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CITY OF NASHLA, NEW HAMPSHIRE
COMBINING STATEMENT OF NET POSITION

COMPONENT UNITS
JUNE 30, 2021
(Except for Pennichuck Corporation Component Unit, which is as of December 31, 2020}
Nashua
Pennichuck Airport
Corporation Authority Total
Assets
Current
Cash and cash equivalents $ 310,000 $ 541,873 $ 851,873
Investments. - 237,378 237,378
Restricted cash and investments. 9,122,000 - 9,122,000
Receivables, net of allowance for uncollectibles:
User fees 8,786,000 3,762 8,789,762
Intergovernmental - 2,160,569 2,160,569
Inventory 598,000 - 598,000
Prepaid expenses 1,797,000 - 1,797,000
Total Current Assets 20,613,000 2,943,582 23,556,582
Noncurrent
Capital assets being depreciated, net of accumulated depreciation 235,705,000 18,668,743 254,373,743
Capital assets not being depreciated 6,764,000 6,405,217 13,169,217
Acquisition premium 67,202,000 - 67,202,000
Total Noncurtent Assets 309,671,000 25,073,960 334,744,960
Total Assets 330,284,000 28,017,542 358,301,542
Deferred Outflows of Resources
Related to OPEB - 132,133 132,133
Other 17,014,000 900 17,014,900
Total Deferred Outflows of Resources 17,014,000 133,033 17,147,033
Liabilities
Current liabilities:
Accounts payable and other liabilities 2,973,000 1,967,053 4,940,053
Accrued liabilities 696 000 208,892 904,892
Accrued interest payable 1,304,000 1,304,000
Customer deposits 435,000 2,465 437,465
Line of credit 5,480,000 - 5,480,000
Current portion of long-term liabilities:
Bonds, notes payable and other obligations 6,018,000 - 6,018,000
Total Current Liabilities 16,906,000 2,178,410 19,084,410
Noneurrent labilities:
Regulatory liability 9,918,000 - 9,918,000
Bonds, notes payable and other obligations 226,914,000 - 226,914,000
Compensated absences - 23,279 23,279
Net OPEB fiability 4,910,000 7,214 4,917,214
Net pension lability 15,424,000 413,263 15,837,263
Liability for denvative instruments 460,000 - 460,000
Contributions in aid of construction 56,536,000 - 56,536,000
Other noncurrent liabilities 416,000 . 416,000
Total Noncurrent Liabilities 314,578,000 443,756 315,021,756
Total Liabilites 331,484,000 2,622,166 334,106,166
Deferred Inflows of Resources
Related to pensions - 6,438 6,438
Related to OPEB - 21 21
Other 15,402,000 - 15,402,000
Total Deferred Inflows of Resources 15,402,000 6459 15,408,459
Net Position
Net investment in capital assets 38,482,000 24,870,421 63,352,421
Unrestricted (38.070,000) 651,529 (37,418.471)
Total Net Position $ 412,000 $25,521,950 $ 25,933,950

The notes to the financial statements are an integral part of this stalement.

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CITY OF NASHUA, NEW HAMPSHIRE

COMBINING STATEMENT OF REVENUES, EXPENSES, AND CHANGES IN NET POSITION

COMPONENT UNITS
FISCAL YEAR ENDING JUNE 30, 2021

(Except for Pennichuck Corporation Component Unit, which is for the year ending December 31. 2020)

