GREENWOOD METROPOLITAN DISTRICT STATEMENTS OF REVENUES, EXPENSES, AND CHANGES IN NET ASSETS

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1 Please find enclosed Greenwood Metropolitan District's Annual Report on 2006, 2008 Revenue Bonds and 2012 Refunded Bonds along with the following updated tables. Continuing Disclosure Certificate tem 1: Annual Report 2011/2012 tem 2: Financial Factors: Statement of Revenues, Expenses, and Changes in Net Assets tem 3: Historical Debt Service Coverage tem 4: Peak and Average Daily Flows tem 5: Number of Customers tem 6: Largest Customers tem 7: Additions to Property, Plant and Equipment tem 8: Accounting and Budgeting for Fiscal Year tem 9: Sewer Service Charges for the prior fiscal year tem 10: Capacity Fees and Tap Fees for the prior fiscal year tem 11: An updated debt service schedule for the Bonds or any additional bonds as may be issued and outstanding pursuant to the Resolution.

2 tem 2 GREENWOOD METROPOLTAN DSTRCT STATEMENTS OF REVENUES, EXPENSES, AND CHANGES N NET ASSETS For the years ended June 30, OPERATNG REVENUES Sewer service charges $ 13,587,114 $ 12,865,503 Extra strength surcharge 1,214,784 1,182,483 14,801,898 14,047,986 OPERATNG EXPENSES BEFORE DEPRECATON Salaries- Operating and maintenance 2,878,243 2,758,246 Billing and collection fees 204, ,718 Utilities 714, ,967 Bad debt expense 63,206 75,722 Chemical cost 380, ,363 Miscellaneous supplies and small tools 478, ,705 Repairs and maintenance 594, ,102 Telephone 34,023 37,414 Salaries- Administrative 535, ,314 Professional services 56,755 62,431 Training 101, ,065 Contracted services 312, ,789 nsurance 540, ,621 Employees 1 benefits 1,838,411 2,040,444 Office supplies 22,139 23,513 Amortization expense 54,069 52,357 Miscellaneous 192, ,405 Fuel cost 169, ,324 9,170,192 8,937,500 Operating income before depreciation 5,631,706 5,110,486 DEPRECATON 5,702,137 5,235,442 Operating loss (70,431) (124,956) NONOPERATNG REVENUES (EXPENSES) Tax revenue 1,336,702 1,480,428 nvestment ncome 319, ,906 Capacity charges 57,184 36,358 Miscellaneous revenue 270, ,449 nspection revenue 1,731 1,584 Transmission fees 19,150 15,728 nterest expense (2,844,395) (2,313,374) Paying agents 1 fees (9,463) (6,963) Galn/(loss) on sale of assets 11,300 (305) (837,238) (336,189) CAPTAL CONTRBUTONS ncrease (decrease) n net assets (459,163) 94,412 NET ASSETS, BEGNNNG OF YEAR 86,091,485 85,997,073 NET ASSETS, END OF YEAR $ 85,632,322 $ 86,091,485 The accompanying notes are an integral part of these financial statements. -13-

3 GREENWOOD METROPOLTAN DSTRCT SCHEDULE OF NET EARNNGS FOR DEBT SERVCE AND DEBT COVERAGE tem 3 For the years ended June 30, 2012 OPERATNG NCOME (LOSS) $ (70,431) Adjustments to derive net earnings: Depreciation expense 5,702,137 A vai1ability charges 57,184 Tap fees 19,150 nvestment income 375,384 Miscellaneous revenue nspection revenue 1,731 nvestment fees (55,731) Paying agents' fees (9,463) Net Earnings $ 6,290,861 TOTAL DEBT SERVCE PAD $ 3.434,708 DEBT COVERAGE 183% REQURED DEBT COVERAGE 120%

4 Average Dailv Flows: The following table shows average daily amounts of processed sewage for the yem s 200 through 20 : tem 4 Average Daily Peak Week Year FlowCMGD) Flow(MGD) * * Table calculated on calendar basis, therefore 2012 not available at the time audit completed.

