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representingtheir ownership interests in Securities, except in the event that use of the book-entry system for the Securities isdiscontinued.

4. To facilitate subsequent transfers, all Securities 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 authorizedrepresentative of DTC. The deposit of Securities with DTC and their registration in the name of Cede & Co. orsuch other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actualBeneficial Owners of the Securities; DTC's records reflect only the identity of the Direct Participants to whoseaccounts such Securities are credited, which may or may not be the Beneficial Owners. The Direct and IndirectParticipants will remain responsible for keeping account of their holdings on behalf of their customers.

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5. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to IndirectParticipants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed byarrangements among them, subject to any statutory or regulatory requirements as may be in effect from time totime. [Beneficial Owners of Securities may wish to take certain steps to augment the transmission to them ofnotices of significant events with respect to the Securities, such as redemptions, tenders, defaults, and proposedamendments to the Security documents. For example, Beneficial Owners of Securities may wish to ascertain thatthe nominee holding the Securities for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and requestthat copies of notices be provided directly to them.]

6. Redemption notices shall be sent to DTC. If less than all of the Securities 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 beredeemed.

7. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Securities unless

authorized by a Direct Participant in accordance with DTC's MMI Procedures. Under its usual procedures, DTCmails an Omnibus Proxy to Village 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 Securities are credited on therecord date (identified in a listing attached to the Omnibus Proxy).

8. Redemption proceeds, distributions, and dividend payments on the Securities 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 DirectParticipants' accounts upon DTC's receipt of funds and corresponding detail information from the Village orAgent, on payable date in accordance with their respective holdings shown on DTC's records. Payments byParticipants to Beneficial Owners will be governed by standing instructions and customary practices, as is the casewith securities held for the accounts of customers in bearer form or registered in "street name," and will be theresponsibility of such Participant and not of DTC, Agent, or the Village, subject to any statutory or regulatoryrequirements as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividendpayments to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) isthe responsibility of the Village or Agent, disbursement of such payments to Direct Participants will be theresponsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility ofDirect and Indirect Participants.

9. A Beneficial Owner shall give notice to elect to have its Securities purchased or tendered, through its Participant,

to [Tender/Remarketing] Agent, and shall effect delivery of such Securities by causing the Direct Participant totransfer the Participant's interest in the Securities, on DTC's records, to [Tender/Remarketing] Agent. Therequirement for physical delivery of Securities in connection with an optional tender or a mandatory purchase willbe deemed satisfied when the ownership rights in the Securities are transferred by Direct Participants on DTC'srecords and followed by a book-entry credit of tendered Securities to [Tender/Remarketing] Agent's DTC account.

10. DTC may discontinue providing its services as depository with respect to the Securities at any time by giving

reasonable notice to the Village or Agent. Under such circumstances, in the event that a successor depository isnot obtained, Security certificates are required to be printed and delivered.

11. The Village may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor

securities depository). In that event, Security certificates will be printed and delivered to DTC. 12. The information in this section concerning DTC and DTC's book-entry system has been obtained from sources

that the Village believes to be reliable, but the Village takes no responsibility for the accuracy thereof.

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APPENDIX D

FORM OF CONTINUING DISCLOSURE CERTIFICATE

(See following pages.)

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LIMITED CONTINUING DISCLOSURE CERTIFICATE

This Limited Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed

and delivered by the Village of Dresser, Wisconsin (the “Issuer”) in connection with the issuance of the $1,450,000 General Obligation Corporate Purpose Bonds, Series 2018A, dated May 24, 2018 (the “Obligations”). The Obligations are being issued pursuant to a Resolution of the Issuer dated May 7, 2018 (the “Resolution”). The Issuer certifies (i) that it is the only obligated person with respect to the Obligations; and (ii) that on the date hereof, the Issuer is an obligated person with respect to less than $10,000,000 aggregate amount of outstanding municipal securities, including the Obligations, and thus limited continuing disclosure pursuant to subparagraph (d)(2) of the Rule is required. The Issuer covenants and agrees as follows:

Section 1. (a) Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Issuer for the benefit of the holders and beneficial owners of the Obligations and in order to assist the Participating Underwriter in complying with the Rule (defined below). References in this Disclosure Certificate to holders of the Obligations shall include the beneficial owners of the Obligations. This Disclosure Certificate constitutes the written understanding under the Rule.

(b) Filing Requirements. Any filing under this Disclosure Certificate must be made solely by transmitting such filing to the MSRB (defined herein) through the Electronic Municipal Market Access (“EMMA”) System at www.emma.msrb.org in the format prescribed by the MSRB. All documents provided to the MSRB shall be accompanied by the identifying information prescribed by the MSRB.