Nashua
Pennichuck Airport
Corporation Authority Total
Operating Revenues
Charges for services $ 50,091,000 596,280 50,687,280
Other - 121,207 121.207
Total Operating Revenues 50,091,000 717,487 50,808,487
Operating Expenses
Cost of services 24,768,000 571,506 25,339,506
Taxes other than income taxes 6,445,000 - 6.445.000
Depreciation 8,549,000 1,621,448 10,170,448
Total Operating Expenses 39,762,000 2,192,954 41,954,954
Operating Income (Loss) 10,329,000 (1,475,467) 8.853,533
Nonoperating Revenues (Expenses)
Interest income - 2,872 2.872
Interest expense (11,896,000) - (11,896,000)
Other nonoperating revenues (expenses ) 90,000 - 90.000
Nonoperating Revenues (Expenses), Net (11,806,000) 2,872 (11,803,128)
(Loss) Before Contributions (1,477,000) (1,472,595) (2.949.595)
Capital contributions - 2,160,569 2,160,569
Provision for income taxes (507,000) - (507.000)
Other {343,000} - (343,000)
Change in net position (2,327,000) 687,974 (1.639.026)
Stockholders‘ equity/Net position. beginning 2,739,000 24,833,976 27,572.976
Stockholders’ equity/Net position, ending $ 412,000 $ 25,521,950 $ 25,933,950

The notes to the financial statements are an integral part of this statement.

CITY OF NASHUA, NEW HAMPSHIRE

Notes to Financial Statements

Summary of Significant Accounting Policies

The accounting policies of the City of Nashua, New Hampshire (the City) conform to
generally accepted accounting principles (GAAP) as applicable to governmental units. The
following is a summary of the more significant policies:

Reporting Entity

The City is a municipal corporation governed by an elected Mayor and Board of Aldermen.
As required by generally accepted accounting principles, these financial statements present
the government and applicable component units for which the government is considered to
be financially accountable.

Fiduciary Component Unit

The Board of Public Works Retirement System (the System) was established to provide
retirement benefits exclusive to regular employees of the Board of Public Works (the
Board). The System is governed by a board of five trustees, comprised of one member of
the Board of Public Works, two representatives of the public works employees, one member
of the Board of Aldermen, and one member appointed by the Mayor. The System is
presented using the accrual basis of accounting and is reported as a pension trust fund in the
fiduciary fund financial statements. The System met the required GASB 14 (as amended)
criteria of a fiduciary component unit as the benefits provided are exclusively or almost
exclusively to the City or its employees. The System does not issue a separate financial
report.

Discretely Presented Component Units

In fiscal year 2021, it was determined that the Pennichuck Corporation and Nashua Airport
Authority met the required GASB 14 (as amended) criteria of discretely presented
component units.

Pennichuck Corporation (Pennichuck) is a holding company headquartered in Merrimack,
New Hampshire with five wholly owned operating subsidiaries. Pennichuck Water Works,
Inc., Pennichuck East Utility, Inc., and Pittsfield Aqueduct Company, Inc. are involved in
regulated water supply and distribution to customers in New Hampshire. Pennichuck Water
Service Corporation conducts non-regulated water-related services, while the Southwood
Corporation owns several parcels of undeveloped land. On January 25, 2012, the City
purchased all of the outstanding shares acquiring control of Pennichuck’s assets, liabilities,
and businesses. Pennichuck remains an independent corporation with the City as its sole
shareholder. Pennichuck meets the criteria as a discretely presented component unit as the
City owns a majority of the equity interest in Pennichuck, and the intent of the acquisition
was to enhance the control of water resources and watershed, along with providing stability
in water rates. Complete financial statements of Pennichuck Corporation may be obtained
from its corporate office at 25 Manchester Street, Merrimack, New Hampshire 03054.

47

EXHIBIT B

=
vhb Final Design Services for Downtown Riverfront Implementation

AMMENDMENT FOR PROFESSIONAL SERVICES
BETWEEN
VANASSE HANGEN BRUSTLIN, INC.
AND
THE CITY OF NASHUA, NEW HAMPSHIRE

DOWNTOWN RIVERFRONT PROJECT
June 9, 2022

The following amends the April 27,2022 Contract between VHB and the City of Nashua for
the above project This Contract Amendment is comprised of

the scope of services described herein and the compensation as detailed in the attached
spreadsheets. This amendment is subject to the Terms and Conditions of the original Agreement.