5 Number of Customers: During fiscal year 2012, the District served an average of 14,948 customers, including 13,145 residential, 1,787 cotmnercial and 16 industrial accounts (see note below). The following table sets forth the average number of customers to whom service was provided by the System in each of the years indicated. tem 5 Year Number of Customers , (!) 14, , , , , , , , , ( 2 ) 14, (J) 14, , ,948 () The decrease in customers from fiscal year 1999 to fiscal year 2000 is primarily due to a change in the District's billing system in August (2) Through June 30, Note: ndustrial accounts have been adjusted as some industries have more than one account. (3) GMD and CPW accounts both decreased this fiscal period.

6 TEN LARGEST CUSTOMERS N THE COUNTY FY 11/2012 tem 6 Name Fuji Photo Film Ascend Performance Materials Operations, LLC Carolina Pride Foods* Pfizer Self Regional Healthcare** Greenwood Fabricating & Plating Kendall Health Care Greenwood Mills Center Mfg. Eaton/Cutler Hammer Product Various Nylon Beef, Pork Packaging Gelatin Capsules Healthcare Fabricating & Plating Health Products Textiles Metal Cutting/Stamping Elect. Components Annual Usage in Cubic Feet 76,041,900 23,344,255 22,570,370 10,097,975 3,711,700 2,738,100 2,179,067 1,545,303 1,950,000 1,009,300 Percentage Percentage Annual of Total System of Sewer Billing Revenue Charges $13,964,660 $14,047,986 $2,773, % 19.7% $1,866, % 13.3% $822, % 5.9% $577, % 4.1% $133, % 1.0% $1 02, % 0.7% $85, % 0.6% $69, % 0.5% $45, $40, % 0.3% 145,187,970 6,517,201 Ascend Performance Materials, LLC: ssued updated permit 5/1112 to read Ascend Performance Materials Operations LLC top10fy12 need to update this when audit is complete 12/10/2012

7 tem 7 Additions to Propertv. Plant, and Equipment: The following table shows the amounts expended from revenues to defray the cost of capital improvements to the System during the period set forth below. Fiscal Year Ending June Amount Expended $2,706,330

8 GREENWOOD METROPOLTAN DSTRCT FY 2012 BUDGET ADOPTED: JUNE 29, 2011 tem 8 There is an increase of 9.9% on rates effective August 1, Operating Revenues: Sewer Service $13,326,240 ndustrial Surcharges $600,000 Total Operating Revenues $13,926,240 Other Revenues: Miscellaneous Revenue $212,200 nterest ncome $332,500 Capacity Fees $45,000 Property Taxes $1,501,594 Total Other Revenues $2,091,294 Total Revenue $16,017,534 Expenses: Salaries -$3,559,474 Benefits -$1,631,401 Human Resourses -$124,654 Materials & Supplies -$1,034,273 Utilities -$708,422 Chemicals -$470,760 Contract Service -$521,094 Bad Debt Expense -$93,000 Greater Gwd Partnership -$55,000 General -$518,014 Total Expenses -$8,716,092 Net ncome $7,301,442 Net Available for Debt Retirement -$5,133,601 12BUDGET APPROVED emma

9 GMD tem 9 SEWER SERVCE CHARGES RATE SCHEDULE Meter Size 5/8 inch or 3/4 1.0 inch 1.5 inch 2.0 inch 3.0 inch 4.0 inch 6.0 inch 8.0 inch Monthly Charge $12.50 $31.25 $62.50 $\00.00 $ $ $ $ PLUS: Rate Code Customer Class Residential Commercial ndustrial Monthly Flow (CF) All Billable Flow All Billable Flow All Billable Flow Rate/100 CF $3.49 $3.49 $3.67 Note: For billing purposes, residential wastewater tlow is capped at a maximum of 2,300 CF per month. Rate Code: Description Flat Rate (Meter size month charge plus cubic feet) Metro Sewer Flat Rate Outside Metro-no water $12.50 plus 900 c.f. $12.50 plus,600 c.f. (43.9\) ($68.34) Effective Date: September 1, 2011 Surcharges: SEWER SERVCE CHARGES SURCHARGE RATE SCHEDULE For all users who discharge wastewater in excess of domestic strength. The surcharge billing is based upon the number of pounds of BOD 5 and the number of pounds oftss above specified maximum concentration (300 ppm BOD; and 300 ppm suspended solids). Similarly, the surcharge billing will apply for oil and grease (0 & G) for concentrations above 00 ppm. Surcharge Rates: mg/1 per pound BOD, mg/1 per pound BOD, mg/1 per pound BOD per pound TSS.264 per pound Oil & Grease E.[f'ective Date: September 1, 2011 This surcharge is invoiced separately and directed by the Greenwood Metro Commission, as applicable, on a monthly basis, and is billed as an excess over and above the Base Rate Charges. 20 ll N~!wRatcs GREENWOOD METROPOLTAN DSTRCT 110 METRO DRVE GREENWOOD, SC PHONE FAX

