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OFFICIAL STATEMENT

$36,405,000 CLARK COUNTY, NEVADA

SALES AND EXCISE TAX REVENUE (STREETS AND HIGHWAYS PROJECT)

REFUNDING BONDS, SERIES 2016

NEW ISSUE RATINGS: S&P: “AA” BOOK-ENTRY ONLY Moody’s: “Aa2”

See “RATINGS”

In the opinion of Sherman & Howard L.L.C., Bond Counsel, assuming continuous compliance with certain covenants described herein, interest on the 2016 Bonds is excluded from gross income under federal income tax laws pursuant to Section 103 of the Internal Revenue Code of 1986, as amended to the date of delivery of the 2016 Bonds (the “Tax Code”), and interest on the 2016 Bonds is excluded from alternative minimum taxable income as defined in Section 55(b)(2) of the Tax Code, except that such interest is required to be included in calculating the “adjusted current earnings” adjustment applicable to corporations for purposes of computing the alternative minimum taxable income of corporations. See “TAX MATTERS - Federal Tax Matters.”


SALES AND EXCISE TAX REVENUE (STREETS AND HIGHWAYS PROJECTS)

REFUNDING BONDS, SERIES 2016 Dated: Date of Delivery Due: July 1, as shown herein

The 2016 Bonds are issued as fully registered bonds in denominations of $5,000, or any integral multiple thereof. The 2016 Bonds initially will be registered in the name of Cede & Co. as nominee of The Depository Trust Company, New York, New York (“DTC”), which serves as the securities depository for the 2016 Bonds. Purchases of the 2016 Bonds are to be made in book-entry form only. Purchasers will not receive certificates representing their beneficial ownership interest in the 2016 Bonds. See “THE 2016 Bonds - Book-Entry Only System.” The 2016 Bonds bear interest at the rates shown herein, payable on January 1 and July 1 of each year, commencing January 1, 2017, to and including the maturity dates shown herein (unless the 2016 Bonds are redeemed earlier), to the registered owners of the 2016 Bonds (initially Cede & Co.). The principal of the 2016 Bonds will be payable upon presentation and surrender at the principal operations office of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, or its successor as the paying agent for the 2016 Bonds. See “THE 2016 BONDS.”

The maturity schedule for the 2016 Bonds appears on the inside cover page of this Official Statement.

The 2016 Bonds are not subject to optional redemption prior to their respective maturities.

Proceeds of the 2016 Bonds will be used to (i) advance refund a portion of the outstanding “Clark County, Nevada Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2010;” and (ii) pay the costs of issuing the 2016 Bonds. See “SOURCES AND USES OF FUNDS.”

The 2016 Bonds constitute special, limited obligations of Clark County, Nevada (the “County”). The principal of and interest on the 2016 Bonds is payable solely from and secured by an irrevocable pledge of the Pledged Revenues (defined herein) derived primarily from specified sales taxes and certain excise taxes on jet (aviation) fuel, as more particularly described herein. See “SECURITY FOR THE 2016 BONDS.” The 2016 Bonds have a lien on the Pledged Revenues that is on a parity with the lien thereon of certain outstanding County bonds, as more particularly described herein. The 2016 Bonds do not constitute a debt or indebtedness of the County within the meaning of any constitutional or statutory provision or limitation and shall not be considered or held to be a general obligation of the County or the Commission. Owners of the 2016 Bonds may not look to any other funds or accounts other than those specifically pledged to the payment of the 2016 Bonds.

This cover page contains certain information for quick reference only. It is not a summary of the issue. Investors must read the entire Official Statement to obtain information essential to making an informed investment decision, giving particular attention to the section entitled “CERTAIN RISK FACTORS.”

The 2016 Bonds are offered when, as, and if issued by the County and accepted by the Underwriters, subject to the approval of legality of the 2016 Bonds by Sherman & Howard L.L.C., Las Vegas, Nevada, and the satisfaction of certain other conditions. Sherman & Howard L.L.C. has also acted as special counsel to the County in connection with the Official Statement. Hobbs, Ong & Associates, Inc., Las Vegas, Nevada, and Public Financial Management, Inc., San Francisco, California, have acted as Financial Advisors to the County. Certain legal matters will be passed upon for the County by the District Attorney and for the Commission by its counsel. It is expected that the 2016 Bonds will be available for delivery through the facilities of DTC, on or about November 9, 2016.

This Official Statement is dated October 19, 2016.

MATURITY SCHEDULE (6-digit CUSIP Issuer Number: 181012)

$36,405,000

CLARK COUNTY, NEVADA SALES AND EXCISE TAX REVENUE

(STREETS AND HIGHWAYS PROJECTS) REFUNDING BONDS, SERIES 2016

Maturing (July 1)

Principal Amount

Interest

Rate

Yield

CUSIP© Issue

Number 2020 $2,870,000 5.00% 1.23% BR5 2021 3,015,000 5.00 1.32 BS3 2022 3,170,000 5.00 1.43 BT1 2023 3,330,000 5.00 1.57 BU8 2024 3,505,000 5.00 1.73 BV6 2025 3,700,000 5.00 1.89 BW4 2026 3,890,000 5.00 2.00 BX2 2027 4,095,000 5.00 2.15 BY0 2028 4,305,000 5.00 2.30 BZ7 2029 4,525,000 5.00 2.43 CA1

CUSIP® is a registered trademark of the American Bankers Association (“ABA”). The CUSIP numbers set forth herein are provided by CUSIP Global Services, which is managed on behalf of the ABA by S&P Capital IQ, a part of McGraw Hill Financial, Inc. The CUSIP numbers are provided for convenience of reference only. Neither Clark County, Nevada or the Regional Transportation Commission of Southern Nevada takes any responsibility for the selection or accuracy of the CUSIP numbers.

USE OF INFORMATION IN THIS OFFICIAL STATEMENT

This Official Statement, which includes the cover page, the inside cover page and the appendices, does not constitute an offer to sell or the solicitation of an offer to buy any of the 2016 Bonds in any jurisdiction in which it is unlawful to make such offer, solicitation, or sale. No dealer, salesperson, or other person has been authorized to give any information or to make any representations other than those contained in this Official Statement in connection with the offering of the 2016 Bonds, and if given or made, such information or representations must not be relied upon as having been authorized by Clark County, Nevada (the “County”) or the Regional Transportation Commission of Southern Nevada (the “Commission”). The County and the Commission each provide certain information to the public on the internet; however, such information is not a part of this Official Statement and should not be relied upon in making an investment decision with respect to the 2016 Bonds.

The information set forth in this Official Statement has been obtained from the County, the Commission, and from the other sources referenced throughout this Official Statement, which the County and the Commission believe to be reliable. No guarantee is made by the County or the Commission, however, as to the accuracy or completeness of information provided from sources other than the County or the Commission. This Official Statement contains, in part, estimates and matters of opinion that are not intended as statements of fact, and no representation or warranty is made as to the correctness of such estimates and opinions, or that they will be realized.

The information, estimates, and expressions of opinion contained in this Official Statement are subject to change without notice, and neither the delivery of this Official Statement nor any sale of the 2016 Bonds shall, under any circumstances, create any implication that there has been no change in the affairs of the County or the Commission, or in the information, estimates, or opinions set forth herein, since the date of this Official Statement.

This Official Statement has been prepared only in connection with the original offering of the 2016 Bonds and may not be reproduced or used in whole or in part for any other purpose.

The 2016 Bonds have not been registered with the Securities and Exchange Commission due to certain exemptions contained in the Securities Act of 1933, as amended. The 2016 Bonds have not been recommended by any federal or state securities commission or regulatory authority, and the foregoing authorities have neither reviewed nor confirmed the accuracy of this document.

THE PRICES AT WHICH THE 2016 BONDS ARE OFFERED TO THE PUBLIC BY THE INITIAL PURCHASER (AND THE YIELDS RESULTING THEREFROM) MAY VARY FROM THE INITIAL PUBLIC OFFERING PRICES OR YIELDS APPEARING ON THE INSIDE COVER PAGE HEREOF. IN ADDITION, THE INITIAL PURCHASER MAY ALLOW CONCESSIONS OR DISCOUNTS FROM SUCH INITIAL PUBLIC OFFERING PRICES TO DEALERS AND OTHERS. IN ORDER TO FACILITATE DISTRIBUTION OF THE 2016 BONDS, THE INITIAL PURCHASER MAY ENGAGE IN TRANSACTIONS INTENDED TO STABILIZE THE PRICE OF THE 2016 BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.

CLARK COUNTY, NEVADA

Board of County Commissioners Steve Sisolak, Chair

Lawrence L. Brown, III, Vice Chair Susan Brager

Marilyn Kirkpatrick Chris Giunchigliani

Mary Beth Scow Lawrence Weekly

County Officials

Donald G. Burnette, County Manager/CEO Yolanda King, Chief Financial Officer

Laura B. Fitzpatrick, Treasurer Jessica L. Colvin, Comptroller

Lynn Marie Goya, Clerk Steven B. Wolfson, District Attorney

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA

Transportation Commission

Lawrence L. Brown, III, Chairman Debra March, Vice Chairman

Carolyn Goodman Allan Litman Chris Giunchigliani Lois Tarkanian John Lee Rod Woodbury

Regional Transportation Commission Officials Tina Quigley, General Manager

MJ Maynard, Deputy General Manager Fred Ohene, Deputy General Manager Marc Traasdahl, Director of Finance

Holland & Hart LLP, Counsel to the Commission

FINANCIAL ADVISORS Hobbs, Ong & Associates, Inc. Public Financial Management, Inc. Las Vegas, Nevada San Francisco, California

BOND AND SPECIAL COUNSEL Sherman & Howard L.L.C.

Las Vegas, Nevada

REGISTRAR AND PAYING AGENT The Bank of New York Mellon Trust Company, N.A.

Dallas, Texas

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TABLE OF CONTENTS Page

INTRODUCTION .......................................................................................................................... 1 General ........................................................................................................................................ 1 Changes from Preliminary Official Statement ............................................................................ 1 The Issuer .................................................................................................................................... 2 Regional Transportation Commission ........................................................................................ 2 Purpose ........................................................................................................................................ 2 Authority for Issuance ................................................................................................................ 3 Security ....................................................................................................................................... 3 The 2016 Bonds; Prior Redemption ........................................................................................... 4 Tax Matters ................................................................................................................................. 5 Professionals ............................................................................................................................... 5 Continuing Disclosure Undertaking ........................................................................................... 5 Additional Information ............................................................................................................... 6

THE 2016 BONDS ......................................................................................................................... 7 General ........................................................................................................................................ 7 Payment Provisions ..................................................................................................................... 7 No Optional Redemption ............................................................................................................ 8 Tax Covenant .............................................................................................................................. 8 Defeasance .................................................................................................................................. 8 Book-Entry Only System ............................................................................................................ 9

SOURCES AND USES OF FUNDS .............................................................................................. 9 Sources and Uses of Funds ......................................................................................................... 9 The Refunding Project .............................................................................................................. 10

DEBT SERVICE REQUIREMENTS........................................................................................... 11

SECURITY FOR THE 2016 BONDS .......................................................................................... 12 Special, Limited Obligations .................................................................................................... 12 Pledged Revenues ..................................................................................................................... 12 No Repeal of Sales Tax and Jet Fuel Tax ................................................................................. 13 The Reserve Fund ..................................................................................................................... 13 Flow of Funds ........................................................................................................................... 13 Additional Bonds ...................................................................................................................... 15 Superior Securities Prohibited; Subordinate Securities Permitted ........................................... 17 Outstanding Debt ...................................................................................................................... 17

REVENUES AVAILABLE FOR DEBT SERVICE .................................................................... 19 Imposition of the Sales Tax ...................................................................................................... 19 Collection and Enforcement of the Sales Tax .......................................................................... 19 Sales Tax Collection Data ......................................................................................................... 20 Imposition of the Jet Fuel Tax .................................................................................................. 23 Collection and Enforcement of Jet Fuel Tax ............................................................................ 23 Jet Fuel Tax Collection Data .................................................................................................... 24 Historical and Budgeted Pledged Revenues ............................................................................. 24

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CERTAIN RISK FACTORS ........................................................................................................ 26 Special, Limited Obligations .................................................................................................... 26 Sales Tax and Jet Fuel Tax Collection Risks ............................................................................ 26 Certain Factors That Could Impact Pledged Revenues ............................................................ 27 Jet Fuel Tax Collections Subject to Fluctuation ....................................................................... 27 Bankruptcy and Foreclosure ..................................................................................................... 28 County Cannot Increase Rates of Taxes ................................................................................... 28 No Pledge of Property ............................................................................................................... 28 Limitations on Remedies Available to Owners of 2016 Bonds ................................................ 28 Changes in Law ........................................................................................................................ 29 Forward-Looking Statements ................................................................................................... 29 Secondary Market ..................................................................................................................... 30

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA .................... 31 General ...................................................................................................................................... 31 Governing Body and Administration ........................................................................................ 32 Regional Transportation Plan ................................................................................................... 32 Employees; Benefits and Pension Matters ................................................................................ 33 Budget Process .......................................................................................................................... 38 Annual Reports ......................................................................................................................... 38 History of Revenues, Expenditures and Changes in Fund Balance - Governmental Funds ..... 38 Risk Management ..................................................................................................................... 40

CLARK COUNTY, NEVADA .................................................................................................... 41 General ...................................................................................................................................... 41 Board of County Commissioners .............................................................................................. 41 Administration .......................................................................................................................... 42 Financial Statements ................................................................................................................. 43

TAX MATTERS ........................................................................................................................... 43 Federal Tax Matters .................................................................................................................. 43 State Tax Exemption ................................................................................................................. 45

LEGAL MATTERS ...................................................................................................................... 45 Litigation ................................................................................................................................... 45 Sovereign Immunity ................................................................................................................. 45 Approval of Certain Legal Proceedings .................................................................................... 46 Police Power ............................................................................................................................. 46

FINANCIAL ADVISORS ............................................................................................................ 46

INDEPENDENT AUDITORS...................................................................................................... 46

RATINGS ..................................................................................................................................... 47

INVESTMENT ADVISOR .......................................................................................................... 47

UNDERWRITING ....................................................................................................................... 47

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OFFICIAL STATEMENT CERTIFICATION............................................................................. 47 APPENDIX A - Comprehensive Annual Financial Report of the Regional Transportation Commission of Southern Nevada for the Fiscal Year Ended June 30, 2015 ............................................................................ A-1

APPENDIX B - Summary of Certain Provisions of the Bond Ordinance ...............................B-1

APPENDIX C - Book-Entry Only System ...............................................................................C-1

APPENDIX D - Form of Continuing Disclosure Certificate ................................................... D-1

APPENDIX E - Form of Approving Opinion of Bond Counsel .............................................. E-1

APPENDIX F - Economic and Demographic Information ...................................................... F-1

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INDEX OF TABLES

NOTE: Tables marked with an (*) indicate Annual Financial Information to be updated pursuant to SEC Rule 15c2-12, as amended. See Appendix D - Form of Continuing Disclosure Certificate. Only historical information and not budgeted or estimated information is required to be updated.

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Sources and Uses of Funds ............................................................................................................. 9 Debt Service Requirements ........................................................................................................... 11 Outstanding Indebtedness Payable from the Pledged Revenues .................................................. 17 *Historical Taxable Sales and Historical Sales Tax Collections .................................................. 21 Comparison of Monthly Sales Tax Revenues ............................................................................... 22 *Historical Jet Fuel Tax Collections ............................................................................................. 24 *History of Taxable Gallons of Jet Fuel Sold ............................................................................... 24 *Historical and Budgeted Pledged Revenues ............................................................................... 28 *Combined History of Revenues, Expenditures and Changes in Fund Balance-Governmental Fund Types .......................................................................... 39

OFFICIAL STATEMENT


SALES AND EXCISE TAX REVENUE (STREETS AND HIGHWAYS PROJECTS)

REFUNDING BONDS, SERIES 2016

INTRODUCTION

General

This Official Statement, including the cover page, the inside cover page and the appendices, is furnished by Clark County, Nevada (the “County”) and the Regional Transportation Commission of Southern Nevada (the “Commission”), to provide information about the County, the Commission, and the County’s $36,405,000 Sales and Excise Tax Revenue (Streets and Highways Projects), Refunding Bonds, Series 2016 (the “2016 Bonds”). The 2016 Bonds will be issued pursuant to an ordinance (the “Bond Ordinance”) adopted by the Board of Commissioners of the County (the “Board”) on October 4, 2016. Capitalized terms used herein that are otherwise not defined have the meanings ascribed to them in the Bond Ordinance. See Appendix B - Summary of Certain Provisions of the Bond Ordinance.

The offering of the 2016 Bonds is made only by way of this Official Statement, which supersedes any other information or materials used in connection with the offer or sale of the 2016 Bonds. The following introductory material is only a brief description of and is qualified by the more complete information contained throughout this Official Statement. A full review should be made of the entire Official Statement, including the section entitled “CERTAIN RISK FACTORS” and the documents summarized or described herein. Detachment or other use of this “INTRODUCTION” without the entire Official Statement, including the cover page, the inside cover page and the appendices, is unauthorized.

The County’s participation in the preparation of this Official Statement has been limited to the sections entitled “INTRODUCTION - The Issuer,” “SECURITY FOR THE 2016 BONDS,” excluding the caption thereunder entitled Outstanding Debt, “CLARK COUNTY, NEVADA,” and “LEGAL MATTERS – Litigation - The County.”

Changes from Preliminary Official Statement

This Official Statement includes certain information which was not available for inclusion in the Preliminary Official Statement dated October 11, 2016, (the “POS”), including the final sources and uses of the proceeds of the 2016 Bonds and the maturity dates, interest rates, and yields of the 2016 Bonds. In addition, the information under the heading “INTRODUCTION – Continuing Disclosure Undertaking” has been updated to report that the Commission timely filed its annual reports for fiscal years 2011 and 2012 on EMMA but that such reports were inadvertently not timely linked to a single CUSIP for one outstanding series of bonds. Such reports were linked to such CUSIP in April 2013.