Section 2. Definitions. In addition to the definitions set forth in the Resolution, which apply to any capitalized term used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings:

“Annual Report” means any Annual Report provided by the Issuer pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate.

“Audited Financial Statements” means the Issuer’s annual financial statements, which are currently prepared in accordance with generally accepted accounting principles (GAAP) for governmental units as prescribed by the Governmental Accounting Standards Board (GASB) and which the Issuer intends to continue to prepare in substantially the same form.

“Dissemination Agent” means such person from time to time designated in writing by the Issuer and which has filed with the Issuer a written acceptance of such designation.

“IRS” means the Internal Revenue Service of the Department of the Treasury.

“Listed Events” means any of the events listed in Sections 5(a) and 5(b) of this Disclosure Certificate.

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“MSRB” means the Municipal Securities Rulemaking Board, whose current address is 1300 I Street NW, Suite 1000, Washington, DC 20005.

“Official Statement” means the Preliminary Official Statement, dated ___________, 2018, delivered in connection with the original issuance and sale of the Obligations, together with the final Official Statement and any amendments thereto or supplements thereof.

“Participating Underwriter” means any of the original underwriter(s) of the Obligations required to comply with the Rule in connection with offering of the Obligations.

“Rule” means Rule 15c2-12(b)(5) adopted by the SEC under the Securities Exchange Act of 1934, as the same may be amended from time to time.

“SEC” means the Securities and Exchange Commission or any successor to its functions governing state and municipal securities.

Section 3. Provision of Annual Reports.

(a) The Issuer shall, or shall cause the Dissemination Agent to, not later than 12 months after the end of the fiscal year (presently December 31), commencing with the fiscal year ended December 31, 2018, provide to the MSRB, filed in accordance with Section 1(b) of this Disclosure Certificate, an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate.

(b) Not later than 15 days prior to the date specified in subsection (a) for providing the Annual Report to the MSRB, the Issuer shall provide the Annual Report to the Dissemination Agent (if the Issuer is not the Dissemination Agent).

(c) If the Issuer is unable or fails to provide an Annual Report by the date required in subsection (a), the Issuer shall send in a timely manner a notice of such fact to the MSRB in the format prescribed by the MSRB, as described in Section 1(b) of this Disclosure Certificate.

Section 4. Content of Annual Reports. The Issuer’s financial information or operating data shall contain or consist of the audited financial statements of the Issuer for the prior fiscal year, prepared in accordance with generally accepted accounting principles as promulgated from time to time by the Governmental Accounting Standards Board.

Section 5. Reporting of Significant Events.

(a) The Issuer shall give, or cause to be given notice of the occurrence of any of the following events with respect to the Obligations, in a timely manner not in excess of ten business days after the occurrence of the event:

(1) principal and interest payment delinquencies;

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(2) unscheduled draws on debt service reserves reflecting financial difficulties;

(3) unscheduled draws on credit enhancements reflecting financial difficulties;

(4) substitution of credit or liquidity providers, if any, or their failure to perform;

(5) adverse tax opinions or the issuance by the IRS of proposed or final determinations of taxability or of a Notice of Proposed Issue (IRS Form 5701-TEB);

(6) tender offers;

(7) defeasances;

(8) rating changes; or

(9) bankruptcy, insolvency, receivership or similar event of the Issuer.

(b) The Issuer shall give, or cause to be given, notice of the occurrence of any of the following events with respect to the Obligations, if material, in a timely manner not in excess of ten business days after the occurrence of the event:

(1) non-payment related defaults;

(2) unless described in (a)(5) above, other notices or determinations by the IRS with respect to the tax-exempt status of the Obligations, or other events affecting the tax-exempt status of the Obligations;

(3) modifications to rights of holders of the Obligations;

(4) bond calls;

(5) release, substitution or sale of property securing repayment of the Obligations;

(6) the consummation of a merger, consolidation or acquisition involving the Issuer or the sale of all or substantially all of the assets of the Issuer, 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; or

(7) appointment of a successor or additional trustee or the change of name of a trustee.

(c) For the purposes of the event identified in subsection (a)(9), the event is considered to occur when any of the following occur: the appointment of a receiver,

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fiscal agent or similar officer for the Issuer 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 Issuer, 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 or reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Issuer.

(d) Whenever the Issuer obtains knowledge of the occurrence of a Listed Event under subsection (b), the Issuer shall as soon as possible determine if such event would constitute material information for holders of Obligations.

(e) Unless otherwise required by law, the Issuer shall submit the information in the format prescribed by the MSRB, as described in Section 1(b) of this Disclosure Certificate.