SCOPE OF SERVICES

This contract amendment specifically covers the final design of improvements along Water
Street as depicted on preliminary design plans dated March 30, 2022. The construction will
include minor roadway and sidewalk geometric modifications, pavement milling and overlay and
new pavement markings and signs to convert Water Street to one-way westbound as approved
by the City. Parallel parking spaces will also be added on the north side of Factory Street. The
work on Water Street will begin at Main Street and end at Factory Street. Minor drainage work is
anticipated to include adding catch basins to collect roadway runoff that would be trapped by
the planned curb extensions. The basins will connect to the existing roadway drainage system.
No system upgrades are included. The work will also include removing traffic signal heads on
Main Street that face the Water Street approach since the road will become one-way away from
Main Street. It is assumed the work will include modifying the existing bridge rail on the north
side of Water Street such that it is pedestrian safe where sidewalk will be added and possibly
beyond if the City expects to close the street for pedestrian events. No work is planned for the
Water Street bridge under this contract and no utility pole relocations are anticipated or
included. No additional traffic analysis is included.

PHASE 3 - FINAL DESIGN

The final design phase will include refinement of the preliminary design. This will include
developing construction plans and specifications for use by the City’s Construction Management
(CM) firm in bringing the project to construction. The following is a description of VHB's Phase 3
scope of work for the above referenced effort.

i
vhb Final Design Services for Downtown Riverfront Implementation

Final Plans:
VHB will develop the following 90% design plans:

e General plan at a scale of 1"=30". This plan will include geometric layout
information and applicable construction notes for the proposed improvements.

e Signing and Striping Plan at a scale of 1°=30". This plan will define the proposed
pavement marking types and dimensions and will depict proposed signs.

e Details. Construction details will be included for items that are unique to this
project component. These are anticipated to include details such as: curb
installation, sidewalk cross section, pedestrian ramps, sign installation, and others.

e Traffic signal modifications: This will likely include schematics showing the existing
signals and proposed modifications.

If any new lighting is proposed for Water Street VHB will provide the Water Street design
files to the City’s lighting and electrical consultants for them to develop lighting and
electrical plans.

Following City review of the 90% plans VHB will provide 100% contract plans for use by the
City’s CM for procurement of construction contractors.

VHB will provide any special provisions required for the Water Street project area that are
not covered by the NHDOT Standard Specifications.

VHB’s understanding is that the CM and not VHB will develop quantity and cost estimates
and bidding documents.

VHB will provide support to the Construction Manager during its construction
procurement efforts primarily by answering RFls. Any redesign at this stage would be
covered by contract amendment. Construction phase services are not included herein.

COMPENSATION
VHB will perform the Scope of Services on a time and materials basis. The estimated Upset Limit

for this Scope of Services is $ 26,730.00. including labor, overhead, profit and direct expenses.
VHB direct expenses will be billed at their actual cost without markup.

Water Street Final Design:

VHB Labor Total: $ 26,230.00
Estimated Expenses: $ 500.00
Amendment Total $26,730.00

The execution of this amendment provides authorization for the services described above.

VHB-Vanasse Hangen Srustiin, inc.
2 Bedford Farms Dr, Suite 200
Bedford, NH 03110

Breakdown of Tasks, Personnel Hours, and Cost

BREAKDOWN OF TASKS - WATER STREET FINAL DESIGN

City of Nashua, NH

Total
QAIQC & Task Senior Sr.CADO | Admin. CACO
Tasks cM Managers Engineer Engineer Tech. Tech Hours Cabo Amounts
Final Plans (90%)
General Plan
Set Alignment a 3 $285
Label Curbing Gaometry and Provide Curting Table 2 4 4 19 $1 150
Drainage Modificalions and Notes 2 1 4 4 1 $1,365
Construction Notes 2 1 3 6 $930
Signing and Pavement Marking Plan 1 1 2 6 10 $1.230
Sign Summary Sheet 1 4 Ej $715
Bridge Railing Modifications 2 8 8
Detail Sheets) 4 2 4 4 6 20 $2880
Traffic Signal Modifications (Water St at Main St} 1 2 4 6 13 $1.775
100% Flans Incl. Response to Comments 6 4 2 4 4 4 24 $3,660
‘Special Provisions 4 4 6 14 $2.590
Coordination with CM dunng their Contractor Procurement 4 4 4 12 $2 300
Project Meatings / Corespondence/Coardinaton with City 12 12 24 $5 160
Subtotal 38 4 18 30 26 24 152 $24,040
TOTAL HOURS 38 4 18 30 26 24 152
HOURLY RATES $215.00 $215.00 $145.00 $95.00 $125.00 $85.00
LABOR COSTS $8,170 $7,310 $2,610 $2,850 $3,250 $2,040 $26,230
TOTAL LABOR = $26.230 00