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The Issuer

The County is a political subdivision of the State of Nevada (the “State” or “Nevada”) organized in 1909. The County covers an area of approximately 8,012 square miles in the southern portion of the State. The City of Las Vegas, the County seat, is the most populous city in the State. According to the State Demographer, the County’s estimated population as of July 1, 2015 (most recent estimate available), was 2,118,353. See “CLARK COUNTY, NEVADA.”

Regional Transportation Commission

The Regional Transportation Commission of Southern Nevada (the “Commission”) was originally established as the Regional Streets and Highway Commission by ordinance of the Board on June 7, 1965, pursuant to enabling legislation passed by the 1965 Nevada Legislature. The Commission has all of the powers provided for in the Project Act (defined below) and in the Constitution and other laws of the State. Pursuant to the Project Act, the Commission is responsible for the administration of the funds of the County generated from certain motor vehicle fuel taxes and for distributing those funds to various governmental subdivisions within the County. No motor vehicle fuel taxes are available to pay debt service on the 2016 Bonds. The Commission also is responsible for the administration of other funds of the County earmarked for major street and highway projects, including certain sales and use tax revenues, a portion of which constitute “Pledged Revenues” (defined herein) that are available to pay debt service on the 2016 Bonds. See “REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA.”

The Commission serves as both the transit authority and the transportation planning agency for Southern Nevada. In 1981, it was designated by the Governor as the Metropolitan Planning Organization (“MPO”) for Southern Nevada. In its role as MPO, the Commission is responsible for the review and approval of a Regional Street and Highway Plan, and also oversees the federally mandated transportation planning process for Southern Nevada, and manages the distribution of federal highway funds. The Commission also manages distribution of funds from the Federal Transit Administration, the Federal Highway Trust Fund and certain sales tax revenues designated for transportation. In its role as the public transit provider, the Commission established a fixed route bus system along with a complementary paratransit bus system to comply with the Americans with Disabilities Act, now known as “RTC Transit.” The Commission provides mass transit that connects throughout Southern Nevada and administers programs that encourage sustainability.

Purpose

Proceeds of the 2016 Bonds will be used to: (i) advance refund the “Clark County, Nevada Sales and Excise Tax Revenue (Street and Highways Projects) Refunding Bonds, Series 2010,” maturing July 1, 2020 to July 1, 2029 (the “Refunded Bonds”), in the outstanding aggregate principal amount of $41,875,000; and (ii) pay the costs of issuing the 2016 Bonds. See “SOURCES AND USES OF FUNDS.” The advance refunding of the Refunded Bonds is referred to herein as the Refunding Project.

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Authority for Issuance

The 2016 Bonds are being issued pursuant to the constitution and laws of the State, including: Chapter 4.18 of the Clark County Code (the “Sales Tax Ordinance”); Chapter 4.24 of the Clark County Code (the “Jet Fuel Tax Ordinance”); Nevada Revised Statutes (“NRS”) Sections 377A.010 through 377A.140, as amended (the “Project Act”); NRS 365.170 and County Ordinance No. 1266, as amended by County Ordinance No. 2929 (collectively, the “Jet Fuel Tax Ordinance”); the Local Government Securities Law, NRS Sections 350.500 through 350.720, as amended (the “Bond Act”); NRS Chapter 348 (the “Supplemental Bond Act”); and pursuant to the Bond Ordinance.

Security

Special, Limited Obligations. The 2016 Bonds are special, limited obligations of the County. The 2016 Bonds are payable solely from and secured by an irrevocable lien on the Pledged Revenues, as defined in more detail herein. The 2016 Bonds do not constitute a general obligation debt or indebtedness of the County, the Commission, the State or any other political subdivision of the State and no owner of any 2016 Bond may look to any source of funds other than the Pledged Revenues for payment of debt service on the 2016 Bonds.

Pledged Revenues Generally. The 2016 Bonds are special obligations of the County, payable solely from and secured by the Pledged Revenues. “Pledged Revenues” means all income and revenue received by the County from the Sales Tax (defined below) imposed by the County and the Jet Fuel Tax (defined below) imposed by the County. The Pledged Revenues means all or a portion of the Pledged Revenues but does not include any amounts determined, pursuant to State law, to be subject to valid claims for refunds or amounts on deposit in the Rebate Fund. The designated term indicates sources of revenues and does not necessarily indicate all or any portion or other part of such revenues in the absence of further qualification. “Pledged Revenues” includes income derived from any additional Sales Tax and the Jet Fuel Tax imposed by the County if the Board elects to include the additional tax in “Pledged Revenues” for the remaining term of the 2016 Bonds.

Pursuant to the State law, the Sales Tax and the Jet Fuel Tax are collected by the State and then remitted monthly to the Commission. For further descriptions of the Pledged Revenues, see “SECURITY FOR THE 2016 BONDS--Pledged Revenues,” “REVENUES AVAILABLE FOR DEBT SERVICE” and Appendix B - Summary of Certain Provisions of the Bond Ordinance.

The Sales Tax. The Sales Tax, as more fully defined in “SECURITY FOR THE 2016 BONDS--Pledged Revenues” and in Appendix B, currently is imposed at a rate of 0.25% of the gross receipts of any retailer from the sale of tangible personal property sold at retail, or stored, used or otherwise consumed in the County, less: (i) a percentage paid as compensation to the State for the cost of collecting the Sales Tax (currently 1.75% of the amount collected), and (ii) amounts allowed to be retained by retailers as compensation for collecting the Sales Tax (currently 0.25% of the amount collected pursuant to State law).

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The Jet Fuel Tax. The “Jet Fuel Tax” is the tax imposed pursuant to the provisions of NRS 365.170 and County Ordinance No. 1266, as amended by County Ordinance No. 2929, on fuel for jet or turbine powered aircraft sold or distributed or used in the County pursuant to the provisions of NRS 365.545. The Jet Fuel Tax currently is imposed at the rate of one cent ($0.01) per gallon.

Lien Priority. The 2016 Bonds are secured by an irrevocable lien (but not necessarily an exclusive lien) on the Pledged Revenues on a parity with the lien thereon of $192,640,000 aggregate principal amount of outstanding bonds (the “Prior Bonds”) as of October 1, 2016. The Prior Bonds consist of:

the County’s Sales and Excise Tax Revenue (Street and Highways Projects) Refunding Bonds, Series 2010, outstanding upon the issuance of the Bonds and the completion of the Refunding Project in the aggregate principal amount of $9,475,000;

the County’s Sales and Excise Tax Revenue (Street and Highways Projects) Improvement and Refunding Bonds, Series 2010B, currently outstanding in the aggregate principal amount of $42,605,000; and

the County’s Sales and Excise Tax Revenue (Street and Highways Projects) Improvement Bonds, Series 2010C (Taxable Direct Pay Build America Bonds) (the “2010C Bonds”), currently outstanding in the aggregate principal amount of $140,560,000.

Additional Bonds. The County may issue additional bonds or other securities with a lien on the Pledged Revenues that is on a parity with the lien of the 2016 Bonds (“additional Parity Securities”) upon the satisfaction of the conditions set forth in the Bond Ordinance. See “SECURITY FOR THE 2016 BONDS - Additional Bonds.” The Prior Bonds, the 2016 Bonds, and any additional Parity Securities are referred to herein as the “Parity Securities.” The County currently does not anticipate issuing additional Parity Securities; however, it reserves the right to do so at any time that applicable legal requirements are satisfied.

Reserve Fund. The 2016 Bonds are also secured by a Reserve Fund. See “SECURITY FOR THE BONDS - The Reserve Fund.”

The 2016 Bonds; No Optional Redemption

The 2016 Bonds are issued in denominations of $5,000 or integral multiples thereof and initially will be registered in the name of “Cede & Co.,” as nominee of The Depository Trust Company (“DTC”), the securities depository for the 2016 Bonds. Purchases of the 2016 Bonds are to be made in book-entry form only. Purchasers will not receive certificates evidencing their beneficial ownership interest in the 2016 Bonds. See “THE 2016 BONDS--Book-Entry Only System.”

The 2016 Bonds will be dated as of their date of delivery and will mature and bear interest (calculated based on a 360-day year consisting of twelve 30-day months) as set forth on

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the inside cover page of this Official Statement. See “THE 2016 BONDS.” The payment of the principal of and interest on the 2016 Bonds is described in “THE 2016 BONDS - Payment Provisions.”


Tax Matters

In the opinion of Sherman & Howard L.L.C., Bond Counsel, assuming continuous compliance with certain covenants described herein, interest on the 2016 Bonds is excluded from gross income under federal income tax laws pursuant to Section 103 of the Internal Revenue Code of 1986, as amended to the date of delivery of the 2016 Bonds (the “Tax Code”), and interest on the 2016 Bonds is excluded from alternative minimum taxable income as defined in Section 55(b)(2) of the Tax Code, except that such interest is required to be included in calculating the “adjusted current earnings” adjustment applicable to corporations for purposes of computing the alternative minimum taxable income of corporations. See “TAX MATTERS - Federal Tax Matters.”

Under the laws of the State in effect as of the date of delivery of the 2016 Bonds, the 2016 Bonds, their transfer, and the income therefrom, are free and exempt from taxation by the State or any subdivision thereof except for the tax on estates imposed pursuant to Chapter 375A of NRS, and the tax on generation-skipping transfers imposed pursuant to Chapter 375B of NRS. See “TAX MATTERS - State Tax Exemption.”

Professionals

Sherman & Howard L.L.C., Las Vegas, Nevada, has acted as Bond Counsel and also has acted as Special Counsel to the County in connection with this Official Statement. The financial advisors to the County in connection with the issuance of the 2016 Bonds are Hobbs, Ong & Associates, Inc., Las Vegas, Nevada, and Public Financial Management, Inc., San Francisco, California (the “Financial Advisors”). See “FINANCIAL ADVISORS.” The fees of the Financial Advisors will be paid only from 2016 Bond proceeds at closing. Holland & Hart LLP, Las Vegas, Nevada, is Counsel to the Commission. The Commission’s audited basic component unit financial statements, included as Appendix A to this Official Statement, include the report of Moss Adams LLP, Scottsdale, Arizona, independent certified public accountants. See “INDEPENDENT AUDITORS.” The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, will act as the registrar and paying agent (the “Registrar” and “Paying Agent”) for the 2016 Bonds and also will act as the escrow bank (the “Escrow Bank”) in connection with the Refunding Project. Certain mathematical computations regarding the Escrow Account will be verified by Grant Thornton LLP, independent certified public accountants, Minneapolis, Minnesota. See “SOURCES AND USES OF FUNDS - The Refunding Project - Verification of Mathematical Computations.”

Continuing Disclosure Undertaking

The Commission will execute a continuing disclosure certificate (the “Disclosure Certificate”) at the time of the closing for the 2016 Bonds. The Disclosure Certificate will be

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executed for the benefit of the beneficial owners of the 2016 Bonds and the Commission will covenant to comply with its terms. The Disclosure Certificate will provide that so long as the 2016 Bonds remain outstanding, the Commission will provide the following information to the Municipal Securities Rulemaking Board (the “MSRB”), through the Electronic Municipal Market Access (“EMMA”) system: (i) annually, certain financial information and operating data; and (ii) notice of the occurrence of certain material events; each as specified in the Disclosure Certificate. The form of the Disclosure Certificate is attached hereto as Appendix D.

The Commission reports that it timely filed its annual reports for 2011 and 2012 on EMMA but that such reports were inadvertently not timely linked to a single CUSIP for one outstanding series of bonds. Such reports were linked to such CUSIP in April 2013.

In the last five years, the Commission has not failed to materially comply with any continuing disclosure undertakings previously entered into pursuant to Rule 15c2-12 promulgated under the Securities Exchange Act of 1934 (the “Rule”). The County is making no representation as to its compliance with the Rule herein because the financial and operating data presented in this Official Statement is derived exclusively from, and relates solely to, the Commission. Furthermore, the Disclosure Certificate is being executed by the Commission and the Commission is solely responsible for compliance therewith.

Additional Information

This introduction is only a brief summary of the provisions of the 2016 Bonds and the Bond Ordinance; a full review of the entire Official Statement should be made by potential investors. Brief descriptions of the County, the Commission, the Project, the 2016 Bonds, the Bond Ordinance and other documents are included in this Official Statement. All references herein to the 2016 Bonds, the Bond Ordinance and other documents are qualified in their entirety by reference to such documents. This Official Statement speaks only as of its date and the information contained herein is subject to change.

Additional information and copies of the documents referred to herein are available from the Commission and the Financial Advisors:

Regional Transportation Commission of Southern Nevada Attention: Director of Finance 600 S. Grand Central Parkway, Suite 300 Las Vegas, NV 89106 Telephone: (702) 676-1500

Hobbs, Ong & Associates, Inc. 3900 Paradise Road, Suite 152

Las Vegas, Nevada 89169 Telephone: (702) 733-7223

Public Financial Management, Inc. 50 California Street, Suite 2300

San Francisco, CA 94111 Telephone: (415) 982-5544.

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THE 2016 BONDS

General

The 2016 Bonds will be issued as fully registered bonds in denominations of $5,000 or integral multiples thereof and initially will be registered in the name of “Cede & Co.,” as nominee of DTC, pursuant to DTC’s book-entry only system. The 2016 Bonds will be dated as of the date of delivery and will mature on the dates set forth on the inside cover page of this Official Statement. The 2016 Bonds shall bear interest (on the basis of a 360-day year of twelve 30-day months) at the rates set forth on the inside cover page of this Official Statement from their date until their respective maturity dates.

Payment Provisions

The 2016 Bonds shall bear interest (calculated on the basis of a 360 day year consisting of twelve 30 day months) from their date until their respective maturity dates (or, if redeemed prior to maturity as provided below, their redemption dates) at the respective rates set forth on the inside cover page hereof, and payable semiannually on January 1 and July 1 of each year commencing on January 1, 2017; provided that those 2016 Bonds which are reissued upon transfer, exchange or other replacement shall bear interest at the rates set forth on the inside cover page hereof from the most recent interest payment date to which interest has been paid, or if no interest has been paid, from the date of the 2016 Bonds. The 2016 Bonds shall mature on the designated dates in the amounts of principal, as designated on the inside cover page hereof. The principal of the 2016 Bonds will be payable upon presentation and surrender at the principal office of the Paying Agent. If any 2016 Bond shall not be paid when due (after presentation and surrender at maturity, if applicable), it shall continue to draw interest at the interest rate borne by said 2016 Bond until the principal thereof is paid in full.

The payment of interest on any 2016 Bond shall be made to the registered owner thereof by check or draft mailed by the Paying Agent on each interest payment date (or, if such interest payment date is not a business day, on the next succeeding business day), to the registered owner thereof at his address as shown on the registration records kept by the Registrar at the close of business on the 15th day of the calendar month next preceding such interest payment date (the “Regular Record Date”); but any such interest not so timely paid or duly provided for shall cease to be payable to the person who is the registered owner thereof at the close of business on the Regular Record Date and shall be payable to the person who is the registered owner thereof at the close of business on a special record date for the payment of any such defaulted interest (a “Special Record Date”). The Special Record Date shall be fixed by the Registrar whenever moneys become available for payment of the defaulted interest, and notice of the Special Record Date shall be given to the registered owners of the 2016 Bonds not less than 10 days prior thereto by first-class mail to each such registered owner as shown on the Registrar’s registration records on a date selected by the Registrar, stating the date of the Special Record Date and the date fixed for the payment of such defaulted interest. The Paying Agent may make payments of interest on any 2016 Bond by such alternative means as may be mutually agreed to between the owner of the 2016 Bond and the Paying Agent (provided, however, that the County shall not be required to make funds available to the Paying Agent prior to the due

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dates of interest and principal, respectively). All such payments shall be made in lawful money of the United States of America.

Notwithstanding the foregoing, payments of the principal and interest on the 2016 Bonds will be made by the Paying Agent directly to DTC or its nominee, Cede & Co., so long as DTC or Cede & Co. is the sole registered owner of the 2016 Bonds. Disbursement of such payments to DTC’s Participants is the responsibility of DTC, and disbursements of such payments to the Beneficial Owners is the responsibility of DTC’s Participants and the Indirect Participants, as more fully described herein. See “Book-Entry Only System” below.

No Optional Redemption


Tax Covenant

In the Bond Ordinance, the County covenants for the benefit of the owners of the 2016 Bonds that it will not take any action or omit to take any action with respect to the 2016 Bonds, the proceeds thereof, any other funds of the County or any facilities refinanced with the proceeds of the 2016 Bonds if such action or omission (i) would cause the interest on the 2016 Bonds to lose its exclusion from gross income for federal income tax purposes under the Tax Code or (ii) would cause interest on the 2016 Bonds to lose its exclusion from alternative minimum taxable income as defined in Section 55(b)(2) of the Tax Code, except to the extent such interest is required to be included in the adjusted current earnings adjustment applicable to corporations under Section 56 of the Tax Code in calculating corporate alternative minimum taxable income. The foregoing covenant shall remain in full force and effect notwithstanding the payment in full or defeasance of the 2016 Bonds until the date on which all obligations of the County in fulfilling the above covenant under the Tax Code have been met.