Section 6. Termination of Reporting Obligation. The Issuer’s obligations under this Disclosure Certificate shall terminate upon the legal defeasance, prior redemption or payment in full of all of the Obligations.

Section 7. Dissemination Agent. The Issuer may, from time to time, appoint or engage a Dissemination Agent to assist it in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. The Dissemination Agent shall not be responsible in any manner for the content of any notice or report prepared by the Issuer pursuant to this Disclosure Certificate. If at any time there is not any other designated Dissemination Agent, the Issuer shall be the Dissemination Agent.

Section 8. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the Issuer may amend this Disclosure Certificate and any provision of this Disclosure Certificate may be waived if such amendment or waiver is supported by an opinion of nationally recognized bond counsel to the effect that such amendment or waiver would not, in and of itself, cause the undertaking herein to violate the Rule if such amendment or waiver had been effective on the date hereof but taking into account any subsequent change in or official interpretation of the Rule.

Section 9. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Disclosure Certificate or any other means of communication, or including any other information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is required by this Disclosure Certificate. If the Issuer chooses to include any information in any Annual Report or notice of occurrence of a Listed Event, in addition to that which is specifically required by this Disclosure Certificate, the Issuer shall have no obligation under this Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Listed Event.

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Section 10. Default. In the event of a failure of the Issuer to comply with any provision of this Disclosure Certificate, any holder or beneficial owner of the Obligations may take such action as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Issuer to comply with its obligations under this Disclosure Certificate. A default under this Disclosure Certificate shall not be deemed an event of default under the Resolution, and the sole remedy under this Disclosure Certificate in the event of any failure of the Issuer to comply with this Disclosure Certificate shall be an action to compel performance.

Section 11. Duties, Immunities and Liabilities of Dissemination Agent. The Dissemination Agent shall have only such duties as are specifically set forth in this Disclosure Certificate, and the Issuer agrees to indemnify and save the Dissemination Agent, its officers, directors, employees and agents, harmless against any loss, expense and liabilities which it may incur arising out of or in the exercise or performance of its powers and duties hereunder, including the costs and expenses (including attorneys fees) of defending against any claim of liability, but excluding liabilities due to the Dissemination Agent’s negligence or willful misconduct. The obligations of the Issuer under this Section shall survive resignation or removal of the Dissemination Agent and payment of the Obligations.

Section 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Issuer, the Dissemination Agent, the Participating Underwriter and holders and beneficial owners from time to time of the Obligations, and shall create no rights in any other person or entity.

Section 13. Reserved Rights. The Issuer reserves the right to discontinue providing any information required under the Rule if a final determination should be made by a court of competent jurisdiction that the Rule is invalid or otherwise unlawful or, subject to the provisions of Section 8 hereof, to modify the undertaking under this Disclosure Certificate if the Issuer determines that such modification is required by the Rule or by a court of competent jurisdiction.

Dated as of May 24, 2018.

VILLAGE OF DRESSER, WISCONSIN

By President

By Village Clerk-Treasurer

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APPENDIX E

NOTICE OF SALE

$1,450,000* GENERAL OBLIGATION CORPORATE PURPOSE BONDS, SERIES 2018AVILLAGE OF DRESSER, WISCONSIN

Bids for the purchase of $1,450,000* General Obligation Corporate Purpose Bonds, Series 2018A (the "Bonds") ofthe Village of Dresser, Wisconsin (the "Village") will be received at the offices of Ehlers & Associates, Inc.("Ehlers"), 3060 Centre Pointe Drive, Roseville, Minnesota 55113-1105, Municipal Advisors to the Village, until10:00 A.M., Central Time, and ELECTRONIC PROPOSALS will be received via PARITY, in the mannerdescribed below, until 10:00 A.M. Central Time, on May 7, 2018, at which time they will be opened, read andtabulated. The bids will be presented to the Board of Trustees for consideration for award by resolution at a meetingto be held at 6:30 P.M., Central Time, on the same date. The bid offering to purchase the Bonds upon the termsspecified herein and most favorable to the Village will be accepted unless all bids are rejected.

PURPOSE

The Bonds are being issued pursuant to Section 67.04, Wisconsin Statutes, for the public purpose of financing theVillage's 2018 street improvement program for various street improvements including, but not limited to, the PetersonDrive and Horsmann Avenue Project and related sewer main repairs and water system improvements including butnot limited to improvements to the water tower and water system improvements in connection with streetimprovement projects as well as effecting a current refunding of certain outstanding obligations of the Village asdescribed herein. The Bonds are valid and binding general obligations of the Village, and all the taxable property inthe Village is subject to the levy of a tax to pay the principal of and interest on the Bonds as they become due whichtax may, under current law, be levied without limitation as to rate or amount.