10 GMD tem 10 CAPACTY FEE (formerly named: availability fee) Effective September 1, 2011, all new connections to the system shall be subject to Capacity Fees. Capacity fees, also referred to as privilege fees, inti astructure fees, availability or impact fees, are a method of partially financing new wastewater treatment facilities and wastewater trunkline extensions in areas of substantial growth. The cost of these improvements is shared proportionately by new users. Capacity Fees vary and are proportional to the expected volume of wastewater discharge. These charges are determined individually by the District's staff at a rate of $850 per REU (Residential Equivalent Unit which is de lined as a discharge of 400 gallons per day). Expected discharge volumes of greater than 400 gallons per day are calculated at the same rate of$850 per 400 gallons per day. The minimum Capacity Fee is $ For manufacturing, this Capacity Fee equates to $2.12 per gallon. TRANSMSSON FEE (formerly named: tap fee) Effective September 1, 2011, all new connections to the system shall be subject to a Transmission Fee of $ NSPECTON FEE Effective August, 14, 2003, all inspections District wide will be $ NcwR~1tes GREENWOOD METROPOLTAN DSTRCT o 110 METRO DRVE o GREENWOOD, SC o PHONE o FAX

11 NOTE 4- CAPTAL ASSETS, Continued tem 11 Page 1 of Balance Balance June 30, 201g AddltiOni Delellons Transfers June Capital Assets, Not Being Depreciated Land $ 1,211,000 $ $ $ $ 1,211,000 Construction n progress 43,360, (42,976, Total capital assets, not being depreciated 44,571,1QS (42,976, Capital Assets, Being Depreciated Sewage treatment systems 113,912,864 3,107,069 (4,320,63S 6,085, ,784,657 Equipment 18,027,078 1,382,980 (1,42S 36,895,442 56,304,075 Autos and trucks 2,156,889 2,156,889 Office buildings (3, ,042,801 4,490,049 (4,322, ,976, ,187,728 Accumulated Depreciation Sewage treatment systems 45,940,459 3,737,664 (4,320, ,357,793 Equipment 3,772,761 1,255,802 (1,42S 5,027,138 Autos and trucks 1,821, ,559 1,940,530 Office buildings ,014, {4,321,755) ,844 Total capital assets, being depreciated net 86,028,644 (74S,393 (30S 42,976, ,259,884 Total capital assets, net s 130 S!l!l Z!19 s (l1!1,28z) s (305) s 130e!1BS lsz The following is a summary of the estimated useful lives of the system and equipment used to determine depreciation: Office Buildings Sewage Treatment Systems Equipment Automobiles and Trucks 40 years years 5-7 years 5 years Depreciation of sewage treatment system is pursuant with guidelines set forth by the Environmental Protection Agency. NOTE 5 - OTHER ASSETS Other assets consisted of $998,854 and $982,764 of unamortized bond issuance cost at June 30, 2012 and 2011, respectively. NOTE 6 - LONG-TERM LABLTES Bonds payable were as follows: 1999 $5,000,000 General Obligation bonds, due in annual principal installments ranging from $275,000 to $400,000, with interest at 5.0% payable October 1 and April $8,300,000 General Obligation bonds, due n annual principal installments ranging from $295,000 to $505,000, with interest at 3.859% payable October 1 and April $7,000,000 General Obligation bonds, due in annual principal nstallments ranging from $325,000 to $560,000, with nterest at 4.55% payable October 1 and April1 $ s June ,390,000 $ 2,665,000 4,755,000 5,050,000 5,835,000 6,175,000 12,980,000 s 13,890,000 3 (Continued) -21-