Defeasance

When all Bond Requirements of any 2016 Bond have been duly paid, the pledge and lien and all obligations under the Bond Ordinance as to that 2016 Bond shall thereby be discharged and the 2016 Bond shall no longer be deemed to be Outstanding within the meaning of the Bond Ordinance; provided, however, that if the principal of or interest on the 2016 Bond shall be paid by any Insurer of the 2016 Bond, the pledge of the Pledged Revenues and all covenants, agreements, and other obligations of the County to the owners hereunder shall continue to exist and such Insurer shall be subrogated to the rights of the owners. There shall be deemed to be such due payment when the County has placed in escrow or in trust with a trust bank located within or without the State, an amount sufficient (including the known minimum yield available for such purpose from Federal Securities (defined in Appendix B) in which such amount wholly or in part may be initially invested to meet all Bond Requirements of the 2016 Bond, as the same become due to the final maturity of the 2016 Bond or upon any prior redemption date as of which the County shall have exercised or shall have obligated itself to exercise its prior redemption option. The Federal Securities shall become due prior to the respective times on which the proceeds thereof shall be needed, in accordance with a schedule

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established and agreed upon between the County and such bank at the time of the creation of the escrow or trust, or the Federal Securities shall be subject to redemption at the option of the holders thereof to assure such availability as so needed to meet such schedule.

Book-Entry Only System

The 2016 Bonds will be available in book-entry form only. DTC will act as the initial securities depository for the 2016 Bonds. The ownership of one fully registered 2016 Bond for each maturity as set forth on the inside cover page of this Official Statement, each in the aggregate principal amount of such maturity, will be registered in the name of Cede & Co., as nominee of DTC. See Appendix C - Book-Entry Only System.

SO LONG AS CEDE & CO., AS NOMINEE OF DTC, IS THE REGISTERED OWNER OF THE 2016 BONDS, REFERENCES IN THIS OFFICIAL STATEMENT TO THE REGISTERED OWNERS OF THE 2016 BONDS WILL MEAN CEDE & CO. AND WILL NOT MEAN THE BENEFICIAL OWNERS.

Neither the County nor the Paying Agent will have any responsibility or obligation to DTC’s Participants or Indirect Participants (defined in Appendix C), or the persons for whom they act as nominees, with respect to the payments to or the providing of notice for the DTC Participants, the Indirect Participants or the beneficial owners of the 2016 Bonds as further described in Appendix C to this Official Statement.

SOURCES AND USES OF FUNDS

Sources and Uses of Funds

The proceeds from the sale of the 2016 Bonds are expected to be applied in the following manner:

Sources and Uses of Funds

Amount SOURCE: Principal amount ............................................................................... $36,405,000.00 Plus original issue premium .............................................................. 8,507,427.00 Other available funds(1) ..................................................................... 1,943,385.61

Total ........................................................................................... $46,855,812.61

USES: The Refunding Project ...................................................................... $46,507,584.88 Costs of issuance (including Underwriters’ discount(2)) ................... 348,227.73

Total ........................................................................................... $46,855,812.61 (1) Consists of excess amounts on deposit in the bond fund and reserve fund for the Refunded Bonds. (2) See “UNDERWRITING.”

Source: The Financial Advisors.

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The Refunding Project

General. The net proceeds of the 2016 Bond proceeds will be used to advance refund the Refunded Bonds. To accomplish the Refunding Project, the County will deposit the net proceeds of the 2016 Bond proceeds, together with other available funds, with the Escrow Bank pursuant to an escrow agreement dated as of the date of delivery of the 2016 Bonds. The amounts deposited with the Escrow Bank will be deposited into the escrow account created under the Bond Ordinance and invested in Federal Securities maturing at such times and in such amounts as are required to provide funds sufficient to pay (i) the interest on the Refunded Bonds as it becomes due on and before July 1, 2019, and (ii) the principal of the Refunded Bonds upon prior redemption on July 1, 2019.

Verification of Mathematical Computations. Grant Thornton LLP, a firm of independent public accountants, will deliver to the County, on or before the settlement date of the 2016 Bonds, its verification report indicating that it has verified, in accordance with attestation standards established by the American Institute of Certified Public Accountants, the mathematical accuracy of: (a) the mathematical computations of the adequacy of the cash and the maturing principal of and interest on the Federal Securities, to pay, when due, the maturing principal of and interest on the Refunded Bonds as it becomes due on and before July 1, 2019, as applicable, and (b) the mathematical computations of yield used by Bond Counsel to support its opinion that interest on the 2016 Bonds will be excluded from gross income for federal income tax purposes.

The verification performed by Grant Thornton LLP will be solely based upon data, information and documents provided to Grant Thornton LLP by the Commission and its representatives. Grant Thornton LLP has restricted its procedures to recalculating the computations provided by the Commission and its representatives and has not evaluated or examined the assumptions or information used in the computations.

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DEBT SERVICE REQUIREMENTS

The following sets forth the debt service requirements on the 2016 Bonds and the debt service requirements on the Prior Bonds after taking the Refunding Project into account.

Debt Service Requirements(1)

Fiscal Year

Ending

Debt Service

on Prior Bonds (2)

Debt Service on 2016 Bonds

Total Debt Service

June 30 Principal Interest 2017(3) $ 5,154,421 -- $ 262,925 $ 5,417,346 2018 23,113,143 -- 1,820,250 24,933,393 2019 23,111,943 -- 1,820,250 24,932,193 2020 23,109,643 -- 1,820,250 24,929,893 2021 19,752,968 $2,870,000 1,748,500 24,371,468 2022 19,645,280 3,015,000 1,601,375 24,261,655 2023 19,422,048 3,170,000 1,446,750 24,038,798 2024 19,186,828 3,330,000 1,284,250 23,801,078 2025 18,932,848 3,505,000 1,113,375 23,551,223 2026 18,668,788 3,700,000 933,250 23,302,038 2027 18,387,108 3,890,000 743,500 23,020,608 2028 18,090,183 4,095,000 543,875 22,729,058 2029 17,780,008 4,305,000 333,875 22,418,883 2030 17,447,621 4,525,000 113,125 22,085,746 2031 17,100,143 -- -- 17,100,143

Total $278,902,968 $36,405,000 $15,585,550 $330,893,518 (1) Totals may not add due to rounding. (2) After taking the Refunding Project into account. The 2010C Bonds were issued as Build America Bonds or

“BABs.” Upon issuance of the 2010C Bonds, the 2010C Bonds were entitled to receive a federal subsidy (the “BAB Credit”) in an amount up to 35% of the interest due on the 2010C Bonds. However, there is no assurance that any BAB Credit will be received with respect to the 2010C Bonds in the future. Accordingly, the amounts shown in the table reflect gross interest due on the 2010C Bonds.

(3) Fiscal year 2017 excludes July 1, 2016 payments, which have already been made. Source: The Financial Advisors.

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SECURITY FOR THE 2016 BONDS

Special, Limited Obligations

The 2016 Bonds are special, limited obligations of the County payable only from the Pledged Revenues. Neither the 2016 Bonds nor the interest thereon constitute a general obligation debt or indebtedness of the County, the Commission, the State, or any political subdivision thereof within the meaning of any constitutional or statutory provision or limitation; and the 2016 Bonds shall not be considered or held to be general obligations of the County. The owners of 2016 Bonds do not have the right to require or compel the exercise of the taxing power of the County or of any other taxing entity for payment of the principal of or interest on the 2016 Bonds. The owners of the 2016 Bonds may not look to the County’s General Fund (the “General Fund”) or any other funds of the County or the Commission (other than those pledged) for payment of the 2016 Bonds. Therefore, the security for the punctual payment of the principal of and interest on the 2016 Bonds is dependent on the generation of Pledged Revenues in an amount sufficient to meet debt service requirements on the 2016 Bonds.

Pledged Revenues

The Bonds are payable solely from and secured by an irrevocable lien on the Pledged Revenues on a parity with the lien thereon of any additional Parity Securities issued in the future. The Pledged Revenues are comprised of the Sales Tax and the Jet Fuel Tax, each as defined below.

The Bond Ordinance defines “Sales Tax” to mean the tax imposed pursuant to the Project Act and the Sales Tax Ordinance, upon retailers at the rate of 0.25 of one percent (0.25%) of the gross receipts of any retailer from the sale of tangible personal property sold at retail, or stored, used or otherwise consumed in the County less a percentage (calculated on the same basis as the percentage calculated pursuant NRS 374.785(3)(a)) of all fees, taxes, interest and penalties as compensation to the State for the cost of collecting the Sales Tax. In addition, pursuant to the Sales Tax Ordinance, the taxpayer shall deduct and withhold from the Sales Tax otherwise due the amount permitted by law to reimburse the taxpayer for the cost of collecting the Sales Tax. Exempted from the Sales Tax are the gross receipts from the sale of, and the storage, use of or other consumption in the County of, (i) tangible personal property the gross receipts from the sale of which, or the storage, use or other consumption of which, the County is prohibited from taxing under the Constitution or laws of the United States or under the constitution or laws of the State; and (ii) tangible personal property used for the performance of a written contract: (a) entered into on or before the effective date of the Sales Tax and if, under the terms of the contract or bid the contract price or bid amount cannot be adjusted to reflect the imposition of the Sales Tax or increase in the Sales Tax; or (b) for the construction of an improvement to real property for which a binding bid was submitted prior to the effective date of the tax or the increase in the Sales Tax if the bid was afterward accepted and if, under the terms of the contract or bid the contract price or bid amount cannot be adjusted to reflect the imposition of the Sales Tax or increase in the Sales Tax.

The Bond Ordinance defines “Jet Fuel Tax” to mean the tax imposed pursuant to the provisions of NRS 365.170 and County Ordinance No. 1266, as amended by County Ordinance No. 2929, on fuel for jet or turbine powered aircraft sold or distributed or used in the County pursuant to the provisions of NRS 365.545.

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No Repeal of Sales Tax and Jet Fuel Tax

Pursuant to the Bond Act, the State has pledged that the Pledged Revenues shall not be repealed nor amended or otherwise directly or indirectly modified in such a manner as to impair adversely any outstanding municipal securities, until all such securities have been discharged in full or provision for their payment and redemption has been fully made.

The Reserve Fund

General. The 2016 Bonds are also secured by the Reserve Fund. The Reserve Fund is required to be maintained as a continuing reserve in an amount equal to the Minimum Bond Reserve.

The Bond Ordinance defines “Minimum Bond Reserve” to mean the least of: (a) 125% of the combined average annual principal and interest requirements; (b) 100% of the Combined Maximum Annual Principal and Interest Requirements (defined in Appendix B); or (c) an amount determined by adding the amount of the Minimum Bond Reserve in effect immediately prior to the issuance of additional Parity Securities to an amount equal to 10% of the proceeds of the proposed Parity Securities, and is required to be deposited, accumulated and maintained as provided in the Bond Ordinance. See Appendix B - Summary of Certain Provisions of the Bond Ordinance--Reserve Fund. As further described in Appendix B, the Minimum Bond Reserve (and the Combined Maximum Annual Principal and Interest Requirements) is currently calculated net of the BAB Credits expected to be received with respect to the 2010C Bonds with an assumed 10% sequestration rate.

Upon issuance of the 2016 Bonds, the Minimum Bond Reserve will be $22,723,668.36. This amount is expected to be funded with amounts already on deposit in the Reserve Fund.

The moneys in the Reserve Fund shall continue to be accumulated and maintained as a continuing reserve to be used, except as provided herein, only to prevent deficiencies in the payment of the principal of and the interest on the Outstanding 2016 Bonds and any Outstanding Parity Securities resulting from the failure to deposit in the Bond Fund sufficient funds to pay such principal and interest as the same accrue. No payment need be made into the Reserve Fund at any time so long as the moneys therein equal not less than the Minimum Bond Reserve.

See Appendix B - Summary of Certain Provisions of the Bond Ordinance - Reserve Fund” for additional information regarding the Reserve Fund.

Flow of Funds

Administration of Revenue Fund. So long as any of the 2016 Bonds are Outstanding, as to any Bond Requirements (defined in Appendix B), the entire Pledged Revenues shall be set aside upon the receipt of such revenues by the County and credited to the separate account created in the Bond Ordinance and designated as the “Clark County, Nevada, Sales and Excise Tax Streets and Highways Revenue Fund” (the “Revenue Fund”). Payments from the Revenue Fund must be made as described below.

Bond Fund Payments. The following transfers shall be made from moneys in the Revenue Fund, i.e., from the Pledged Revenues:

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Parity Securities. First, and concurrently with the payments for any Parity Securities, there shall be credited to the Bond Fund, the following:

(1) Monthly, commencing on the first day of the month immediately succeeding the delivery of any of the 2016 Bonds and any Parity Securities, an amount in equal monthly installments necessary, together with any other moneys from time to time available therefor from whatever source, to pay the next maturing installment of interest on the Outstanding 2016 Bonds and any Outstanding Parity Securities, and monthly thereafter, commencing on each interest payment date, one-sixth of the amount necessary to pay the next maturing installment of interest on the Outstanding 2016 Bonds and any Outstanding Parity Securities, except to the extent any other moneys are available therefor.

(2) Monthly, commencing on the first day of the month immediately succeeding the delivery of any of the 2016 Bonds and any Parity Securities, an amount in equal monthly installments necessary, together with any other moneys from time to time available therefor from whatever source, to pay the next maturing installment of principal of the Outstanding 2016 Bonds and any Outstanding Parity Securities, and monthly thereafter, commencing on each principal payment date, one-twelfth of the amount necessary to pay the next maturing installment of principal of the Outstanding 2016 Bonds and any Outstanding Parity Securities, except to the extent any other moneys are available therefor.

The moneys credited to the Bond Fund shall be used to pay the Bond Requirements of the 2016 Bonds and any Outstanding Parity Securities, as the same become due.

Reserve Fund Payments. Second, but concurrently with the transfers required to be made to the Bond Fund, except as described below, there shall be credited monthly from the remaining Pledged Revenues to the Reserve Fund, commencing on the first day of the month next succeeding the date on which the 2016 Bonds or any Parity Securities hereafter authorized are delivered (or the date on which the moneys accounted for in the Reserve Fund for any other reason are less than the Minimum Bond Reserve as hereinafter defined) such sums in substantially equal monthly amounts as shall be necessary, together with the moneys credited thereto, to accumulate (and reaccumulate if necessary) in not more than 60 such installments, in the Reserve Fund a continuing reserve in an amount not less than the Minimum Bond Reserve. No transfer need be made to the Reserve Fund so long as the moneys therein equal an amount not less than the Minimum Bond Reserve. See “Reserve Fund” above and Appendix B - Summary of Certain Provisions of the Bond Ordinance--Reserve Fund.

Rebate Account. Third, after the required payments described above are made, and concurrently with the payments required to be made to rebate accounts for any Outstanding Parity Securities, the County shall deposit Pledged Revenues into the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2016, Rebate Account” (the “Rebate Account”) as required under Section 148 of the Tax Code and regulations promulgated thereunder and shall apply such funds to make payments to the United States to the extent required to comply with the covenants described in “THE 2016 BONDS--Tax Covenants.” Any moneys in such account not needed for such purpose shall be transferred to the Revenue Fund. Payments into similar rebate accounts for additional Parity Securities shall be made concurrently with payments into the Rebate Account.

Termination of Deposits. No payment need be made into the Bond Fund, the Reserve Fund, or both, if the amount in the Bond Fund and the amount in the Reserve Fund total a sum at least

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equal to the entire amount of the Outstanding 2016 Bonds and any Outstanding Parity Securities as to all Bond Requirements to their respective maturities or to any redemption date on which the County shall have exercised or shall have obligated itself to exercise its option to redeem prior to their respective maturities the Outstanding 2016 Bonds or any such Outstanding Parity Securities thereafter maturing, and both accrued and not accrued, in which case moneys in those two accounts in an amount, except for any interest or other gain to accrue from any investment of moneys in Federal Securities from the time of any such deposit to the time or respective times the proceeds of any such investment shall be needed for such payment, at least equal to such Bond Requirements, shall be used together with any such gain from investments solely to pay such Bond Requirements as the same become due; and any moneys in excess thereof in those two accounts and any other moneys derived from the Pledged Revenues may be used in any lawful manner determined by the Board.

Defraying Delinquencies. If in any month the County shall for any reason fail to pay into the Bond Fund the full amount above stipulated from the Pledged Revenues, then an amount shall be paid into the Bond Fund in such month from the Reserve Fund equal to the difference between that paid from the Pledged Revenues and the full amount so stipulated. The money so used shall be replaced in the Reserve Fund from the first Pledged Revenues thereafter received and not required to be otherwise applied as described in “Bond Fund Payments” above. The moneys in the Bond Fund and in the Reserve Fund shall be used solely and only for the purpose of paying the Bond Requirements of the 2016 Bonds and any Outstanding Parity Securities; but any moneys at any time in excess of the Minimum Bond Reserve in the Reserve Fund, including, without limitation, any such excess resulting from investment gain as provided in the Bond Ordinance, may be withdrawn therefrom, and transferred from time to time to the Bond Fund, and used as herein provided for the redemption of the Outstanding 2016 Bonds and any such Outstanding Parity Securities as they become due at maturity, on any Redemption Date, or as they otherwise are made available for payment by purchase in the open market or otherwise; and also any moneys in the Bond Fund and in the Reserve Fund in excess of the Bond Requirements, both accrued and not accrued, to the respective maturities or designated Redemption Date of the Outstanding 2016 Bonds and any such Outstanding Parity Securities may be used as provided in the Bond Ordinance.

Payment of Additional Subordinate Securities. Fourth, and subject to the provisions described above, any moneys remaining in the Revenue Fund may be used by the County for the payment of Bond Requirements of additional Subordinate Securities payable from the Pledged Revenues and authorized to be issued in accordance with the Bond Ordinance and any other provisions supplemental thereto, including reasonable reserves for such securities, as the same accrue.

Use of Remaining Revenues. After the transfers described above are made, any remaining Pledged Revenues in the Revenue Fund may be used at the end of any Fiscal Year or whenever in any Fiscal Year there shall have been credited to the Bond Fund, to the Reserve Fund and to each other bond fund and reserve fund, if any, for the payment of any additional Subordinate Securities, all amounts required to be credited to those special accounts for all of that Fiscal Year, both accrued and thereafter becoming due in the balance of the Fiscal Year, as described above, for any one or any combination of lawful purposes, as the Board may from time to time determine.