DATES AND MATURITIES

The Bonds will be dated May 24, 2018, will be issued as fully registered Bonds in the denomination of $5,000 each,or any integral multiple thereof, and will mature on March 1 as follows:

Year Amount* Year Amount* Year Amount*

2019 $25,000 2026 $90,000 2033 70,000

2020 75,000 2027 100,000 2034 70,000

2021 75,000 2028 60,000 2035 75,000

2022 70,000 2029 60,000 2036 75,000

2023 75,000 2030 60,000 2037 85,000

2024 85,000 2031 60,000 2038 85,000

2025 90,000 2032 65,000

ADJUSTMENT OPTION

* The Village reserves the right to increase or decrease the principal amount of the Bonds on the day of sale, inincrements of $5,000 each. Increases or decreases may be made in any maturity. If any principal amounts areadjusted, the purchase price proposed will be adjusted to maintain the same gross spread per $1,000.

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TERM BOND OPTION

Bids for the Bonds may contain a maturity schedule providing for any combination of serial bonds and term bonds,subject to mandatory redemption, so long as the amount of principal maturing or subject to mandatory redemptionin each year conforms to the maturity schedule set forth above. All dates are inclusive.

INTEREST PAYMENT DATES AND RATES

Interest will be payable on March 1 and September 1 of each year, commencing March 1, 2019, to the registeredowners of the Bonds appearing of record in the bond register as of the close of business on the 15th day (whether ornot a business day) of the immediately preceding month. Interest will be computed upon the basis of a 360-day yearof twelve 30-day months and will be rounded pursuant to rules of the Municipal Securities Rulemaking Board. Therate for any maturity may not be more than 1.00% less than the rate for any preceding maturity. (Forexample, if a rate of 4.50% is proposed for the 2019 maturity, then the lowest rate that may be proposed forany later maturity is 3.50%.) All Bonds of the same maturity must bear interest from date of issue until paid at asingle, uniform rate. Each rate must be expressed in an integral multiple of 5/100 or 1/8 of 1%.

BOOK-ENTRY-ONLY FORMAT

Unless otherwise specified by the purchaser, the Bonds will be designated in the name of Cede & Co., as nomineefor The Depository Trust Company, New York, New York ("DTC"). DTC will act as securities depository for theBonds, and will be responsible for maintaining a book-entry system for recording the interests of its participants andthe transfers of interests between its participants. The participants will be responsible for maintaining recordsregarding the beneficial interests of the individual purchasers of the Bonds. So long as Cede & Co. is the registeredowner of the Bonds, all payments of principal and interest will be made to the depository which, in turn, will beobligated to remit such payments to its participants for subsequent disbursement to the beneficial owners of the Bonds.

PAYING AGENT

The Village has selected Bond Trust Services Corporation, Roseville, Minnesota, to act as paying agent (the "PayingAgent"). Bond Trust Services Corporation and Ehlers are affiliate companies. The Village will pay the charges forPaying Agent services. The Village reserves the right to remove the Paying Agent and to appoint a successor.

OPTIONAL REDEMPTION

At the option of the Village, the Bonds maturing on or after March 1, 2026 shall be subject to optional redemptionprior to maturity on March 1, 2025 and on any date thereafter, at a price of par plus accrued interest.

Redemption may be in whole or in part of the Bonds subject to prepayment. If redemption is in part, the selectionof the amounts and maturities of the Bonds to be redeemed shall be at the discretion of the Village. If only part ofthe Bonds having a common maturity date are called for redemption, then the Village or Paying Agent, if any, willnotify DTC of the particular amount of such maturity to be redeemed. DTC will determine by lot the amount of eachparticipant's interest in such maturity to be redeemed and each participant will then select by lot the beneficialownership interest in such maturity to be redeemed.

Notice of redemption shall be sent by mail not more than 60 days and not less than 30 days prior to the date fixed forredemption to the registered owner of each Bond to be redeemed at the address shown on the registration books.

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DELIVERY

On or about May 24, 2018, the Bonds will be delivered without cost to the winning bidder at DTC. On the day ofclosing, the Village will furnish to the winning bidder the opinion of bond counsel hereinafter described, an arbitragecertification, and certificates verifying that no litigation in any manner questioning the validity of the Bonds is thenpending or, to the best knowledge of officers of the Village, threatened. Payment for the Bonds must be received bythe Village at its designated depository on the date of closing in immediately available funds.