VHB Water Street Final Design Fee 2022 05-19 ORAFT

Cate Prepared 6/9/2022

EXHIBIT C

CONTRACT FOR PROFESSIONAL SERVICES

TITLE

A CONTRACT BETWEEN

THE CITY OF NASHUA, 229 MAIN STREET, CITY HALL, NASHUA, NH 03060
AND

Vanasse Hangen Brustlin, Inc. (WHB)
NAME AND TITLE OF PROFESSIONAL ENGINEER

2 BEDFORD FARMS DRIVE, SUITE 200
BEDFORD, NH 03110
ADDRESS OF PROFESSIONAL ENGINEER

WHEREAS, the City of Nashua, a political subdivision of the State of New Hampshire, from time
to time requires the services of a Professional Engineer ; and

WHEREAS, it is deemed that the services of a Professional Engineer herein specified are both
necessary and desirable and in the best interests of the City of Nashua; and

WHEREAS, Professional Engineer represents they are duly qualified, equipped, staffed, ready,
willing and able to perform and render the services hereinafter described;

Now, THEREFORE, in consideration of the agreements herein made, the parties mutually agree as
follows:

1. DOCUMENTS INCORPORATED. The following exhibits are by this reference incorporated herein and are
made part of this contract:

Exhibit A--General Conditions for Contracts
Exhibit B—Scope of Work, Schedule and Basis for Fees

The Contract represents the entire and integrated agreement between the parties and supersedes prior
negotiations, proposals, representations or agreements, either written or oral. Any other documents which
are not listed in this Article are not part of the Contract.

In the event of a conflict between the terms of the Proposal and the terms of this Agreement, a written
change order and/or fully executed City of Nashua Purchase Order, the terms of this Agreement, the written
change order or the fully executed City of Nashua Purchase Order shall control over the terms of the

Proposal.

2. WORK TO BE PERFORMED Except as otherwise provided in this contract, Professional Engineer shall
furnish all services, equipment, and materials and shall perform all operations necessary and required to
carry out and perform in accordance with the terms and conditions of the contract the work described.

AG I of 3

3. PERIOD OF PERFORMANCE. Professional Engineer shall perform and complete all work by December
31, 2022 which date shall only be altered by mutually approved written agreement to extend the period of
performance or by termination in accordance with the terms of the contract. Professional Engineer shall
begin performance upon receipt of an Executed Contract and a valid Purchase Order issued from the City

of Nashua.

4, COMPENSATION. Professional Engineer agrees to perform the work for a total cost not to exceed
Dollars { $225,365.00 )

The Contract Sum shall include all items and services necessary for the proper execution and completion
of the Work.

Unless Professional Engineer has received a written exemption from the City of Nashua, Professional
Engineer shall submit monthly requests for payment for services performed under this agreement in
accordance with the values stated in the Agreement. Such requests shall be supported by such data
substantiating the Professional Engineer’s right to payment as the City of Nashua may reasonably require.
Professional Engineer shall submit monthly requests for payment for services performed under this
agreement shall be submitted as follows:

> Electronically via email to VendorAPInvoices(@®NashuaNH.gov

OR

> Paper Copies via US Mail to:

City of Nashua, City Hall
Accounts Payable

229 Main Street

Nashua, NH 03060

Please do not submit invoices both electronically and paper copy.

In addition, and to facilitate the proper and timely payment of applications, the City of Nashua requires
that all submitted invoices contain a valid PURCHASE ORDER NUMBER.