Additional Bonds

Additional Parity Securities. The Bond Ordinance allows the County to issue additional Parity Securities payable from the Pledged Revenues and constituting a lien thereon on a parity with the

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lien thereon of the 2016 Bonds upon the satisfaction of the conditions described below. Additional bonds or other securities issued to refund all or a part of the 2016 Bonds also may be issued on the terms described in Appendix B - Summary of Certain Provisions of the Bond Ordinance--Refunding Bonds and Subordinate Bonds. Before such additional Parity Securities are authorized or actually issued (excluding any refunding Parity Securities), the following requirements must be met:

Absence of Default. At the time of the adoption of the supplemental instrument authorizing the issuance of the additional Parity Securities, the County shall not be in default in making any payments required by Article V of the Bond Ordinance (described in “Flow of Funds” above).

Historic Earnings Test. The Pledged Revenues derived in the Fiscal Year immediately preceding the date of the issuance of such additional Parity Securities shall have been at least sufficient to pay an amount equal to 150% of the Combined Maximum Annual Principal and Interest Requirements of the Outstanding 2016 Bonds and any other Outstanding Parity Securities of the County and the Parity Securities proposed to be issued (excluding any reserves therefor), except as hereinafter otherwise expressly provided.

Adjustment of Pledged Revenues. If any Sales Tax or Jet Fuel Tax constituting supplemental Pledged Revenues had not accrued and been payable for the full Fiscal Year immediately preceding the date of the issuance of any such additional Parity Securities, any amount of Pledged Revenues which was actually collected for the designated Fiscal Year may be increased to an amount which it is estimated would have been collected if such Sales Tax or Jet Fuel Tax had accrued and been payable for the full Fiscal Year designated based upon the known collections of Pledged Revenues preceding such adjustment.

In any computation of such earnings test as to whether or not Parity Securities may be issued as described in “Historic Earnings Test,” above, the amount of the Pledged Revenues for the immediately preceding Fiscal Year shall be decreased by, and may be increased by, the amount of any loss or gain conservatively estimated by the Chief Financial Officer making the computations described in that paragraph, which loss or gain results from any change in the rate of the levy of that part of the Sales Tax constituting a part of the Pledged Revenues which change took effect during the immediately preceding Fiscal Year or shall take effect during any succeeding Fiscal Year prior to or following the issuance of such Parity Securities, as if such modified rate shall have been in effect during the entire immediately preceding Fiscal Year and as if such change shall have been made before the computation of the designated earnings test.

Reduction of Annual Requirements. The respective annual Bond Requirements (including as such a requirement for the purposes of this section the amount of any prior redemption premiums due on any prior redemption date as of which the County shall have exercised or shall have obligated itself to exercise its prior redemption option) shall be reduced to the extent such Bond Requirements are scheduled to be paid in each of the respective Bond Years with moneys held in trust or in escrow for that purpose by any trust bank within or without the State, including the known minimum yield from any investment in Federal Securities.

Certification of Revenues. A written certification or written opinion by the Chief Financial Officer or an Independent Accountant, based upon estimates thereby as described in “Adjustment of Pledged Revenues” above, that such Pledged Revenues, when adjusted as described

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above, are sufficient to pay the amounts described in “Historic Earnings Test,” shall be conclusively presumed to be accurate in determining the right of the County to authorize, issue, sell and deliver additional Parity Securities.

Use of Proceeds. The proceeds of any additional bonds or other additional securities (other than any funding or refunding securities) payable from the Pledged Revenues shall be used only for bettering, enlarging, extending and otherwise improving the Facilities (as defined in Appendix B).

Superior Securities Prohibited; Subordinate Securities Permitted

The Bond Ordinance prohibits the County from issuing additional bonds or securities that have a lien on the Pledged Revenues that is superior to the lien thereon of the 2016 Bonds.

The Bond Ordinance allows the County to issue additional bonds or other securities payable from the Pledged Revenues and having a lien thereon subordinate, inferior and junior to the lien thereon of the 2016 Bonds.

Outstanding Debt

Outstanding Bonds. The following tables illustrate the outstanding bonds of the Commission payable from the Pledged Revenues as of October 1, 2016, assuming the issuance of the 2016 Bonds and the completion of the Refunding Project.

Outstanding Indebtedness Payable from the Pledged Revenues

Issue Date

Final Maturity

Date Original Amount

Amount Outstanding

2010 Bonds 02/23/10 07/01/19 $69,595,000 $ 9,475,000 2010B Bonds 08/11/10 07/01/20 94,835,000 42,605,000 2010C Bonds 08/11/10 07/01/30 140,560,000 140,560,000 2016 Bonds (this issue) 11/09/16 07/01/29 36,405,000 36,405,000 Total $229,045,000

Source: The Commission.

Obligations Payable from Sources Other than Pledged Revenues. In addition to the bonds shown in the table above, the County also has outstanding as of October 1, 2016, $535,320,000 aggregate principal amount of bonds payable from certain excise taxes on motor vehicle fuel and certain special fuels received by the Commission (which revenues are not part of the Pledged Revenues). Those bonds consist of:

the County’s Highway Revenue (Motor Vehicle Fuel Tax) Improvement and Refunding Bonds, Series 2007 (the “2007 Bonds”), currently outstanding in the aggregate principal amount of $78,870,000;

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the County’s Highway Revenue (Motor Vehicle Fuel Tax) Improvement Bonds, Series 2010A1 (Taxable Direct Pay Build America Bonds), currently outstanding in the aggregate principal amount of $32,595,000;

the County’s Highway Revenue (Motor Vehicle Fuel Tax) Improvement and Refunding Bonds, Series 2010B, currently outstanding in the aggregate principal amount of $51,180,000 (the “2010B Bonds”);

the County’s Highway Revenue (Motor Vehicle Fuel Tax) Refunding Bonds, Series 2011 (the “2011 Bonds”), currently outstanding in the aggregate principal amount of $86,710,000;

the County’s Highway Revenue Bonds (Indexed Fuel Tax and Subordinate Motor Vehicle Fuel Tax), Series 2014A, currently outstanding in the aggregate principal amount of $93,615,000 (the “2014A Bonds”);

County’s Highway Revenue Bonds (Indexed Fuel Tax and Subordinate Motor Vehicle Fuel Tax), Series 2015, currently outstanding in the aggregate principal amount of $85,000,000; and

the County’s Highway Revenue (Motor Vehicle Fuel Tax) Refunding Bonds, Series 2016, currently outstanding in the aggregate principal amount of $107,350,000.

Concurrently with the issuance of the 2016 Bonds, the County is expected to issue its “Clark County, Nevada Highway Revenue (Motor Vehicle Fuel Tax) Refunding Bonds, Series 2016B in the aggregate principal amount of $43,495,000, for the purpose of refunding all of the outstanding 2010B Bonds.

Other Obligations. The Commission has several other types of outstanding obligations, including liabilities for compensated absences (described in Notes 1 and 7 to the audited financial statements).

In 2007, the Commission entered into a 40-year land lease with LiveWork, LLC, related to a transit center which has now been constructed. The base rent under this lease is $1.25 million per year, with a 3% escalation in the 5th year and every five years thereafter, as well as annual cost of living increases. This lease is cancelable by the Commission if funds become unavailable. The Commission uses funds in its proprietary fund (not its governmental funds) to pay this lease. As a condition of this lease, the Commission provided the lessor with a letter of credit as a security deposit, which is currently outstanding in the amount of $1,629,583. The letter of credit has not been drawn upon. See Note 8 in the audited financial statements attached hereto as Appendix A for further information.

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REVENUES AVAILABLE FOR DEBT SERVICE

Imposition of the Sales Tax

To address increasing transportation demands associated with a rapidly growing population in Southern Nevada, a comprehensive Master Transportation Plan (“MTP”) was established by the County. The first financing plan for the MTP (“Question 10 - Part 1”) was approved in 1990 and included the imposition of a one quarter of one percent (0.25%) sales and use tax, a governmental services tax, a motor vehicle fuel tax, a jet aviation fuel tax, a room tax and a development tax.

In 2002, County voters approved another funding plan for the MTP (also sometimes referred to as “Question 10 - Part 2”) that increased the sales and use tax by one quarter of one percent (0.25%) (herein, the “Quarter Percent Tax”), increased the development tax, the jet aviation fuel tax and reallocated the proceeds of an existing 2 cent property tax. Question 10 - Part 2 was to fund the construction, maintenance and repair of public roads and for the improvement of air quality. The Sales Tax Ordinance requires the Commission to pay 8% of the proceeds of the Quarter Percent Tax (up to a specified amount) to the local pollution control agency to support the improvement of air quality. The Commission currently pays that amount from the street and highway fund; however, the payment of the 2016 Bonds has priority over that payment. The increased portion of the sales tax imposed pursuant to Question 10 - Part 2 comprises the Quarter Percent Tax; the proceeds of the Quarter Percent Tax are divided equally between the Commission’s Transit Fund and streets and highways.

The proceeds of the Quarter Percent Tax constitute the Sales Tax; the increased jet aviation fuel tax revenues approved by Question 10 - Part 2 constitute the Jet Fuel Tax. The Sales Tax and the Jet Fuel Tax imposed pursuant to Question 10 - Part 2 are imposed in the entire County.

Collection and Enforcement of the Sales Tax

General. The Sales Tax is imposed upon all retailers located within the County at the rate of 0.25% of the gross receipts of any retailer from (i) the sale of all tangible personal property sold at retail in the County and (ii) the storage, use or other consumption in the County of tangible personal property. The Sales Tax Ordinance exempts taxes on the gross receipts from the sale, storage or use of property that the County is prohibited from taxing under the constitution or laws of the State. Included in this category (this list is not intended to be exhaustive) are: personal property sold to the United States, the State or any political subdivision; personal property sold by or to religious, charitable or educational nonprofit corporations; sales to common carriers; the proceeds of mines; motor vehicle fuel; food for human consumption; certain feeds and fertilizers; prosthetic devices and other medical appliances; medicines; domestic fuels used to produce domestic heat; gas, electricity and water delivered to consumers through mains, lines or pipes; newspapers; aircraft and major components of aircraft; and 40% of the sales, storage or other consumption of new manufactured homes and new mobile homes. The Sales Tax Ordinance also exempts sales, storage, use or consumption of tangible property to be used for the performance of certain construction contracts entered into prior to the effective date of the Sales Tax Ordinance.

Collection and Enforcement. Taxation administers the Sales Tax for the County pursuant to State law and County ordinance. Pursuant to State statute, Taxation retains a collection fee of 1.75% of all amounts remitted by retailers.

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Every person desiring to conduct business as a retailer within the County must obtain a permit from Taxation. According to Taxation reports, in fiscal year 2016, there were 25,364 sales tax filers (based on filing location counts). Each licensed retailer is required to remit all Sales Tax directly to Taxation. Any retailer that fails to comply with the provision of the Sales Tax Ordinance may have its license revoked by Taxation after a hearing held upon 10 days’ written notice.

Sales Taxes generally are due and payable to Taxation monthly on or before the last day of the month next succeeding the month in which such taxes are collected (i.e., the Sales Taxes collected by retailers in May 2016 were due to Taxation no later than June 30, 2016). However, taxpayers whose taxable sales do not exceed $10,000 per month may remit taxes each calendar quarter. Retailers currently are allowed to deduct 0.25% of the amount due to reimburse themselves for the cost of collecting the tax. (Taxation also may implement regulations that allow deduction of amounts required to carry out the multistate Streamlined Sales and Use Tax Agreement, to which the State is a party). Sales Tax remittances to Taxation must be accompanied by a return form prescribed by Taxation. Taxation transfers all sales tax revenues received (including the Sales Tax revenues) to the County monthly.

Interest on deficient Sales Tax payments, exclusive of penalties, accrues at the rate of 1.5% per month from the date the remittance was due to the date of payment. If any deficiency is due to negligence or intentional disregard of the Sales Tax Ordinance, a penalty of 10% of the amount of the deficiency is added. If any deficiency is due to fraud or intent to evade the Sales Tax Ordinance, a penalty of 25% will be added in addition to the 10% penalty described in the prior sentence. The State has instituted a temporary waiver of penalties and interest on sales tax collections if certain conditions are met by the taxpayers.

Deficiency notices must be delivered to taxpayers within three years of any deficiency. Failure to pay Sales Taxes as required by the Sales Tax Ordinance results in a lien against the property of the retailer failing to pay. The lien is enforced by Taxation’s filing of a certificate and request for judgment with the County Clerk. Immediately upon filing of the certificate, the County Clerk is required to enter a judgment for the County in the amount owed, including penalties and interest. The lien may be enforced through a warrant executed by the County sheriff. In addition, Taxation may seize and sell property of the delinquent payor as provided by law and the Sales Tax Ordinance.

Sales Tax Collection Data

Historical Sales Tax Collections. The following table sets forth a history of taxable sales within the County and actual Sales Tax revenues received by the Commission beginning in fiscal year 2012.

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Historical Taxable Sales and Historical Sales Tax Collections

Fiscal Year

Taxable Sales in County(1)

Actual Sales Tax Collections(2)

% Change - Sales Tax Collections

2012 $31,080,880,557 $75,212,662 -- 2013 32,566,664,630 79,504,608 5.7% 2014 35,040,891,695 85,148,998 7.1 2015 37,497,073,742 91,034,992 6.9 2016 39,242,730,088 94,462,046 3.8

(1) Taxable sales within the County as reported by Taxation. (2) Represents Sales Tax revenues received by the Commission (net of all applicable fees and allowances). Source: Department of Taxation reports for historic taxable sales in the County and the Commission Finance Department

for actual Sales Tax Collections.

Monthly Comparison of Sales Tax Receipts. The following table presents a comparison of monthly Sales Tax revenues for the twelve-month periods ending June 30, 2016 and June 30, 2015. These tables are presented on an accrual basis; accordingly, revenues are accounted for in the month of the original taxable sale rather than the month of actual receipt by the Commission. For example, revenues recorded for April 2016 in the following table represent sales made by retailers in April 2016 and are recorded in that month even though retailers remitted those revenues to the State in May 2016 and such revenues were received by the Commission in June 2016. As of June 30, 2016, the Commission had experienced a 3.8% increase in Sales Tax revenues as compared to the same twelve-month period for the previous year.

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Comparison of Monthly Sales Tax Revenues

Twelve-Month Period Ending June, 2016

Twelve-Month Period Ending June, 2015

Percent Change

Month

Current Month

Cumulative

Current Month

Cumulative

Current Month

Cumulative

July $7,615,894 $ 7,615,894 $7,117,568 $ 7,117,568 7.0% 7.0% August 7,370,128 14,986,022 7,365,571 14,483,139 0.1 3.5 September 7,794,903 22,780,925 7,516,885 22,000,024 3.7 3.5 October 7,716,781 30,497,706 7,346,171 29,346,195 5.0 3.9 November 7,641,128 38,138,834 7,219,918 36,566,113 5.8 4.3 December 9,091,136 47,229,970 8,658,400 45,224,513 5.0 4.4 January 7,145,452 54,375,422 6,944,119 52,168,632 2.9 4.2 February 7,330,878 61,706,300 7,072,089 59,240,721 3.7 4.2 March 8,567,848 70,274,148 8,350,730 67,591,451 2.6 4.0 April 7,735,325 78,009,473 7,582,144 75,173,595 2.0 3.8 May 7,926,927 85,936,400 7,958,678 83,132,273 (0.4) 3.4 June 8,525,646 94,462,046 7,902,719 91,034,992 7.9 3.8

Source: Commission Finance Department (Unaudited).

Top Ten Generators of Taxable Sales by Business Type. The following table sets forth the ten largest generators of taxable sales, aggregated by business type, within the County for the Fiscal Year ended June 30, 2016 (latest full year figures available). Each category represents an aggregate of all the businesses remitting sales taxes within that category. State law prohibits the reporting of information in any manner that could reveal the identity of an individual taxpayer. Accordingly, only the types of businesses (presented by Taxation-assigned categories) are shown.

Top 10 Generators of Taxable Sales by Business Type – Fiscal Year 2016

Type of Business Taxable Sales % of Total(1)

Food Services and Drinking Places $ 10,130,223,388 25.81% Motor Vehicle and Parts Dealers 4,436,549,759 11.30 Clothing and Clothing Accessories Stores 3,408,809,070 8.69 General Merchandise Stores 3,355,056,032 8.55 Merchant Wholesalers, Durable Goods 2,158,152,802 5.50 Rental and Leasing Services 1,396,487,699 3.56 Building Materials and Garden Equipment and Supplies 1,388,975,876 3.54 Food and Beverage Stores 1,240,772,941 3.16 Electronics and Appliance Stores 1,116,559,467 2.85 Health and Personal Care Stores 831,997,460 2.12 TOTAL $ 29,463,584,494 75.08%

(1) Based on total taxable sales of $39,242,730,088 for the Fiscal Year ended June 30, 2016. Source: State of Nevada - Department of Taxation.

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Imposition of the Jet Fuel Tax

Pursuant to the Jet Fuel Tax Ordinance and NRS 365.170, the Jet Fuel Tax is imposed at the rate of one cent per gallon on all fuel for jet or turbine powered aircraft sold, distributed or used in the County as well as all such fuel sold, distributed or used in this State by a purchaser thereof upon which sale, distribution or use the dealer has assumed liability for the tax thereon pursuant. The Jet Fuel Tax does not apply to fuel exported from the State by a dealer.