LEGAL OPINION

An opinion as to the validity of the Bonds and the exemption from federal taxation of the interest thereon will befurnished by Fryberger, Buchanan, Smith & Frederick, P.A., Bond Counsel to the Village, and will be available atthe time of delivery of the Bonds. The legal opinion will be issued on the basis of existing law and will state that theBonds are valid and binding general obligations of the Village; provided that the rights of the owners of the Bondsand the enforceability of the Bonds may be limited by bankruptcy, insolvency, reorganization, moratorium, and othersimilar laws affecting creditors' rights and by equitable principles (which may be applied in either a legal or equitableproceeding).

STATEMENT REGARDING COUNSEL PARTICIPATION

Bond Counsel has not assumed responsibility for this Preliminary Official Statement or participated in its preparation(except with respect to the section entitled “TAX EXEMPTION” in the Preliminary Official Statement and the“FORM OF LEGAL OPINION” found in Appendix B).

SUBMISSION OF BIDS

Bids must not be for less than $1,432,600 plus accrued interest on the principal sum of $1,450,000 from date oforiginal issue of the Bonds to date of delivery. Prior to the time established above for the opening of bids, interestedparties may submit a bid as follows:

1) Electronically to [email protected]; or

2) Facsimile submission to Ehlers, Facsimile Number (651) 697-8555; or

3) Electronically via PARITY in accordance with this Notice of Sale until 10:00 A.M. Central Time, but no bidwill be received after the time for receiving bids specified above. To the extent any instructions or directionsset forth in PARITY conflict with this Notice of Sale, the terms of this Notice of Sale shall control. Forfurther information about PARITY, potential bidders may contact Ehlers or i-Deal LLC at 1359 Broadway,2nd Floor, New York, New York 10018, Telephone (212) 849-5021.

Bids must be submitted to Ehlers via one of the methods described above and must be received prior to the timeestablished above for the opening of bids. Each bid must be unconditional except as to legality. Neither the Villagenor Ehlers shall be responsible for any failure to receive a facsimile submission.

A good faith deposit ("Deposit") in the amount of $29,000 shall be made by the winning bidder by wire transfer offunds to KleinBank, 1550 Audubon Road, Chaska, Minnesota, ABA No. 091915654 for credit: Ehlers &Associates Good Faith Account No. 3208138. Such Deposit shall be received by Ehlers no later than two hours afterthe bid opening time. The Village reserves the right to award the Bonds to a winning bidder whose wire transfer isinitiated but not received by such time provided that such winning bidder’s federal wire reference number has beenreceived by such time. In the event the Deposit is not received as provided above, the Village may award the Bondsto the bidder submitting the next best bid provided such bidder agrees to such award. The Deposit will be retainedby the Village as liquidated damages if the bid is accepted and the Purchaser fails to comply therewith.

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mailto:[email protected].

The Village and the winning bidder who chooses to so wire the Deposit hereby agree irrevocably that Ehlers shallbe the escrow holder of the Deposit wired to such account subject only to these conditions and duties: 1) All incomeearned thereon shall be retained by the escrow holder as payment for its expenses; 2) If the bid is not accepted, Ehlersshall, at its expense, promptly return the Deposit amount to the winning bidder; 3) If the bid is accepted, the Depositshall be returned to the winning bidder at the closing; 4) Ehlers shall bear all costs of maintaining the escrow accountand returning the funds to the winning bidder; 5) Ehlers shall not be an insurer of the Deposit amount and shall haveno liability hereunder except if it willfully fails to perform or recklessly disregards, its duties specified herein; and6) FDIC insurance on deposits within the escrow account shall be limited to $250,000 per bidder.

No bid can be withdrawn after the time set for receiving bids unless the meeting of the Village scheduled for awardof the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made.

AWARD

The Bonds will be awarded to the bidder offering the lowest interest rate to be determined on a True Interest Cost(TIC) basis. The Village’s computation of the interest rate of each bid, in accordance with customary practice, willbe controlling. In the event of a tie, the sale of the Bonds will be awarded by lot. The Village reserves the right toreject any and all bids and to waive any informality in any bid.

BOND INSURANCE

If the Bonds are qualified for any bond insurance policy, the purchase of such policy shall be at the sole option andexpense of the winning bidder. Any cost for such insurance policy is to be paid by the winning bidder, except that,if the Village requested and received a rating on the Bonds from a rating agency, the Village will pay that rating fee. Any rating agency fees not requested by the Village are the responsibility of the winning bidder.

Failure of the municipal bond insurer to issue the policy after the Bonds are awarded to the winning bidder shall notconstitute cause for failure or refusal by the winning bidder to accept delivery of the Bonds.