Requests for payment shall be submitted no later than fifteen (15) days after the end of each month and
must include a detailed summary of the expenditures reported in a form that supports the approved budget.
Specifically, Professional Engineer agrees to provide the following with each request for payment:

1. Appropriate invoice forms. The forms shall include the project purchase order number, a listing
of personnel hours and billing rates, and other expenditures for which payment is sought.

2. A progress report. The report shall include, for each monthly reporting period, a description of
the work accomplished, problems experienced, upcoming work, any extra work carried out, and a
schedule showing actual expenditures billed for the period, cumulative total expenditures billed
and paid to date under the contract, and a comparison of cumulative total expenditures billed and

paid to the approved budget.

The City of Nashua will pay for work satisfactorily completed by Professional Engineer. The City of
Nashua will pay Professional Engineer within 30 days of approval by the City of Nashua of the submitted
invoice forms and progress reports. The City of Nashua will make no payments until the invoice forms and
progress reports have been submitted and approved.

AG 2 of 3

§, EFFECTIVE DATE OF CONTRACT. This contract shall not become effective until and unless approved
by the City of Nashua.

6. NOTICES. All notices, requests, or approvals required or permitted to be given under this contract shall
be in writing, shall be sent by hand delivery, overnight carrier, or by United States mail, postage prepaid,
and registered or certified, and shall be addressed to:

CITY OF NASHUA REPRESENTATIVE: REPRESENTATIVE:

Tim Cummings Robin Bousa

Director of Economic Development Vanasse Hangen Brustlin Inc. (VHB)

City of Nashua 2 Bedford Farms Dr. Suite 200
Bedford, NH 03110

Any notice required or permitted under this contract, if sent by United States mail, shall be deemed to be
given to and received by the addressee thereof on the third business day after being deposited in the mail.
The City of Nashua or Professional Engineer may change the address or representative by giving written

notice to the other party.

IN WITNESS WHEREOF, the parties hereto have caused this contract to be signed and intend to be legally
bound thereby.

Jun = (Ppl Praar

City of Nashua, NH (signisture) Vanasse angen Brustlin, Inc. (signature)
Tim Cummings, Dir. Econ. Dev. Robin Bousa, Managing Director
(Printed Name and Title) (Printed Name and Title)

4/26/22 4/27/22
Date Date

AG 3 of 3

AAW AR wD

EXHIBIT A
TABLE OF CONTENTS
GENERAL CONDITIONS

DEFINITIONS

PROFESSIONAL ENGINEER STATUS
STANDARD OF CARE

CITY OF NASHUA REPRESENTATIVE
CHANGES TO SCOPE OF WORK
CITY OF NASHUA COOPERATION

DISCOVERY OF CONFLICTS, ERRORS, OMISSIONS, AMBIGUITIES, OR

DISCREPANCIES
TERMINATION OF CONTRACT

DISPUTE RESOLUTION

NO DAMAGES FOR DELAY

INSURANCE

INDEMNIFICATION

FISCAL CONTINGENCY

COMPENSATION

COMPLIANCE WITH APPLICABLE LAWS
NONDISCRIMINATION

ENDORSEMENT

ASSIGNMENTS, TRANSFER, DELEGATION, OR SUBCONTRACTING
CITY INSPECTION OF CONTRACT MATERIALS
DISPOSITION OF CONTRACT MATERIALS

PUBLIC RECORDS LAW, COPYRIGHTS, AND PATENTS
FINAL ACCEPTANCE

TAXES

NON-WAIVER OF TERMS AND CONDITIONS

RIGHTS AND REMEDIES

PROHIBITED INTERESTS

THIRD PARTY INTERESTS AND LIABILITIES
SURVIVAL OF RIGHTS AND OBLIGATIONS
SEVERABILITY

MODIFICATION OF CONTRACT AND ENTIRE AGREEMENT
CHOICE OF LAW AND VENUE

TIME IS OF THE ESSENCE

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