“Dealer” is defined by State law to mean every person who: (a) refines, manufactures, compounds or otherwise produces jet or turbine-powered aircraft and sells or distributes the same in the State; (b) imports fuel for jet or turbine-powered aircraft into the State and sells or distributes it in the State, whether in the original package or container in which it is imported or otherwise, or who uses the fuel for jet or turbine-powered aircraft in the State after having imported the fuel; (c) having acquired fuel for jet or turbine-powered aircraft in the State in the original package or container, distributes or sells it in the original package or container or otherwise, or in any manner uses the fuel; (d) otherwise acquires in the State for sale, use or distribution in the State fuel for jet or turbine-powered aircraft with respect to which there has been no prior taxable sale, use or distribution. A Dealer does not include any person who imports into the State fuel for jet or turbine-powered aircraft in quantities of 500 gallons or less purchased from another dealer who is licensed under NRS Chapter 365 and who assumes liability for the collection and remittance of the applicable excise tax to the State.

The Jet Fuel Tax may be used by the County to pay the costs of: (i) transportation projects described in a regional plan for transportation established by the Commission; (ii) payment of principal and interests on notes, bonds, or other obligations incurred to fund projects described in (i) above; or (iii) any combination of those purposes. If no such projects exist, the Jet Fuel Tax shall be allocated to transportation projects related to airports as provided in the Jet Fuel Tax Ordinance.

Collection and Enforcement of Jet Fuel Tax

Collection. The Jet Fuel Taxes are due on or before the last day of the first month following the month to which they relate. A dealer may retain an amount equal to 2% of the amount of the tax collected to cover the dealer’s costs of collection of the tax and of compliance with State law and the dealer’s handling losses occasioned by evaporation, spillage or other similar causes. However, a dealer who fails to submit a tax return when due or fails to pay the tax when due is not entitled to retain any of the amount described above for any month for which a tax return is not filed when due or a payment is not made when due. A dealer has 90 days after the last day prescribed for payment of the Jet Fuel Taxes to bring an action against the State Treasurer for recovery of an alleged overpayment of such taxes. Failure to bring suit within the 90 days constitutes a waiver of all demands against the State for alleged overpayment of excise taxes.

If the Department of Motor Vehicles (the “DMV”) determines that a dealer, or any unlicensed person who collects an excise tax, has failed to submit a tax return when due or failed to pay the tax when due, the DMV may order the dealer, supplier or unlicensed person to hold the amount of all taxes collected pursuant to this chapter in a separate account in trust for the State. The dealer, supplier or unlicensed person shall comply with the order immediately upon receiving notification of the order from the DMV.

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Jet Fuel Tax Collection Data

Historical Jet Fuel Tax Collections. The following table sets forth a history of Jet Fuel Tax revenues received by the Commission beginning in fiscal year 2012.

Historical Jet Fuel Tax Collections

Fiscal Year

Actual Jet Fuel Tax Collections(1)

% Change

2012 $3,712,620 1.5% 2013 3,756,040 1.2 2014(2) 3,462,893 (7.8) 2015 3,513,971 1.5 2016 3,779,101 7.5

(1) Represents Jet Fuel Tax revenues received by the Commission (net of all applicable fees and allowances). (2) The decrease in Jet Fuel collections in fiscal year 2014 reflects overreporting of fuel tax usage by one distributor in fiscal

year 2013, with adjustments made to Jet Fuel collections when such overreporting was discovered in fiscal year 2014. Source: The Commission.

History of Taxable Gallons Sold. The following table sets forth a history of taxable gallons of Jet Fuel sold.

History of Taxable Gallons of Jet Fuel Sold(1)

Fiscal Year

State

Percent Change

County

Percent Change

County as a Percentage of

State Total 2012 406,543,181 -- 373,771,294 -- 91.94% 2013 408,513,551 0.5% 378,821,911 1.4% 92.73 2014(2) 377,648,535 (7.6) 333,634,047 (11.9) 88.35 2015 381,503,104 1.0 354,910,739 6.4 93.03 2016 410,583,824 7.6 381,969,114 7.6 93.03

(1) Total taxable Jet Fuel gallons sold, less aviation fuel gallons sold. (2) The decrease in Jet Fuel taxable gallons sold in fiscal year 2014 reflects overreporting of fuel tax usage by one

distributor in fiscal year 2013, with adjustments made to Jet Fuel taxable gallons sold when such overreporting was discovered in fiscal year 2014.

Source: The State Department of Transportation.

Historical and Budgeted Pledged Revenues

The following table contains audited information for the Commission’s fiscal years ending June 30, 2012 through 2015, estimated year-end information for the Commission’s fiscal year ending June 30, 2016 contained within the Commission’s 2017 budget, and budgeted information for the Commission’s fiscal year ending June 30, 2017.

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The following table sets forth a history of Pledged Revenues in each fiscal year, the estimated combined maximum annual debt service requirements on the Prior Bonds and, for budgeted fiscal year 2017, the Prior Bonds and the Bonds ($24,933,393 in fiscal year 2018; see “DEBT SERVICE REQUIREMENTS”), and the pro-forma debt service coverage, calculated by dividing the Pledged Revenues by the estimated combined maximum annual debt service requirements. The estimated combined maximum debt service set forth below is not net of the BAB Credit. There is no assurance that the Pledged Revenues will continue to be realized in the amounts illustrated below.

Historical Pledged Revenues and Pro-Forma Debt Service Coverage

2012

2013

2014

2015

2016(1)

2017(2)

Sales Tax $75,212,662 $79,504,608 $85,148,998 $91,034,992 $94,676,392 $97,990,066Jet Fuel Tax 3,712,620 3,756,040 3,462,893 3,513,971 3,513,971 3,513,971 Total 78,925,282 83,260,648 88,611,891 94,548,963 98,190,363 101,504,037 Estimated Maximum Annual Debt Service on the 2016 Bonds and the Prior Bonds(3)

$25,021,418 $25,021,418 $25,021,418 $25,021,418 $25,021,418 $24,933,393

Coverage 3.15x 3.33x 3.54x 3.78x 3.92x 4.07x (1) Estimated year-end information for fiscal year 2016 included in the Commission’s fiscal year 2017 budget. (2) Fiscal year 2017 budgeted information contained in the Commission’s fiscal year 2017 budget. (3) Represents maximum annual debt service on the Prior Bonds and, for budgeted fiscal year 2017, the Prior Bonds and the

2016 Bonds (after taking the Refunding Project into account). This amount is not net of any BAB Credits. See “DEBT SERVICE REQUIREMENTS.”

Sources: Derived from the Commission’s Comprehensive Annual Financial Reports (“CAFR”) for the fiscal years ended June 30,

2012 through 2015, and estimated fiscal year 2016 and budgeted fiscal year 2017 information contained within the Commission’s 2017 budget.

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CERTAIN RISK FACTORS

The purchase of the 2016 Bonds involves special risks and the 2016 Bonds may not be appropriate investments for all types of investors. Each prospective investor should read this Official Statement in its entirety and to give particular attention to the factors described below, which, among others factors discussed herein, could affect the payment of the 2016 Bonds and could affect the market price of the 2016 Bonds to an extent that cannot be determined at this time. The following does not purport to be an exhaustive listing of risks and other considerations which may be relevant to investing in the 2016 Bonds. In addition, the order in which the following information is presented is not intended to reflect the relative importance of such risks.

Special, Limited Obligations

The 2016 Bonds are special, limited obligations of the County. The 2016 Bonds do not constitute a general obligation debt or indebtedness of the County, the Commission, the State or any other political subdivision of the State, and no owner of any 2016 Bond may look to any source of funds other than the Net Pledged Revenues for payment of debt service on the 2016 Bonds. The 2016 Bonds are payable solely from the Pledged Revenues and moneys on deposit in the Reserve Fund. Therefore, the security for the punctual payment of the principal of and interest on the 2016 Bonds is dependent on the generation of Net Pledged Revenues in an amount sufficient to meet the debt service requirements on the 2016 Bonds.

Sales Tax and Jet Fuel Tax Collection Risks

General. The Sales Tax and the Jet Fuel Tax are collected by the State and then remitted directly to the Commission pursuant to various agreements and statutory provisions. The County has no statutory authority to collect either tax itself and also has no control over the collection processes in place at the State. Receipt of the Pledged Revenues is dependent upon the ability and willingness of the State to collect the Sales Taxes and Jet Fuel Taxes and forward them to the County (or the Commission on its behalf). If the State fails to perform its collection duties in a timely fashion, the County or the Commission may not receive Pledged Revenues in time to meet scheduled debt service payments. If the State fails to collect, remit or transfer the Sales Tax revenues, the County’s only remedy is to file suit against the nonperforming party, including an action in mandamus to compel performance. Further, the County has no control over the auditing procedures in place at the State. The County must depend upon the State to ensure that retailers are collecting and remitting the required Pledged Revenues. If the State fails to do so, the County may not receive all of the moneys to which it is entitled.

Sales Tax Collections Subject to Fluctuation; Declines in Taxable Sales. Sales Tax collections are subject to fluctuations in spending which is affected by, among other things, general economic cycles. Sales Tax revenues may increase along with the increasing prices brought about by inflation, but collections also are vulnerable to adverse economic conditions and reduced spending and may decrease as a result. Consequently, the rate of Sales Tax collections may be expected to correspond generally to economic cycles. The County has no control over general economic cycles and is unable to predict what economic factors or cycles will occur while the 2016 Bonds remain Outstanding.

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Delays in Receipt of Sales Tax Revenues May Negatively Impact Payment of the 2016 Bonds. As described in “REVENUES AVAILABLE FOR DEBT SERVICE--Collection and Enforcement of the Sales Tax,” retailers within the County remit Sales Tax and Jet Fuel Tax payments to the State, which then distributes the monies to the Commission (less the statutorily defined collection fee) for credit to the appropriate fund. There generally is a two-month delay between a taxable sale and the receipt of Sales Tax revenue by the Commission and a two-month delay between a sale of Jet Fuel and the receipt of Jet Fuel Tax revenue by the Commission. Should there be significant delays between the transfer of tax revenues to the Commission by the State, the payment of the 2016 Bonds may be negatively impacted.

Certain Factors That Could Impact Pledged Revenues

Dependence on Gaming, Tourism and Other Factors. The economy of the County (and the State) is heavily dependent on the tourism industry, which is largely based on legalized gambling. Gaming competition from California has increased in recent years, adding competitive pressure to the region. See “APPENDIX F - ECONOMIC AND DEMOGRAPHIC INFORMATION--Gaming.” Decreases in tourist activity (including convention activity) have been and will continue to be impacted by many factors, some of which are described below. The generation of Pledged Revenues relies to a certain extent on tourism or gaming and may be sensitive to general economic conditions in the region and the nation.

Reductions in air service or sharp increases in the price of such service may result in reduced visitors to the County. In the past, the area has experienced declines in the frequency of air service (and resulting increases in ticket prices) as a result of airline mergers and/or decisions by major carriers to cease operations to the County. It is not possible to predict whether such events will occur in the future. These factors may negatively impact both Sales Tax revenues and Jet Fuel Tax revenues.

In addition, other circumstances (over which the County has no control) may adversely affect tourist activity or general spending. Such circumstances may include, among others, unwillingness to travel to the area due to terrorist attacks or other hostile acts occurring in the United States or other parts of the world, adverse changes in national and local economic and financial conditions generally, adverse environmental changes resulting in less attractive outdoor activities in the area, reductions in the rates of employment and economic growth in the County, the State or the region, a decrease in rates of population growth in the County, the State and the region and various other factors. Other factors that may reduce Sales Tax revenues are the existence of shopping opportunities within driving range that might be viewed as superior to the offerings in the County, increased consumer shopping via catalogs and increased purchasing on the internet. It is not possible to quantify the impact these activities may have on future Sales Tax revenues.

Jet Fuel Tax Collections Subject to Fluctuation

Jet Fuel Tax revenues are subject to fluctuations in spending which are affected by, among other things, general economic cycles, and changes in business and personal travel needs. Jet Fuel Tax receipts are vulnerable to decrease in availability of fuel, increases in fuel prices generally and the increasing prices brought about by inflation. Collections also are vulnerable to adverse economic conditions and reduced spending and may decrease as a result.

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The County has no control over general economic cycles and is unable to predict what economic factors or cycles will occur while the 2016 Bonds remain Outstanding.

Bankruptcy and Foreclosure

The ability and willingness of a business owner or operator to remit Sales Tax or Jet Fuel Tax revenues collected may be adversely affected by the filing of a bankruptcy proceeding by the business owner or operator. The ability to collect delinquent Sales Taxes or Jet Fuel Taxes using State law remedies for non-payment of taxes may be forestalled or delayed by bankruptcy, reorganization, insolvency, or other similar proceedings of the owner or operator of a retail business or a jet fuel seller, or by the holder of any liens on the business. The federal bankruptcy laws provide for an automatic stay of foreclosure and sale proceedings, thereby delaying such proceedings, perhaps for an extended period. Delays in the exercise of remedies could result in Pledged Revenue collections that may be insufficient to pay debt service on the 2016 Bonds when due.

County Cannot Increase Rates of Taxes

The rates at which the taxes comprising the Pledged Revenues are imposed were established by the Nevada State Legislature (the “Legislature”) and the rates can be increased only by action of the Legislature. Even if the Legislature were to raise the rate of one or more of the taxes in the future, there is no guarantee that the County or the Commission would be authorized by the Legislature to use the increased revenues to pay debt service on the 2016 Bonds. In addition, even if the Legislature authorizes an increase in the rate of the Sales Tax or the Jet Fuel Tax, the County is not obligated to adopt an ordinance implementing the increase or pledging any increase to the repayment of the 2016 Bonds.

No Pledge of Property

The payment of the 2016 Bonds is not secured by any encumbrance, mortgage or other pledge of property of the County, except for the Pledged Revenues and other security specifically pledged in the Bond Ordinance for the payment of the 2016 Bonds. No property of the County or the Commission (except as described in the preceding sentence) shall be liable to be forfeited or taken in payment of the 2016 Bonds.

Limitations on Remedies Available to Owners of 2016 Bonds

No Acceleration. There is no provision for acceleration of maturity of the principal of the 2016 Bonds in the event of a default in the payment of principal of or interest on the 2016 Bonds. Consequently, remedies available to the owners of the 2016 Bonds may have to be enforced from year to year.

Judicial Remedies. Upon the occurrence of an Event of Default under the Bond Ordinance, each owner of the 2016 Bonds is entitled to enforce the covenants and agreements of the County by mandamus, suit or other proceeding at law or in equity. Any judgment will, however, only be enforceable against the Pledged Revenues and other moneys held under the Bond Ordinance and not against any other County funds or properties.

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Due to the delays in obtaining judicial remedies, it should not be assumed that these remedies could be accomplished rapidly. Any delays in obtaining judicial remedies to enforce the covenants and agreements of the County under the Bond Ordinance, to the extent enforceable, could result in delays in any payment of principal of and interest on the 2016 Bonds.

Bankruptcy; Federal Lien Power and Police Power. The enforceability of the rights and remedies of the owners of the 2016 Bonds and the obligations incurred by the County in issuing the 2016 Bonds are subject to the federal bankruptcy code and applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws relating to or affecting the enforcement of creditors’ rights generally, now or hereafter in effect; usual equity principles which may limit the specific enforcement under State law of certain remedies; the exercise by the United States of America of the powers delegated to it by the federal Constitution; the power of the federal government to impose liens in certain situations; and the reasonable and necessary exercise, in certain exceptional situations, of the police power inherent in the sovereignty of the State and its governmental bodies in the interest of serving a significant and legitimate public purpose. Bankruptcy proceedings or the exercise of powers by the federal or State government, if initiated, could subject the owners of the 2016 Bonds to judicial discretion and interpretation of their rights in bankruptcy or otherwise, and consequently may entail risks of delay, limitation or modification of their rights.

Changes in Law

Various State laws apply to the imposition, collection, and expenditure of the Sales Tax and the Jet Fuel Tax as well as the operation and finances of the County and the Commission. For example, from time to time, proposals are made (or adopted) by the Legislature to add or remove certain types of transactions from the Sales Tax. The Legislature also has increased the administrative fee retained by the State for collecting Sales Taxes from time to time; that increase results in a decrease in Pledged Revenues. There is no assurance that there will not be any change in, interpretation of, or addition to the applicable laws, provisions, and regulations which would have a material effect, directly or indirectly, on the affairs of the County or the Commission and the imposition, collection, and expenditure of revenues, including Sales Taxes and Jet Fuel Taxes.

Forward-Looking Statements

This Official Statement, particularly (but not limited to) the information contained under the headings “CERTAIN RISK FACTORS,” “SOURCES AND USES OF FUNDS,” “REVENUES AVAILABLE FOR DEBT SERVICE—Historical and Budgeted Pledged Revenues,” and any other statements referring to unaudited, interim or budgeted amounts for fiscal years 2016, 2017 or later years, contains statements relating to future results that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. When used in this Official Statement, the words “estimate,” “forecast,” “intend,” “expect” and similar expressions identify forward-looking statements. Any forward-looking statement is subject to uncertainty. Accordingly, such statements are subject to risks that could cause actual results to differ, possibly materially, from those contemplated in such forward-looking statements. Inevitably, some assumptions used to develop forward-looking statements will not be realized or unanticipated events and circumstances may occur. Therefore, investors should be aware that there are likely to be differences between forward looking statements and actual

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results. Those differences could be material and could impact the availability of Pledged Revenues to pay debt service on the 2016 Bonds.

Secondary Market

No guarantee can be made that a secondary market for the 2016 Bonds will develop or be maintained by the Initial Purchaser or others. Thus, prospective investors should be prepared to hold their 2016 Bonds to maturity.