CUSIP NUMBERS

The Village will assume no obligation for the assignment or printing of CUSIP numbers on the Bonds or for thecorrectness of any numbers printed thereon, but will permit such numbers to be printed at the expense of the winningbidder, if the winning bidder waives any delay in delivery occasioned thereby.

QUALIFIED TAX-EXEMPT OBLIGATIONS

The Village will designate the Bonds as qualified tax-exempt obligations for purposes of Section 265(b)(3) of theInternal Revenue Code of 1986, as amended.

CONTINUING DISCLOSURE

In order to assist the Underwriters in complying with the provisions of Rule 15c2-12 promulgated by the Securitiesand Exchange Commission under the Securities Exchange Act of 1934 the Village will enter into an undertaking forthe benefit of the holders of the Bonds. A description of the details and terms of the undertaking is set forth inAppendix D of the Preliminary Official Statement.

NEW ISSUE PRICING

The winning bidder will be required to provide, in a timely manner, certain information necessary to compute theyield on the Bonds pursuant to the provisions of the Internal Revenue Code of 1986, as amended, and to provide acertificate which will be provided by Bond Counsel upon request.

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(a) The winning bidder shall assist the Village in establishing the issue price of the Bonds and shall execute anddeliver to the Village at closing an "issue price" or similar certificate satisfactory to Bond Counsel setting forth thereasonably expected initial offering price to the public or the sales price or prices of the Bonds, together with thesupporting pricing wires or equivalent communications. All actions to be taken by the Village under this Notice ofSale to establish the issue price of the Bonds may be taken on behalf of the Village by the Village’s municipal advisoridentified herein and any notice or report to be provided to the Village may be provided to the Village’s municipaladvisor.

(b) The Village intends that the provisions of Treasury Regulation Section 1.148-1(f)(3)(i) (defining "competitivesale" for purposes of establishing the issue price of the Bonds) will apply to the initial sale of the Bonds (the"competitive sale requirements") because:

(1) The Village shall disseminate this Notice of Sale to potential underwriters in a manner that isreasonably designed to reach potential investors;

(2) all bidders shall have an equal opportunity to bid;

(3) the Village may receive bids from at least three underwriters of municipal bonds who haveestablished industry reputations for underwriting new issuances of municipal bonds; and

(4) the Village anticipates awarding the sale of the Bonds to the bidder who submits a firm offer topurchase the Bonds at the highest price (or lowest interest cost), as set forth in this Notice of Sale.

Any bid submitted pursuant to this Notice of Sale shall be considered a firm offer for the purchase of the Bonds, asspecified in this bid.

(c) If all of the requirements of a "competitive sale" are not satisfied, the Village shall advise the winning bidderof such fact prior to the time of award of the sale of the Bonds to the Underwriter. In such event, any bid submittedwill not be subject to cancellation or withdrawal and the Village agrees to use the rule selected by the Underwriteron its bid form to determine the issue price for the Bonds. On its bid form, each Underwriter must select one of thefollowing two rules for determining the issue price of the Bonds: (1) the first price at which 10% of a maturity of theBonds (the "10% test") is sold to the public as the issue price of that maturity or (2) the initial offering price to thepublic as of the sale date as the issue price of each maturity of the Bonds (the "hold-the-offering-price rule").

(d) If all of the requirements of a "competitive sale" are not satisifed and the Underwriter selects the hold-the-offering-price rule, the winning bidder shall (i) confirm that the underwriters have offered or will offer the Bonds tothe public on or before the date of award at the offering price or prices (the "initial offering price"), or at thecorresponding yield or yields, set forth in the bid submitted by the winning bidder and (ii) agree, on behalf of theunderwriters participating in the purchase of the Bonds, that the underwriters will neither offer nor sell unsold Bondsof any maturity to which the hold-the-offering-price rule shall apply to any person at a price that is higher than theinitial offering price to the public during the period starting on the sale date and ending on the earlier of the following:

(1) the close of the fifth (5th) business day after the sale date; or(2) the date on which the underwriters have sold at least 10% of that maturity of the Bonds to the public ata price that is no higher than the initial offering price to the public.

The winning bidder shall promptly advise the Village when the underwriters have sold 10% of that maturity of theBonds to the public at a price that is no higher than the initial offering price to the public, if that occurs prior to theclose of the fifth (5th) business day after the sale date.

