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PENROSE WATER DISTRICT <br /> 340 Grant Street — Penrose,CO 81240 <br /> that declaration, in 2000, in order to comply with lending requirements of United States <br /> Department of Agriculture-Rural Development (USDA-RD), the District created the Penrose <br /> Water District Water Activity Enterprise, specific for the purpose to receive grants and loans <br /> from that agency. <br /> Since its inception in 1968, the District's raw water supply has depended solely on a raw water <br /> lease from a local irrigation company whose supply is from a single source. The most evident <br /> economic factor and budgetary influence is the District's endeavor to acquire a more secure and <br /> diverse raw water supply. In 2005, and in 2007, the District acquired twO irrigated ranches near <br /> Howard, Colorado, commonly called the Goodwin Ranch and the McEnulty Ranch respectively. <br /> The water rights associated with these ranches are of the Pleasant Valley Ditch. The District filed <br /> for a change-of-use of the water rights from irrigation to municipal purposes and was issued a <br /> decree in April of 2010. The yield from the decree is 330 acre feet. <br /> The purchase of the Goodwin Ranch was paid for with a 3 million dollar, renewable, interest- <br /> only bridge loan, issued by Fremont Bank and assumed by Wells Fargo Bank. The purchase of <br /> the McEnulty Ranch was paid for by way of the District's capital savings. The water was <br /> removed from the McEnulty and the associated real estate was sold to a private party in 2009. <br /> The District still owns the real estate associated with the Goodwin Ranch. <br /> In December of 2010 the District closed on a Colorado Water Conservation Board 30-year, <br /> 3.25%, loan for $8,844,570. That loan is issued to finance the purchase of the water rights, <br /> construction of a river diversion and raw water pipeline, and the purchase or construction of <br /> storage. In January of 2011 the District received the first draw from the CWCB loan in the <br /> amount of 1.26 million dollars-an amount equal to 90%of the value of the water rights from the <br /> Goodwin Ranch. That reimbursement, coupled with cash-on-hand, was applied to the principal <br /> of the Wells Fargo Loan at maturity on April 17, 2011. In January of 2011 the Goodwin Ranch <br /> went on the market through Hayden Outdoor Properties. The Property remains on the market as <br /> of July 2012. Proceeds of the sale of the real estate will be retained by the District in order to <br /> replace depletions of cash-on-hand used to pay of the original debt. <br /> In September of 2010, the District reached agreement with Beaver Park Water, Inc. for the <br /> District's purchase of 500 acre feet of storage in Brush Hollow Reservoir—an existing reservoir <br /> located to the northwest of Penrose and owned by that local irrigation company. That purchase <br /> closed in September of 2011 and at a cost of 2.5 million dollars. The storage purchase was <br /> financed by way of the CWCB loan. <br /> The District undertook a study for the location and design of a well field an the north side of the <br /> Arkansas River. A site has been identified and declared by the Board and has been submitted to <br /> the State in accordance with the District's Pleasant Valley Ditch decree. The Board is preparing a <br /> Request for Proposals (RFP)to advertise for engineering to design and manage the construction <br /> of the well field and related pipeline necessary to convey the raw water to storage in Brush <br /> 4 <br />