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General

The Regional Transportation Commission of Southern Nevada, formerly the Regional Streets and Highway Commission, was established by ordinance of the Board on June 7, 1965 pursuant to enabling legislation passed by the 1965 Nevada Legislature. The Commission has all of the powers provided for in the Project Act and in the Constitution and other laws of the State of Nevada. Pursuant to the Project Act, the Commission is responsible for the administration of the funds of the County generated from Motor Vehicle Fuel Taxes and for distributing those funds to various governmental subdivisions within the County. The Commission also is responsible for the administration of other funds of the County earmarked for major street and highway projects, including certain sales tax and jet fuel tax revenues.

Pursuant to the Project Act, the Commission is also empowered to: (i) receive and disburse federal funds; (ii) enter into formal agreements concerning projects with federal agencies; (iii) acquire and own both real and personal property; (iv) exercise the power of eminent domain, if the city or county which has jurisdiction over the property approves, for the acquisition, construction, repair or maintenance of public roads, or for any other purpose related to public mass transportation; (v) sell, lease, convey or otherwise dispose of rights, interests or properties; (vi) sue or be sued; (vii) prepare and approve budgets for the regional street and highway fund, the public transit fund and money it receives from any source; and (viii) enter into contracts, leases and agreements with and accept grants and loans from federal and state agencies, counties, cities, towns, other political subdivisions, public or private corporations and other persons, and may perform all acts necessary for the full exercise of the powers vested in the Commission.

In addition, the Commission has been designated by the Governor as the Metropolitan Planning Organization (“MPO”) pursuant to Title 23 of the United States Code and also is the designated public transit provider for the County. In its role as MPO, the Commission is responsible for the review and approval of a Regional Street and Highway Plan. In its role as the public transit provider, the Commission established the Citizens Area Transit (“CAT”) fixed route bus system, which began operations on December 5, 1992. In 2009, the Commission renamed the fixed route bus system “RTC Transit.” Under provisions of the Americans with Disabilities Act of 1990, the Commission is also responsible for providing a complementary Paratransit system for the disabled community. The CAT Paratransit Service began operations on December 5, 1994. The Paratransit Service has also been renamed the RTC Paratransit Service.

The Commission does not enter into road (streets and highways) construction projects for its own account on a regular basis (except for street modifications related to bus rapid transit routes); rather, construction projects are entered into by the governmental entities which are members of the Commission. The Commission is under no obligation to expend funds in excess of its receipts from the Motor Vehicle Fuel Taxes. However, the policy of the Commission has been to expend all Motor Vehicle Fuel Tax receipts after payment of debt service on its bonds to finance road construction projects for political subdivisions within the County, and on occasion, if directed by the Legislature, will enter into road construction contracts and manage the construction for Commission or State-owned road improvements.

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Governing Body and Administration

Governing Body. The board of commissioners of the Commission (the “Commission Board”) is composed of two members of the Board who are selected by the Board, two councilmembers selected by the City of Las Vegas, and one member each selected by the cities of Henderson, North Las Vegas, Boulder City and Mesquite, who must be members of each city’s respective board or council. Any new incorporated municipality in the County is entitled to appoint a member. The Commission Board members serve for terms of two years, ending on December 31 of even-numbered years and any vacancies are filled for the unexpired terms.

The current members of the Commission Board are:

Name and Position Entity Represented Lawrence L. Brown, III, Chairman Clark County Debra March, Vice Chairman Henderson Carolyn Goodman Las Vegas Chris Giunchigliani Clark County John Lee North Las Vegas Allan Litman Mesquite Lois Tarkanian Las Vegas Rod Woodbury Boulder City

Administration. Tina Quigley has been the General Manager of the Commission since April 2012, after serving as the Deputy General Manager since 2005. Prior to that time, she was an Assistant Director of Aviation for the County’s Department of Aviation beginning in 1999. Ms. Quigley holds a Bachelor of Science degree in Aviation Business and Planning from Embry Riddle Aeronautical University. She has a private pilot license. Ms. Quigley serves as a board member for Nevada Child Seekers. She is a member of the United Way Women’s Leadership Council and the Clark County Credit Union Audit Committee. She is a former member of the Nevada Women’s Philanthropy.

Marc L. Traasdahl, C.P.A., has been the Director of Finance of the Commission since March 2009, after serving as the Manager of Finance since November 2008. Prior to that time he was a Financial Analyst II for the City of North Las Vegas beginning in February 2006, the Fiscal Services Manager for the County’s Department of Aviation beginning in August 1996, the Director of Finance for St. Rose Dominican Hospital beginning in August 1995, the Chief Financial Officer for Boulder City Hospital, Inc. beginning in October 1990, and a junior and senior staff accountant in the audit department with Deloitte, Haskins and Sells San Diego and Las Vegas offices beginning in January 1987. Mr. Traasdahl holds a Bachelor of Science degree in Accountancy from Brigham Young University in Provo, Utah. He is a member of the American Institute of Certified Public Accountants, the Nevada State Society of Certified Public Accountants, the Governmental Financial Officers Association, and the Las Vegas Chapter of the Association of Certified Fraud Examiners.

Regional Transportation Plan

The tremendous growth that occurred during the past two decades in the Las Vegas Valley (defined generally as the Las Vegas metropolitan area, including but not limited to unincorporated Clark County and the cities of Las Vegas, Boulder City, North Las Vegas and

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Henderson) resulted in dramatically increased demands on the transportation system in the County. In order to address these increasing demands and to provide for the County’s continued growth, the Commission endeavors to be proactive in its planning to address demands upon the infrastructure.

The Regional Transportation Plan (the “RTP”) is a long-range transportation plan covering a 20+ year timespan (2013 through 2035). The RTP is updated at least every four years in accordance with federal law. The most recent RTP was approved by the Commission on December 13, 2012, and approved by the Federal Highway Administration in February 2013.

The RTP is comprised of a number of transportation elements. The highway and transit elements include descriptions of proposed improvements and costs. The Travel Demand Measures (“TDM”) element includes information on the activities to support the Commission’s TDM strategies, such as carpooling support activities. TDM strategies help reduce demand on the existing roadway infrastructure by reducing single occupant vehicle (“SOV”) use. Reducing SOV use is accomplished by encouraging commuters to use transit, carpool, vanpool, biking or walking. The Bicycle and Pedestrian Element (“BPE”) includes plans for bicycle and pedestrian facilities. The BPE addresses a broad range of improvements to encourage bicycling and walking as viable alternatives to the automobile. Improved air quality is possible by reducing vehicle miles traveled and traffic congestion. The regional bicycle plan includes those bicycle facilities within urbanized areas of the County and the cities of Las Vegas, Henderson, Boulder City and North Las Vegas and in the outlying area for the city of Mesquite. There are approximately 260 miles of adopted bicycle facilities (routes and lanes) included in the regional bicycle plan.

The highway element considers the activities related to infrastructure development in the Las Vegas Valley. The highway element includes the construction and improvement of roads, highways and bridges located within the County.

The transit element of the RTP relates to the provision of public transportation in the County. The Commission is developing a full multimodal transit system. The RTP incorporates fixed route bus service, multiple bus rapid transit routes, the Las Vegas Monorail (including both the public and private elements), and other transit support facilities and improvements. (Although the Las Vegas Monorail is included in the transit element of the RTP for planning purposes, the Las Vegas Monorail is not owned or operated by the Commission and the Commission has no control over its operations or finances.) It is projected that local and federal funding sources will adequately sustain the 2016 system for the remainder of the plan period. This includes system operations, the scheduled replacement of buses and all aspects of ongoing maintenance. During the recessionary years of 2010 to 2012, the Commission instituted service cuts in each of those years due to budgetary constraints; the last service cut of approximately 64,000 service hours was effective in September 2011. Service hour cuts totaled approximately 217,000 over the three year period. As sales tax revenue recovered in 2012 and 2013, the Commission added back almost 10,000 hours of service to the system and plans to add back service hours as the economy improves.

Employees; Benefits and Pension Matters

Employees. The Commission budgeted 334.5 full-time equivalent employees for fiscal year 2017. The General Manager states that employee relations are satisfactory.

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The Commission contracts with three private companies to provide fixed route bus service and the core paratransit service (including, in each case, bus drivers and maintenance). The fixed route service contracts expire in July 2023 and July 2025, including all renewal options. The paratransit contract expires in August 2019. Each contractor provides salaries and benefits to its own employees. The Commission also utilizes several small nonprofit paratransit service providers for unique programs such as group homes and work programs for the disabled.

Benefits. The Commission participates in the County’s employee health insurance plan. In addition, the Commission provides a benefits package for employees that includes a deferred compensation plan, as well as long term disability and life insurance, paid vacation, sick leave and holidays, and reimbursement for certain educational expenses.

Pension Matters. All of the Commission’s full-time employees participate in the State’s Public Employee Retirement System (“PERS”). PERS, established by the Legislature effective July 1, 1948, is governed by the Public Employees’ Retirement Board whose seven members are appointed by the Governor. Retirement Board members serve for a term of four years. Except for certain Commission specific information set forth below, the information in this section has been obtained from publicly-available documents provided by PERS. The Commission has not independently verified the information obtained from the publicly available documents provided by PERS and is not responsible for its accuracy.

All public employees who meet certain eligibility requirements participate in PERS, which is a cost sharing multiple-employer defined benefit plan. Benefits, as required by statute, are determined by the number of years of accredited service at the time of retirement and the member’s highest average compensation. Benefit payments to which participants may be entitled under PERS include pension benefits, disability benefits, and death benefits. PERS has several tiers based on legislative changes effective with membership dates. The following table illustrates the PERS service credit multiplier.

PERS Service Credit Multiplier

Membership Date

Before

07/01/01 After

07/01/01 After

01/01/10 After

07/01/15 Highest Contiguous

Average Over

Before July 1, 2001 2.50% 2.67% 2.67% 2.67% 36 months

After July 1, 2001, before January 1, 2010

-- 2.67% 2.67% 2.67% 36 months

After January 1, 2010, before

July 1, 2015 -- -- 2.50% 2.50% 36 months

After July 1, 2015 -- -- -- 2.25% 36 months

Similarly, legislative changes have created several tiers of retirement eligibility

thresholds. The following table illustrates the PERS retirement eligibility thresholds.

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PERS Retirement Eligibility

Membership Date Regular Police/Fire Age Years of Service Age Years of Service

Before January 1, 2010 65 60

Any

5 10 30

65 55 50

Any

5 10 20 25

After January 1, 2010,

before July 1, 2015 65 62

Any

5 10 30

65 60 50

Any

5 10 20 30

After July 1, 2015 65

62 55

Any

5 10 30

33 1/3

65 60 50

Any

5 10 20

33 1/3

Nevada law requires PERS to conduct a biennial actuarial valuation showing unfunded actuarial accrued liability (“UAAL”) and the contribution rates required to fund PERS on an actuarial reserve basis. The actual employer and employee contribution rates are established in cycle with the State’s biennium budget on the first full pay period of the even numbered fiscal years. By PERS policy, the system actually performs an annual actuary study. The most recent independent actuarial valuation report of PERS was completed as of June 30, 2015. The following table reflects some of the key valuation results from the last three PERS’ actuary studies:

PERS Actuarial Report

Key Valuation Results June 30, 2015 June 30, 2014 June 30, 2013 UAAL $12.35 billion $12.53 billion $12.88 billion Market Value Funding Ratio 75.1% 76.3% 68.7% Actuarial Value Funding Ratio 73.2% 71.5% 69.3% Assets Market Value $34.61 billion $33.58 billion $28.83 billion Assets Actuarial Value $33.72 billion $31.47 billion $29.11 billion

For the purpose of calculating the actuarially determined contribution rate, the

UAAL is amortized as a level percent of payroll over a year-by-year closed amortization period where each amortization period is set at 20 years. The amortization period prior to fiscal year 2012 was 30 years. Effective starting fiscal year 2012, the PERS Board adopted a shorter amortization period to be used to amortize new UAAL resulting from actuarial gains or losses and changes in actuarial assumptions. Any new UAAL is amortized over a period equal to the truncated average remaining amortization period of all prior UAAL layers, until the average remaining amortization period is less than 20 years; after that time, 20-year amortization periods will be used. The current combined, effective average amortization period for regular members and police/fire members is 20.7 years. The PERS Board also adopted a five-year asset smoothing policy for net deferred gains/losses. As of June 30, 2015, PERS has unrecognized investment gains of $893 million. Unless offset by future investment losses or other unfavorable experience, the recognition of the $893 million in market gains is expected to increase the future actuarial funded ratio and decrease the future contribution rate.

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For the year ended June 30, 2014, PERS adopted Governmental Accounting

Standards Board Statement (“GASB”) No. 67, Financial Reporting for Pension Plans-an amendment of GASB Statement No. 25 (“GASB 67”). GASB 67 replaces the requirements of GASB Statement Nos. 25 and 50 as they relate to pension plans that are administered through trusts or equivalent arrangements that meet certain criteria. The objective of GASB 67 is to improve financial reporting by state and local governmental pension plans. It requires enhancement to footnote disclosure and required supplementary information for pension plans.

Prior to these new standards, the accounting and reporting requirements of the

pension related liabilities followed a long-term funding policy perspective. The new standards separate the accounting and reporting requirements from the funding decisions and require the unfunded portion of the pension liability to be apportioned among the participating employers. These standards apply for financial reporting purposes only and do not apply to contribution amounts for pension funding purposes.

With the implementation of GASB 67, PERS reported its total pension liability,

fiduciary net position, and net pension liability in its Comprehensive Annual Financial Report for the fiscal year ended June 30, 2014. The total pension liability for financial reporting was determined on the same basis as the Actuarial Accrued Liability measure for funding. The fiduciary net position is equal to the market value of assets.

Effective with fiscal year 2015, the Commission was required to apply the GASB Statement No. 68, Accounting and Financial Reporting for Pensions-an amendment of GASB Statement No. 27 (“GASB 68”), to its audited financial statements. Among other requirements, the Commission was required to report its proportionate share of the total PERS net pension liability in its financial statements.

The following presents the net pension liability of PERS as of June 30, 2015 and the Commission’s proportionate share of the net pension liability of PERS as of June 30, 2015, calculated using the discount rate of 8.00%, as well as what the PERS net pension liability would be if it were calculated using a discount rate that is one percentage-point lower (7.00%) or one percentage point higher (9.00%) than the current discount rate:

Net Pension Liability

1% Decrease in Discount Rate (7%)

Discount Rate (8%)

1% Increase in Discount Rate (9%)

PERS Net Pension Liability $17,461,886,995 $11,459,845 $6,467,371

Commission Share of PERS Net Pension Liability

$55,451,968 $36,390,588

$20,539,718

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Contribution rates to PERS are established in accordance with State statute. The statute allows for biennial increases or decreases of the actuarially determined rate. The Legislature can increase the contribution rate for members by any amount it determines necessary. Pursuant to statute, there is no obligation on the part of the employers to pay for their proportionate share of the unfunded liability. Plan members’ benefits are funded under one of two methods. Under the employer pay contribution plan, the Commission is required to contribute all amounts due under the plan; however, in accordance with State law, non-police/fire employees share the annual increases equally with the employer (unless otherwise prohibited by contract). Under the employer/employee paid contribution plan, employees are required to contribute a percentage of their compensation to the plan and the Commission is required to match that contribution. As of October 1, 2016, the Commission had 273 employees participating in the employer pay plan and 34 employees participating in the employer/employee pay plan. A history of contribution rates for each funding method, as a percentage of payroll, is shown below.

Fiscal Years

2008 and 2009 Fiscal Years




2016 and 2017 Regular members Employer-pay plan 20.50% 21.50% 23.75% 25.75% 28.00% Employee/Employer Rate Plan

10.50%

11.25%

12.25%

13.25%

14.50%

Police/Fire employees Employer-pay plan 33.50% 37.00% 39.75% 40.50% 40.50% Employee/Employer Rate Plan

17.25%

19.00%

20.25%

20.75%

20.75%

The Commission’s contributions to PERS for its fiscal years ended June 30, 2012, 2013, 2014, 2015, and 2016 were $3,971,166, $4,053,405, $4,588,722, $4,900,614, and $5,653,725 (unaudited; subject to change), respectively. The Commission has budgeted a PERS contribution of approximately $6,270,466 for fiscal year 2017.

See Note 10 in the audited financial statements attached hereto as Appendix A for additional information on PERS. In addition, copies of PERS’ most recent annual financial report, including audited financial statements and required supplemental information, are available from the Public Employees Retirement System of Nevada, 693 West Nye Lane, Carson City, Nevada 89703-1599, telephone: (775) 687-4200.

Other Post-Employment Benefits. The Commission contributes to the County’s “Clark County Retiree Health Program” (the “County Plan”) and the “Public Employee Benefit Program” (“PEBP”). Each plan provides medical, dental, and vision benefits to eligible active and retired employees and beneficiaries. County Plan benefit provisions are established and amended through negotiations between the applicable unions and the County. PEBP benefit provisions are established by the Legislature. For a discussion of the plans’ benefits and costs, valuation of the OPEB Program, its UAAL, annual required contributions (“ARC”) and funding status as of June 30, 2015, see Note 11 and the Required Supplementary Information in the audited financial statements attached hereto as Appendix A. The Commission funds its OPEB

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liability on a pay-as-you-go basis. The amounts funded historically have been less than the ARC. The Commission’s net OPEB obligation as of June 30, 2015 was $9,816,696, and the Commission’s net OPEB obligation as of June 30, 2016 was $11,354,277 (unaudited).

Budget Process

Prior to April 15 of each year, the General Manager is required to submit to Taxation the tentative budget for the next fiscal year which commences on July 1. The tentative budget contains the proposed expenditures and means of financing them. After reviewing the tentative budget, Taxation is required to notify the Commission upon its acceptance of the budget. Following acceptance of the proposed budget by Taxation, the Commission is required to conduct public hearings on the third Monday in May. The Commission normally is required to adopt the final budget on or before June 1.