The Village acknowledges that in making the representation set forth above, the winning bidder will rely on (i) theagreement of each underwriter to comply with the hold-the-price rule, as set forth in an agreement among underwritersand the related pricing wires, (ii) in the event a selling group has been created in connection with the initial sale ofthe Bonds to the public, the agreement of each dealer who is a member of the selling group to comply with the hold-

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the-offering-price rule, as set forth in a selling group agreement and the related pricing wires, and (iii) in the eventthat an underwriter is a party to a retail distribution agreement that was employed in connection with the initial saleof the Bonds to the public, the agreement of each broker-dealer that is party to such agreement to comply with thehold-the-offering-price rule, as set forth in the retail distribution agreement and the related pricing wires. The Villagefurther acknowledges that each underwriter shall be solely liable for its failure to comply with its agreement regardingthe hold-the-offering-price rule and that no underwriter shall be liable for the failure of any other underwriter, or ofany dealer who is a member of a selling group, or of any broker-dealer that is a party to a retail distribution agreementto comply with its corresponding agreement regarding the hold-the-offering-price rule as applicable to the Bonds.

(e) If all of the requirements of a "competitive sale" are not satisfied and the Underwriter selects the 10% test,the Underwriter agrees to promptly report to the Village, Bond Counsel and Ehlers the prices at which the Bonds havebeen sold to the public. That reporting obligation shall continue, whether or not the closing date has occurred, untilthe 10% test has been satisfied as to each maturity of the Bonds or until all of the Bonds of a certain maturity havebeen sold.

(f) By submitting a bid, each bidder confirms that (i) any agreement among underwriters, any selling groupagreement and each retail distribution agreement (to which the bidder is a party) relating to the initial sale of theBonds to the public, together with the related pricing wires, contains or will contain language obligating eachunderwriter, each dealer who is a member of the selling group, and each broker-dealer that is party to such retaildistribution agreement, as applicable, to (A) report the prices at which it sells to the public the unsold Bonds of eachmaturity allotted to it until it is notified by the winning bidder that either the 10% test has been satisfied as to theBonds of that maturity or all Bonds of that maturity have been sold to the public, and (B) comply with the hold-the-offering-price rule, if applicable, in each case if and for so long as directed by the winning bidder and as set forth inthe related pricing wires, and (ii) any agreement among underwriters relating to the initial sale of the Bonds to thepublic, together with the related pricing wires, contains or will contain language obligating each underwriter that isa party to a retail distribution agreement to be employed in connection with the initial sale of the Bonds to the publicto require each broker-dealer that is a party to such retail distribution agreement to (A) report the prices at which itsells to the public the unsold Bonds of each maturity allotted to it until it is notified by the winning bidder or suchunderwriter that either the 10% test has been satisfied as to the Bonds of that maturity or all Bonds of that maturityhave been sold to the public, and (B) comply with the hold-the-offering-price rule, if applicable, in each case if anfor so long as directed by the winning bidder or such underwriter and as set forth in the related pricing wires.

(g) Sales of any Bonds to any person that is a related party to an underwriter shall not constitute sales to thepublic for purposes of this Notice of Sale. Further, for purposes of this Notice of Sale:

(i) "public" means any person other than an underwriter or a related party,

(ii) "underwriter" means (A) any person that agrees pursuant to a written contract with the Village (orwith the lead underwriter to form an underwriting syndicate) to participate in the initial sale of theBonds to the public and (B) any person that agrees pursuant to a written contract directly or indirectlywith a person described in clause (A) to participate in the initial sale of the Bonds to the public(including a member of a selling group or a party to a retail distribution agreement participating inthe initial sale of the Bonds to the public),

(iii) a purchaser of any of the Bonds is a "related party" to an underwriter if the underwriter and thepurchaser are subject, directly or indirectly, to (i) at least 50% common ownership of the votingpower or the total value of their stock, if both entities are corporations (including direct ownershipby one corporation of another), (ii) more than 50% common ownership of their capital interests orprofits interests, if both entities are partnerships (including direct ownership by one partnership ofanother), or (iii) more than 50% common ownership of the value of the outstanding stock of thecorporation or the capital interests or profit interests of the partnership, as applicable, if one entityis a corporation and the other entity is a partnership (including direct ownership of the applicablestock or interests by one entity of the other), and

(iv) "sale date" means the date that the Bonds are awarded by the Village to the winning bidder.

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PRELIMINARY OFFICIAL STATEMENT

Bidders may obtain a copy of the Preliminary Official Statement relating to the Bonds prior to the bid opening byrequest from Ehlers at www.ehlers-inc.com by connecting to the Bond Sales link. The Syndicate Manager will beprovided with an electronic copy of the Final Official Statement within seven business days of the bid acceptance. Up to 10 printed copies of the Final Official Statement will be provided upon request. Additional copies of the FinalOfficial Statement will be available at a cost of $10.00 per copy.