12 NOTE 6 - LONG-TERM LABLTES, Continued 1998 $9,000,000 Sewer Systems Revenue bonds, due in annual principal installments ranging from $480,000 to $660,000, with interest at 4.30% to 4.75% payable October $14,035,000 Sewer Systems Revenue bonds, due in annual principal installments ranging from $455,000 to $1,040,000, with interest at 4.00% to 5.00% payable December $32,160,000 Sewer Systems Revenue bonds, due in annual principal installments ranging from $5,000 to $3,635,000 with interest at 3.15% to 4.48% payable October $3,820,000 Sewer Systems Revenue bonds, due in annual principal installments ranging from $305,000 to $610,000 with interest at 1.69% payable October 1 Add: Unamortized premium tem 11 Page 2 of 3 $ $ 4,510,000 11,565,000 12,100,000 32,160,000 32,160,000 3,820,000 47,545,000 48,770, s 48,007,8!!6 s!12. 2!!2, 12~ On March 29, 2012, the District issued $3,820,000 of sewer system revenue refunding bonds for a current refunding of the Series 1998 sewer system bonds. The refunding was undertaken to reduce future debt service payments. The transaction also resulted in an economic gain of $420,066 and a reduction in future debt service payments of $458,322. Bonds payable The following is a summary of changes in long-term liabilities- Bonds payable: General obligation bonds Revenue bonds Balance- June 30, 2010 $ 14,980,000 $ 49,745,000 Retirements (1,090,000) (975,000) Additions Balance- June 30, 2011 $ 13,890,000 $ 48,770,000 Retirements (910,000) (5,045,000) Additions Balance- June 30, 2012 $ 12,980,000 s!17,545,000 Due within one year $!!!Q,QQO s B!iS.OOO The annual requirements to amortize all bonds payable outstanding (principal paid annually, interest paid semi-annually) as of June 30, 2012, were as follows: Year ending Revenue bonds General obligation bonds Total June 30, Princi12al nterest Princi12al nterest reguirement 2013 $ 865,000 $ 2,012,252 $ 940,000 $ 568,488 $ 4,385, ,150,000 1,981, , ,543 4,648, ,175,000 1,948,302 1,035, ,336 4,640, ,210,000 1,913,908 1,085, ,119 4,645, ,245,000 1,878,348 1,135, ,640 4,645, ,540,000 8,615,360 5,190,000 1,191,821 22,537, ,050,000 6,505,525 2,605, ,738 21,367, ,190,000 3,373,775 18,563, $ 47,51!S,OQQ $ ,924 s 12,98Q,QQQ s s 92,859 6Q9-22- (Continued)

13 , NOTE 6 - LONG-TERM LABLTES, Continued State revolving fund loan payable 2000 State Revolving Fund Loan nterest at 2.25%, eighty quarterly installments of $102,180, including principal and interest. s June ,~ZMQZ tem Page s 3,718,ZZQ As part of the loan agreement, the District was required to deposit $419,545 into an escrow account with the trustee. This requirement was waived during the year ending June 30, The trustee held these funds in an interest bearing account. Funds held in this escrow account totaled $0 and $428,446 as of June 30, 2012 and 2011, respectively. n addition, the agreement requires prorata amounts of the next quarterly payment due be set aside in another trustee maintained escrow fund. These amounts held in this debt service fund totaled $63,933 and $68,120 as of June 30, 2012 and 2011, respectively State Revolving Fund Loan nterest at 1.84%, eighty quarterly installments ranging from $5,840 to $8,261, including principal and interest. s 454.SOO ~S ~~4~761!..1~5~4 As part of the loan agreement the District is required to set aside prorata amounts of the next quarterly pay in a trustee maintained escrow fund. This requirement was waived during the year ending June 30, The amount held in this debt service fund totaled $0 and $33,419 as of June 30, 2012 and 2011, respectively. n addition, the agreem,ent requires pro rata amounts of the next quarterly payment due be set aside in another trustee maintained escrow fund. These amounts held in this debt service fund totaled $7,204 and $5,956 as of June 30, 2012 and 2011, respectively State Revolving Fund Loan nterest at 2.25%, eighty quarterly installments of $24,051 including principal and interest. s 555,095 The annual requirements to amortize the State Revolving Fund Loans as of June 30, 2012 are as follows: Year ending June $ 331, , , , , ,277, , $ ~.~3MQZ Revenue bonds and the state revolving loan payable are collateralized by an irrevocable pledge of income and revenues derived from the operation of the sewer systems of 3