During the year, it may become necessary to modify the adopted budget. Formal adjustments to the budget during the year are accomplished through an “augmentation” process prescribed by State statute. The augmentation process requires the Commission to adopt a “resolution of augmentation” to increase appropriations above the levels originally approved. It is then filed with Taxation. This process is revenue driven; therefore, total appropriations cannot be exceeded without additional resources being clearly identified. In the absence of a “resolution of augmentation,” the total appropriations may not be increased.

Annual Reports

The Commission is a component unit of the County for accounting purposes. The Commission prepares separate component unit audited financial statements setting forth the financial condition of the Commission as of June 30 of each fiscal year. The latest audited report is for the year ended June 30, 2015. The Commission’s basic financial statements were prepared following generally accepted accounting principles. See Note 1 in the audited basic financial statements attached hereto as Appendix A for a summary of the Commission’s significant accounting policies.

History of Revenues, Expenditures and Changes in Fund Balance - Governmental Funds

The following table presents a history of combined revenues, expenditures and changes in fund balance in the Commission’s governmental funds for the fiscal years ended June 30, 2012 through 2016. The table also presents final budget information for the Commission’s fiscal year ended June 30, 2017. The information for fiscal years 2012 through 2015 was derived from the Commission’s audited financial statements for those years. The estimated 2016 fiscal year end information was derived from the Commission’s 2017 Final Budget.

The information in this table should be read together with the Commission’s audited basic financial statements for the year ended June 30, 2015, and the accompanying notes, which are included as Appendix A hereto. Financial statements for prior years can be obtained from the sources listed in “INTRODUCTION - Additional Information.”

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Combined History of Revenues, Expenditures and Changes in Fund Balance-Governmental Fund Types(1)

Fiscal Year Ended June 30,

2012

2013

2014

2015

2016 Estimated

2017 Budget

Revenues Intergovernmental Revenues Motor Vehicle Fuel Tax $64,868,301 $65,339,861 $65,810,879 $68,248,969 $70,366,838 $72,550,427 Indexed Fuel Tax(2) -- -- 12,732,079 53,320,277 76,970,525 79,279,641 Sales and Use Tax 37,606,331 39,752,304 42,574,499 45,517,496 47,338,196 48,995,033 Jet Aviation Fuel Tax 3,712,620 3,756,040 3,462,893 3,513,971 3,513,971 3,513,971 Federal and State Grants(3) 26,468,760 8,776,583 10,388,671 28,245,963 83,620,059 34,574,549 Interest 2,234,235 939,530 2,836,427 3,290,387 2,859,961 -(5) IRS Rebate for BABs 3,780,233 3,394,648 3,293,500 3,289,951 3,229,617 3,293,502 Other 2,701,672 2,699,927 1,959,589 2,159,473 1,918,000 1,918,000 Total Revenues 141,372,152 124,658,893 143,058,537 207,586,487 289,817,167 244,125,123

Expenditures Current: Salaries and Wages 10,910,777 11,079,678 11,872,485 12,678,166 13,565,638 14,983,895 Employee Benefits 4,083,042 4,220,482 4,578,556 4,977,383 5,276,026 6,113,640 Services and Supplies 14,719,280 15,308,260 17,422,956 18,438,088 18,088,572 19,960,145 Bond issuance costs 726,380 -- 562,556 -- 472,308 570,000 Debt Service: Principal 37,290,000 40,845,000 32,080,000 33,030,000 37,675,000 39,425,000 Interest 35,845,399 37,622,361 35,579,300 37,683,200 37,868,346 43,713,038 Capital Outlay/intergovernmental capital grants 97,704,177 46,400,798 42,915,650 149,388,352 275,099,988 372,642,150(6) Total Expenditures 201,279,055 155,476,579 145,011,503 256,195,189 388,045,878 497,407,868

Excess (deficiency) of revenues over (under) expenditures

(59,906,903)

(30,817,686)

(1,952,966)

(48,608,702)

(98,228,711)

(253,282,745)

Other Financing Sources (Uses) Proceeds from bonds/loans/commercial paper 118,105,000 -- 100,000,000 -- 85,000,000 110,000,000 Net premium/(discount) on bonds issued 17,384,785 -- 10,635,131 -- 14,181,542 -- Payment to refunded bond escrow agent (136,194,653) -- -- -- -- -- Transfers in(4) 108,527,505 112,790,956 121,056,537 129,695,163 135,767,519 145,958,795 Transfers out(4) (105,667,445) (105,310,956) (111,410,153) (120,145,163) (125,917,317) (134,958,795) Total other financing sources (uses) 2,155,192 7,480,000 120,281,515 9,550,000 109,031,744 121,000,000

Net Changes in Fund Balances (57,751,711) (23,337,686) 118,328,549 (39,058,702) 10,803,033 (132,282,744)

Fund Balances-beginning of year 338,818,981 281,067,270 257,729,584 376,058,133 336,999,430 347,802,463 Fund Balances-End of Year $281,067,270 $257,729,584 $376,058,133 $336,999,430 $347,802,463 $215,519,719

Footnotes on following page.

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(1) Combined activity for the Commission’s governmental funds including: the Commission’s General Fund, the

Regional Transportation Fund (a special revenue fund); two debt service funds (RTC Bonds Fund and RTC Reserve Fund); and two capital projects funds (the Highway Improvement Acquisition Fund, into which fuel taxes are deposited, and the RTC Highway Improvement Fund, into which sales taxes are deposited).

(2) Indexed Fuel Tax revenue is not pledged to the repayment of the 2016 Bonds. (3) Grants are generally based on reimbursements for capital. Therefore, grant levels fluctuate with the amount of

capital spending in any given year. (4) Includes transfers between the governmental funds. For transfers out, the figure is $800,000 higher than the

aggregate Operating Transfers Out set forth in the Commission’s 2017 budget documents submitted to the Nevada Department of Taxation (“Taxation”). The Commission advised Taxation that its 2017 budgeted aggregate Operating Transfers Out should be increased by $800,000 by separate letter dated June 15, 2016, and requested that a copy of such letter be included along with the Commission’s previously submitted 2017 budget documents.

(5) The Commission does not budget the receipt of any interest revenue. (6) The increase in budgeted capital outlay for fiscal year 2017 is due primarily to the commencement or

continuation of several projects being financed with Indexed Fuel Tax revenues. Budgeted capital outlay expenditures are also estimated high by the Commission to provide flexibility as the initiation and progression of projects financed with Indexed Fuel Taxes and other revenues is sometimes uncertain.

Source: Derived from the Commission’s Comprehensive Annual Financial Reports (“CAFR”) for the fiscal years

ended June 30, 2012 through 2015, and estimated fiscal year 2016 and budgeted fiscal year 2017 information contained within the Commission’s 2017 budget.

Risk Management

The Commission is exposed to various risks of loss related to torts; theft of, damage to, and destruction of assets; errors and omissions; and natural disasters for which the government carries commercial insurance. See Note 12 in the audited financial statements attached hereto as Appendix A for further information as to the Commission’s risk management activities as of June 30, 2015. In the opinion of the Director Finance of the Commission, such coverage is adequate and customary for similar entities insuring similar operations and assets.

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CLARK COUNTY, NEVADA

General

Clark County, a political subdivision of the State, was organized in 1909. The County has been and is now operating under the provisions of the general laws of the State. The County covers an area of 8,012 square miles in the southern portion of the State. Approximately 92% of the land in the County is owned by the United States or agencies thereof. The County is the most populous of the State’s 17 counties and holds approximately 73% of the State’s total population. The County seat and most populous city in the State is the City of Las Vegas. The economy of the County is dependent largely on tourism (which is based on legalized gaming and related forms of entertainment), federal government activities, industry, finance and retail merchandising.

The County provides a variety of governmental services, such as those of the County recorder, assessor and treasurer, and a criminal justice system, which includes the courts, district attorney, and public defender. In addition, the County provides local social and welfare services and local institutional youth services. The County also operates local public airports and hospitals from revenues provided from operations. The County supervises water and sewage systems through the Las Vegas Valley Water District, the Clark County Water Reclamation District, the Big Bend Water District, the Kyle Canyon Water District and the Coyote Springs Water Resources General Improvement District. The County provides road maintenance and construction, animal control, parks and recreation, fire protection, building inspection, and other local services to its unincorporated areas.

Board of County Commissioners

The Board of County Commissioners is the governing body of the County. The seven members are elected from County commission election districts for four-year staggered terms. The County Board members also serve as the directors of the Las Vegas Valley Water District, as trustees of the University Medical Center of Southern Nevada, the Clark County Water Reclamation District, the Big Bend Water District, the Kyle Canyon Water District, the Coyote Springs Water Resources General Improvement District, and as members of the Clark County Redevelopment Agency, the Clark County Liquor and Gaming Licensing Board, and the Mount Charleston Fire Protection District.

The current members of the County Board and their terms of office are as follows:

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Commission Member

District

Years of Service

Expiration of Current Term

Steve Sisolak, Chair A 7 years 2017 Lawrence L. Brown, III, Vice-Chair C 7 years 2017 Susan Brager F 9 years 2019 Marilyn Kirkpatrick B 1 year 2017 Chris Giunchigliani E 9 years 2019 Mary Beth Scow G 4 years 2019 Lawrence Weekly D 8 years 2017

County Commissioners are subject to term limitations (12 years) pursuant to the State constitution.

Administration

County Manager. The County Manager is the County’s chief executive officer and serves at the pleasure of the Board. Donald G. Burnette is the County Manager. Mr. Burnette has announced that he will retire as the County Manager by the end of 2016. On September 20, 2016, the Board appointed Yolanda T. King as the new County Manager, effective upon Mr. Burnette’s departure. Brief biographies for Mr. Burnette and Ms. King follow.

Don Burnette was appointed as County Manager on January 3, 2011. He previously served as the County’s Chief Administrative Officer starting July 1, 2002. Prior to becoming Chief Administrative Officer, Mr. Burnette served as Director of the County’s Administrative Services Department from 1999 to 2002 and as Assistant Director of Administrative Services from 1995 to 1999. He began his employment with Clark County in 1990. Mr. Burnette has a Bachelor’s of Science in Public Administration from Northern Arizona University and a Master’s of Public Administration from New Mexico State University.

Yolanda T. King was appointed Chief Financial Officer for Clark County in January 2014. Prior to this appointment, she was an Assistant County Manager, a responsibility she currently maintains. In her dual role as the CFO/Assistant County Manager, Ms. King's responsibilities include providing administrative oversight for the Finance, Human Resources and Fire departments. Ms. King served as the Director of Budget and Financial Planning where she was responsible for the preparation and management of Clark County's $6.2 billion budget and was responsible for overseeing the County's Procurement and Contracts and Community Resource Management (grants) functions. She has 20 years of experience in public finance and four years of experience in Internal Auditing. She currently serves as the lead lobbyist for Clark County and is the lead negotiator in the negotiations for the two largest County bargaining units. Yolanda began her employment with Clark County in 1986 as a part-time employee. She has a Dual Bachelor of Science degree in Accounting and Management Information Systems (MIS) from the University of Nevada, Las Vegas and a Master's of Business Administration from the University of Phoenix. Ms. King is the Plan Administrator of the Health Plan Executive Board and an appointed member of the Business Enterprise Fund Advisory Committee and the Government Finance Officers Association Budgeting and Policy Standing Committee.

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Financial Statements

The Pledged Revenues are accounted for by the Commission. Accordingly, no financial information is provided for the County. The County’s CAFR for the fiscal year ended June 30, 2015, currently can be found at the following internet address: www.clarkcountynv.gov, Finance Department, Comptroller Division.

TAX MATTERS

Federal Tax Matters

In the opinion of Bond Counsel, assuming continuous compliance with certain covenants described below, interest on the 2016 Bonds is excluded from gross income under federal income tax laws pursuant to Section 103 of the Tax Code, and interest on the 2016 Bonds is excluded from alternative minimum taxable income as defined in Section 55(b)(2) of the Tax Code except that such interest is required to be included in calculating the “adjusted current earnings” adjustment applicable to corporations for purposes of computing the alternative minimum taxable income of corporations as described below.

The Tax Code imposes several requirements which must be met with respect to the 2016 Bonds in order for the interest thereon to be excluded from gross income and alternative minimum taxable income (except to the extent of the aforementioned adjustment applicable to corporations). Certain of these requirements must be met on a continuous basis throughout the term of the 2016 Bonds. These requirements include: (a) limitations as to the use of proceeds of the 2016 Bonds; (b) limitations on the extent to which proceeds of the 2016 Bonds may be invested in higher yielding investments; and (c) a provision, subject to certain limited exceptions, that requires all investment earnings on the proceeds of the 2016 Bonds above the yield on the 2016 Bonds to be paid to the United States Treasury. The County will covenant and represent in the Bond Ordinance that it will take all steps to comply with the requirements of the Tax Code to the extent necessary to maintain the exclusion of interest on the 2016 Bonds from gross income and alternative minimum taxable income (except to the extent of the aforementioned adjustment applicable to corporations) under federal income tax laws in effect when the 2016 Bonds are delivered. Bond Counsel’s opinion as to the exclusion of interest on the 2016 Bonds from gross income and alternative minimum taxable income (to the extent described above) is rendered in reliance on these covenants, and assumes continuous compliance therewith. The failure or inability of the County to comply with these requirements could cause the interest on the 2016 Bonds to be included in gross income, alternative minimum taxable income or both from the date of issuance. Bond Counsel’s opinion also is rendered in reliance upon certifications of the County and other certifications furnished to Bond Counsel. Bond Counsel has not undertaken to verify such certifications by independent investigation.

Section 55 of the Tax Code contains a 20% alternative minimum tax on the alternative minimum taxable income of corporations. Under the Tax Code, 75% of the excess of a corporation’s “adjusted current earnings” over the corporation’s alternative minimum taxable income (determined without regard to this adjustment and the alternative minimum tax net operating loss deduction) is included in the corporation’s alternative minimum taxable income

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for purposes of the alternative minimum tax applicable to the corporation. “Adjusted current earnings” includes interest on the 2016 Bonds.

The Tax Code contains numerous provisions which may affect an investor’s decision to purchase the 2016 Bonds. Owners of the 2016 Bonds should be aware that the ownership of tax-exempt obligations by particular persons and entities, including, without limitation, financial institutions, insurance companies, recipients of Social Security or Railroad Retirement benefits, taxpayers who may be deemed to have incurred or continued indebtedness to purchase or carry tax-exempt obligations, foreign corporations doing business in the United States and certain “subchapter S” corporations may result in adverse federal and state tax consequences. Under Section 3406 of the Tax Code, backup withholding may be imposed on payments on the 2016 Bonds made to any owner who fails to provide certain required information, including an accurate taxpayer identification number, to certain persons required to collect such information pursuant to the Tax Code. Backup withholding may also be applied if the owner underreports “reportable payments” (including interest and dividends) as defined in Section 3406, or fails to provide a certificate that the owner is not subject to backup withholding in circumstances where such a certificate is required by the Tax Code. All of the 2016 Bonds were sold at a premium, representing a difference between the original offering price of those 2016 Bonds and the principal amount thereof payable at maturity. Under certain circumstances, an initial owner of such bonds (if any) may realize a taxable gain upon their disposition, even though such bonds are sold or redeemed for an amount equal to the owner’s acquisition cost. Bond Counsel’s opinion relates only to the exclusion of interest on the 2016 Bonds from gross income and alternative minimum taxable income as described above and will state that no opinion is expressed regarding other federal tax consequences arising from the receipt or accrual of interest on or ownership of the 2016 Bonds. Owners of the 2016 Bonds should consult their own tax advisors as to the applicability of these consequences.

The opinions expressed by Bond Counsel are based on existing law as of the delivery date of the 2016 Bonds. No opinion is expressed as of any subsequent date nor is any opinion expressed with respect to pending or proposed legislation. Amendments to the federal or state tax laws may be pending now or could be proposed in the future that, if enacted into law, could adversely affect the value of the 2016 Bonds, the exclusion of interest on the 2016 Bonds from gross income or alternative minimum taxable income or both from the date of issuance of the 2016 Bonds or any other date, the tax value of that exclusion for different classes of taxpayers from time to time, or that could result in other adverse tax consequences. In addition, future court actions or regulatory decisions could affect the tax treatment or market value of the 2016 Bonds. Owners of the 2016 Bonds are advised to consult with their own tax advisors with respect to such matters.

The Internal Revenue Service (the “Service”) has an ongoing program of auditing tax-exempt obligations to determine whether, in the view of the Service, interest on such tax-exempt obligations is includable in the gross income of the owners thereof for federal income tax purposes. No assurances can be given as to whether or not the Service will commence an audit of the 2016 Bonds. If an audit is commenced, the market value of the 2016 Bonds may be adversely affected. Under current audit procedures the Service will treat the County as the taxpayer and the 2016 Bond owners may have no right to participate in such procedures. The County has covenanted in the Bond Ordinance not to take any action that would cause the interest on the

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2016 Bonds to lose its exclusion from gross income for federal income tax purposes or lose its exclusion from alternative minimum taxable income for the owners thereof for federal income tax purposes. None of the County, the Financial Advisors, the Underwriters, Bond Counsel, Special Counsel or Underwriter’s Counsel is responsible for paying or reimbursing any 2016 Bond holder with respect to any audit or litigation costs relating to the 2016 Bonds.

State Tax Exemption

Under the laws of the State in effect as of the date of delivery of the 2016 Bonds, the 2016 Bonds, their transfer, and the income therefrom, are free and exempt from taxation by the State or any subdivision thereof except for the tax on estates imposed pursuant to Chapter 375A of NRS and the tax on generation-skipping transfers imposed pursuant to Chapter 375B of NRS.