Information for bidders and bid forms may be obtained from Ehlers at 3060 Centre Pointe Drive, Roseville, Minnesota55113-1105, Telephone (651) 697-8500.

By Order of the Board of Trustees

Jodi Gilbert, Village Clerk/TreasurerVillage of Dresser, Wisconsin

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http://www.ehlers-inc.com

BID FORMThe Board of Trustees May 7, 2018Village of Dresser, Wisconsin

RE: $1,450,000* General Obligation Corporate Purpose Bonds, Series 2018ADATED: May 24, 2018

For all or none of the above Bonds, in accordance with the Notice of Sale and terms of the Global Book-Entry System (unless otherwise specified by the Purchaser)as stated in this Official Statement, we will pay you $__________________ (not less than $1,432,600) plus accrued interest to date of delivery for fully registeredBonds bearing interest rates and maturing in the stated years as follows:

% due 2019 % due 2026 % due 2033

% due 2020 % due 2027 % due 2034

% due 2021 % due 2028 % due 2035

% due 2022 % due 2029 % due 2036

% due 2023 % due 2030 % due 2037

% due 2024 % due 2031 % due 2038

% due 2025 % due 2032

* The Village reserves the right to increase or decrease the principal amount of the Bonds on the day of sale, in increments of $5,000 each. Increases or decreases may bemade in any maturity. If any principal amounts are adjusted, the purchase price proposed will be adjusted to maintain the same gross spread per $1,000.

A rating for this issue may not be requested without contacting Ehlers and receiving the permission of the Village.

The rate for any maturity may not be more than 1.00% less than the rate for any preceding maturity. (For example, if a rate of 4.50% is proposed forthe 2019 maturity, then the lowest rate that may be proposed for any later maturity is 3.50%.) All Bonds of the same maturity must bear interest from dateof issue until paid at a single, uniform rate. Each rate must be expressed in an integral multiple of 5/100 or 1/8 of 1%.

We enclose our Deposit in the amount of $29,000, to be held by you pending delivery and payment. Alternatively, if we are the winning bidder, we will wire our

Deposit to KleinBank, 1550 Audubon Road, Chaska, Minnesota, ABA No. 091915654 for credit: Ehlers & Associates Good Faith Account No. 3208138. Such Deposit shall be received by Ehlers & Associates no later than two hours after the bid opening time. The Village reserves the right to award the Bonds toa winning bidder whose wire transfer is initiated but not received by such time provided that such winning bidder’s federal wire reference number has been received. In the event the Deposit is not received as provided above, the Village may award the Bonds to the bidder submitting the next best bid provided such bidder agreesto such award. If our bid is not accepted, said deposit shall be promptly returned to us. If the Deposit is wired to such escrow account, we agree to the conditionsand duties of Ehlers & Associates, Inc., as escrow holder of the Deposit, pursuant to the Notice of Sale. This bid is for prompt acceptance and is conditional upondelivery of said Bonds to The Depository Trust Company, New York, New York, in accordance with the Notice of Sale. Delivery is anticipated to be on or aboutMay 24, 2018.

This bid is subject to the Village’s agreement to enter into a written undertaking to provide continuing disclosure under Rule 15c2-12 promulgated by the Securitiesand Exchange Commission under the Securities Exchange Act of 1934 as described in the Preliminary Official Statement for this Issue.

We have received and reviewed the Official Statement and have submitted our requests for additional information or corrections to the Final Official Statement. As Syndicate Manager, we agree to provide the Village with the reoffering price of the Bonds within 24 hours of the bid acceptance.

This bid is a firm offer for the purchase of the Bonds identified in the Notice of Sale, on the terms set forth in this bid form and the Notice of Sale, and is not subjectto any conditions, except as permitted by the Notice of Sale.

By submitting this bid, we confirm that we are an Underwriter and have an established industry reputation for underwriting new issuances of municipal bonds. YES: ____ NO: ____.

If the competitive sale requirements are not met, we elect to use the (circle one): 10% test / hold-the-offering-price rule to determine the issue price of the Bonds.

Account Manager: By:

Account Members:

Award will be on a true interest cost basis. According to our computations (the correct computation being controlling in the award), the total dollar interest cost(including any discount or less any premium) computed from May 24, 2018 of the above bid is $_______________and the true interest cost (TIC) is __________%.

The foregoing offer is hereby accepted by and on behalf of the Board of Trustees of the Village of Dresser, Wisconsin, on May 7, 2018.

By: By:

Title: Title:

village of dresser, wisconsin (polk county)...(other offices located in waukesha, wisconsin,...

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