LEGAL MATTERS

Litigation

The County. Based on its review and search of the court dockets for the Eighth Judicial District Court for the State, Clark County, and the United States District Court of Nevada in the County, the District Attorney’s office is of the opinion that there is no action, suit, proceeding, inquiry or investigation at law or in equity pending before any court, regulatory agency, public board or body, nor, to their knowledge, is any such action threatened, seeking to (i) restrain or enjoin the issuance, sale, execution or delivery of the 2016 Bonds or (ii) in any way contest or affect the validity of the 2016 Bonds or any proceedings of the County taken with respect to the issuance or sale thereof or the pledge, collection or application of any moneys or security provided for the payment of the 2016 Bonds, or the corporate existence or the powers of the County.

The County’s participation in the preparation of this Official Statement has been limited to the sections entitled “INTRODUCTION - The Issuer,” “SECURITY FOR THE 2016 BONDS,” excluding the caption thereunder entitled Outstanding Debt and Other Obligations, “CLARK COUNTY, NEVADA,” and “LEGAL MATTERS - Litigation - The County.”

The Commission. The Commission is subject to certain pending and threatened litigation regarding various matters arising in the ordinary course of the Commission’s operations. However, it is the opinion of Counsel to the Commission that the known pending or threatened lawsuits are not likely to result in final judgments against the Commission which would, individually or in the aggregate, adversely affect the Commission’s financial position or its ability to apply the Pledged Revenues to pay debt service on the 2016 Bonds.

Sovereign Immunity

Pursuant to State statute (NRS 41.035), an award for damages in an action sounding in tort against the County may not include any amount as exemplary or punitive damages and is limited to $100,000 per cause of action. The limitation does not apply to federal actions brought under federal law such as civil rights actions under 42 U.S.C. Section 1983 and actions under The Americans with Disabilities Act of 1990, or to actions in other states.

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Approval of Certain Legal Proceedings

The approving opinion of Sherman & Howard L.L.C., as Bond Counsel, will be delivered with the 2016 Bonds. A form of the bond counsel opinion is attached to this Official Statement as Appendix E. The opinion will include a statement that the obligations of the County are subject to the reasonable exercise in the future by the State and its governmental bodies of the police power inherent in the sovereignty of the State and to the exercise by the United States of the powers delegated to it by the federal constitution, including bankruptcy. Sherman & Howard L.L.C. has also acted as Special Counsel to the County in connection with this Official Statement. Certain matters will be passed upon for the County by the District Attorney and for the Commission by Holland & Hart LLP, counsel to the Commission.

Police Power

The obligations of the County are subject to the reasonable exercise in the future by the State and its governmental bodies of the police power and powers of taxation inherent in the sovereignty of the State, and to the exercise by the United States of the powers delegated to it by the federal constitution (including bankruptcy).

FINANCIAL ADVISORS

Hobbs, Ong & Associates, Inc. and Public Financial Management, Inc. are serving as Financial Advisors to the County in connection with the 2016 Bonds. See “INTRODUCTION - Additional Information” for contact information for the Financial Advisors. The Financial Advisors have not audited, authenticated or otherwise verified the information set forth in the Official Statement, or any other related information available to the County or the Commission, with respect to the accuracy and completeness of disclosure of such information, and no guaranty, warranty or other representation is made by the Financial Advisors respecting accuracy and completeness of the Official Statement or any other matter related to the Official Statement.

INDEPENDENT AUDITORS

The Commission’s audited basic component unit financial statements as of and for the year ended June 30, 2015, and the report rendered thereon by Moss Adams LLP, independent certified public accountants, Scottsdale, Arizona, have been included in this Official Statement as Appendix A.

The audited basic financial statements of the Commission, including the auditor’s report thereon, are public documents and pursuant to State law, no consent from the auditors is required to be obtained prior to inclusion of the audited basic financial statements in this Official Statement. The Commission has not requested that its auditors provide consent for inclusion of its audited financial statements in this Official Statement and Moss Adams LLP has not participated in any way in the preparation of this Official Statement. Further, since the date of its report, Moss Adams LLP has not been engaged to perform and has not performed any procedures on the basic financial statements addressed in that report and also has not performed any procedures relating to this Official Statement.

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RATINGS

Moody’s Investors Service, Inc. and S&P Global Ratings have assigned the 2016 Bonds the ratings shown on the cover page of this Official Statement.

There is no assurance that such ratings will continue for any given period of time after they are received or that they will not be lowered or withdrawn entirely if, in the judgment of the rating agencies, circumstances so warrant. Other than the Commission’s obligations under the Disclosure Certificate, none of the Commission, the County, the Underwriters, or the Financial Advisors has undertaken any responsibility either to bring to the attention of the owners of the 2016 Bonds any proposed change in or withdrawal of such ratings or to oppose any such proposed revision. Any such change in or withdrawal of the ratings could have an adverse effect on the market price of the 2016 Bonds.

INVESTMENT ADVISOR

Raymond James & Associates, Inc. (“Raymond James”) is acting as registered investment advisor to the County in connection with the issuance of the 2016 Bonds. Raymond James may also receive compensation for serving as bidding agent in conducting a competitive bid procurement process for the investment of some or all of the 2016 Bonds proceeds.

UNDERWRITING

The County sold the 2016 Bonds at public sale to Wells Fargo Bank, National Association, Municipal Products Group (the “Initial Purchaser”) at a purchase price equal to $44,795,809.04 (equal to the par amount of the 2016 Bonds, plus original issue premium of $8,507,427.00 and less underwriting discount of $116,617.96).

OFFICIAL STATEMENT CERTIFICATION

The undersigned official hereby confirms and certifies that the execution and delivery of this Official Statement and its use in connection with the offering and sale of the 2016 Bonds has been duly authorized by the Board and the Commission Board.

CLARK COUNTY, NEVADA By: /s/ Yolanda T. King Chief Financial Officer REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA By: /s/ Marc L. Traasdahl Director of Finance

A-1

APPENDIX A

COMPREHENSIVE ANNUAL FINANCIAL REPORT OF THE REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA

FOR THE FISCAL YEAR ENDED JUNE 30, 2015

NOTE: Prospective investors are cautioned that the 2016 Bonds are payable solely from Pledged Revenues and moneys on deposit in the Reserve Fund. Inclusion of the basic financial statements of the Commission is for informational purposes only and does not imply that the 2016 Bonds constitute a general obligation of the Commission or a lien on any revenues other than the Pledged Revenues.

J U N E 3 0 , 2 0 1 5

R E G I O N A L T R A N S P O R T A T I O N C O M M I S S I O N O F S O U T H E R N N E V A D A

A C O M P O N E N T U N I T O F C L A R K C O U N T Y , N E V A D A

C O M P O N E N T U N I T F I N A N C I A L S T A T E M E N T S


A COMPONENT UNIT OF CLARK

COUNTY, NEVADA

COMPONENT UNIT FINANCIAL STATEMENTS

FOR THE FISCAL YEAR ENDED JUNE 30, 2015

Prepared by the Department of Finance

Las Vegas, Nevada

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA JUNE 30, 2015

Table of Contents

Page No. Officials 1 Financial Section:

Report of Independent Auditors 2 - 4

Management’s Discussion and Analysis 5 - 15 Basic Financial Statements: Government-Wide Financial Statements: Statement of Net Position 16 - 17 Statement of Activities 18 Fund Financial Statements: Governmental Funds – Balance Sheet 19 Reconciliation of the Balance Sheet to the Statement of Net Position 20 Governmental Funds – Statement of Revenues, Expenditures and Changes in Fund Balance 21 Reconciliation of the Statement of Revenues, Expenditures and Changes in Fund Balance to the Statement of Activities 22 Proprietary Fund – Statement of Net Position 23 Proprietary Fund – Statement of Revenues, Expenses and Changes in Net Position 24 Proprietary Fund – Statement of Cash Flows 25 Notes to Financial Statements 26 - 60

Required Supplementary Information

Schedule of Funding Progress, Other Postemployment Benefits 61 Schedule of Revenues, Expenditures and Changes in Fund Balances – Budget and Actual: Regional Transportation Commission Fund 62

Regional Transportation Fund 63 RTC Bonds Fund 64 RTC Reserve Fund 65 Highway Improvement Acquisition Fund 66 RTC Highway Improvement Fund 67

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA JUNE 30, 2015

Table of Contents (continued) Page No. Schedule of Revenues, Expenses and Changes in Net Position – Budget and Actual – Public Transit Fund 68 Schedule of Cash Flows – Budget and Actual – Public Transit Fund 69 Notes to Required Supplementary Information 70 – 71 Schedule of Proportionate Share of the Net Pension Liability 72 Schedule of Defined Benefit Plan Contributions 73 Other Information

Report of Independent Auditors on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 74 - 75

R E G I O N A L T R A N S P O R T A T I O N C O M M I S S I O N O F S O U T H E R N N E V A D A

A C O M P O N E N T U N I T O F C L A R K C O U N T Y , N E V A D A

Tina Quigley, General ManagerRegional Transportation Commission

of Southern Nevada

Steve Sisolak, Chair

Larry Brown, Vice-Chair

Tom Collins

Lawrence Weekly

Chris Giunchigliani

Susan Brager

Mary Beth Scow

RTC BOARD OF COMMISSIONERS

GENERAL MANAGER

COUNTYCOMMISSIONERS

Larry Brown, ChairmanClark County

Mayor John Lee City of North Las Vegas

Chris GiunchiglianiClark County

Lois TarkanianCity of Las Vegas

Debra March, Vice ChairmanCity of Henderson

Mayor Allan Litman City of Mesquite

Mayor Roger ToblerCity of Boulder City

Steve RossCity of Las Vegas

FINANCIAL SECTION

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REPORTOFINDEPENDENTAUDITORSBoardofCommissionersRegionalTransportationCommissionofSouthernNevada

ReportontheFinancialStatements

Wehaveaudited theaccompanying financial statementsof thegovernmental activities, business‐typeactivities,andeachmajorfundoftheRegionalTransportationCommissionofSouthernNevada(RTC),asof and for the year ended June 30, 2015, and the related notes to the financial statements, whichcollectivelycomprisetheRTC’sbasicfinancialstatementsaslistedinthetableofcontents.

Management'sResponsibilityfortheFinancialStatements

Management is responsible for the preparation and fair presentation of these financial statements inconformitywithaccountingprinciplesgenerallyacceptedintheUnitedStatesofAmerica;thisincludesthe design, implementation, andmaintenance of internal control relevant to the preparation and fairpresentationoffinancialstatementsthatarefreefrommaterialmisstatement,whetherduetofraudorerror.

Auditor'sResponsibility

Ourresponsibilityistoexpressopinionsonthesefinancialstatementsbasedonouraudit.WeconductedourauditinaccordancewithauditingstandardsgenerallyacceptedintheUnitedStatesofAmericaandthestandardsapplicabletofinancialauditscontainedinGovernmentAuditingStandards, issuedbytheComptrollerGeneraloftheUnitedStates.Thosestandardsrequirethatweplanandperformtheaudittoobtain reasonable assurance about whether the financial statements are free from materialmisstatement.

Anauditinvolvesperformingprocedurestoobtainauditevidenceabouttheamountsanddisclosuresinthe financial statements. The procedures selected depend on the auditor's judgment, including theassessmentof therisksofmaterialmisstatementof the financialstatements,whetherdue to fraudorerror. Inmakingthoseriskassessments, theauditorconsiders internalcontrolrelevantto theentity'spreparationand fairpresentationof the financial statements inorder todesignauditprocedures thatare appropriate in the circumstances, but not for the purpose of expressing an opinion on theeffectiveness of the RTC’s internal control. Accordingly, we express no such opinion. An audit alsoincludes evaluating the appropriateness of accounting policies used and the reasonableness ofsignificantaccountingestimatesmadebymanagement,aswellasevaluatingtheoverallpresentationofthefinancialstatements.

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Webelievethattheauditevidencewehaveobtainedissufficientandappropriatetoprovideabasisforourauditopinions.

Opinions

In our opinion, the financial statements referred to above present fairly, in allmaterial respects, therespectivefinancialpositionofthegovernmentalactivities,thebusiness‐typeactivities,andeachmajorfund of the Regional Transportation Commission of Southern Nevada, as of June 30, 2015, and therespective changes in financial position, and, where applicable, cash flows thereof for the year thenendedinconformitywithaccountingprinciplesgenerallyacceptedintheUnitedStatesofAmerica.

EmphasisofMatter

IntheyearendedJune30,2015,theRTCadoptednewaccountingguidance,GovernmentalAccountingStandards Board Statement No. 68, Accounting and Financial Reporting for Pensions, as amended byGASBStatementNo.71,PensionTransitionforContributionsMadeSubsequenttotheMeasurementDate,whichmodifiedthepresentationofthefinancialstatementsbyestablishingstandardsformeasuringandrecognizing net pension liabilities, deferred outflows of resources, deferred inflows of resources, andexpenses related to pension benefits provided through defined benefit pension plans. In addition,Statement68requiresdisclosureofinformationrelatedtopensionbenefits.AsdiscussedinNote1tothebasicfinancialstatements,theadoptionofGASBStatements68and71resultedintherestatementofbeginningnetposition.Ouropinionsarenotmodifiedwithrespecttothismatter.

OtherMatters

RequiredSupplementaryInformation

AccountingprinciplesgenerallyacceptedintheUnitedStatesofAmericarequirethattheManagement’sDiscussionandAnalysisonpages5through15,theScheduleofFundingProgress–OtherPostemploymentBenefits on page 61, the Schedule ofProportionate Share of theNetPension Liability on page 72, theScheduleofDefinedBenefitPlanContributionsonpage73,andtheBudgetaryComparisonInformationonpages 62 through 69, be presented to supplement the basic financial statements. Such information,although not a part of the basic financial statements, is required by the Governmental AccountingStandards Boardwho considers it to be an essential part of financial reporting for placing the basicfinancial statements in an appropriate operational, economic, or historical context.We have appliedcertain limited procedures to the required supplementary information in accordance with auditingstandards generally accepted in the United States of America, which consisted of inquiries ofmanagement about the methods of preparing the information and comparing the information forconsistencywithmanagement's responses to our inquiries, the basic financial statements, and otherknowledgeweobtainedduringourauditofthebasicfinancialstatements.Wedonotexpressanopinionor provide any assurance on the information because the limited procedures do not provide uswithsufficientevidencetoexpressanopinionorprovideanyassurance.

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OtherReportingRequiredbyGovernmentAuditingStandards

In accordance with Government Auditing Standards, we have also issued our report datedNovember10,2015onourconsiderationof theRTC’s internalcontrolover financialreportingandonourtestsofitscompliancewithcertainprovisionsoflaws,regulations,contracts,andgrantagreementsandothermatters.Thepurposeofthatreportistodescribethescopeofourtestingofinternalcontroloverfinancialreportingandcomplianceandtheresultsofthattesting,andnottoprovideanopiniononinternal control over financial reportingor on compliance.That report is an integral part of an auditperformedinaccordancewithGovernmentAuditingStandardsinconsideringtheRTC’sinternalcontroloverfinancialreportingandcompliance.

Scottsdale,ArizonaNovember10,2015

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MANAGEMENT’S DISCUSSION AND ANALYSIS June 30, 2015

The Management’s Discussion and Analysis (MD&A) of the Regional Transportation Commission of Southern Nevada’s (RTC) financial performance provides an introduction and overview to the financial statements of the RTC for the fiscal year ended June 30, 2015. The information contained in this MD&A should be considered in conjunction with the information contained in the financial statements and accompanying notes in this report. FINANCIAL STATEMENTS The RTC’s financial statements are prepared in accordance with accounting principles generally accepted in the United States as promulgated by the Governmental Accounting Standards Board (GASB). The RTC is structured with several governmental funds for administration, debt service and street and highway construction, and one proprietary fund for public transit operations. In the proprietary fund and government-wide financial statements, revenues are recognized when earned, not when received and expenses are recognized when incurred, not when paid. Capital assets, except land, are depreciated over their estimated useful lives. A portion of net position is restricted for debt service and for street and highway projects. See the financial statement notes for a summary of the RTC’s significant accounting policies. The following is a brief discussion of the structure of the basic financial statements: Government-wide Financial Statements The government-wide financial statements are designed to provide a broad overview of the RTC's finances. These statements are structured around the primary government. They are further divided into governmental activities and business-type activities. Governmental activities are those generally supported through taxes and intergovernmental revenues, while business-type activities are those for which a fee is charged for goods or services received, and can be subsidized with taxes. The statement of net position presents information on all of the RTC’s assets, deferred outflows of resources, liabilities and deferred inflows of resources, with the difference between assets plus deferred outflows of resources and liabilities plus deferred inflows of resources, as net position. Net position is segregated into three components: net investment in capital assets, restricted, and unrestricted net position. The statement of activities presents information showing how the RTC’s net position changed during the fiscal year. All changes in net position are reported when the underlying event giving rise to the change occurs, regardless of the timing of the related cash flows. Thus, there are some revenues and expenses reported in this statement that will result in cash flows in future fiscal periods. Fund Financial Statements Fund financial statements provide detailed information about the RTC's funds. The RTC has two categories of funds. Governmental Funds – Governmental funds are used to account for essentially the same functions reported as governmental activities in the government-wide financial statements described above. However, unlike the government-wide financial statements, governmental fund financial statements use the modified accrual basis of accounting, which focuses on near-term inflows and outflows of available resources, as well as on balances of available resources at the end of the fiscal year. To provide a better understanding of the relationship between the governmental fund financial statements and

6

government-wide financial statements, reconciliations are provided detailing the differences between the two financial statements' balances and results. Proprietary Funds – Funds that focus on the determination of operating income, changes in net position (or cost recovery), financial position, and cash flows are reported for proprietary funds. The RTC has one type of proprietary fund, an enterprise fund. Enterprise funds are used to report an activity where fees are charged to external users. The RTC’s sole enterprise fund, the Public Transit Fund, is used to account for transit operations. FINANCIAL HIGHLIGHTS The governmental activities of the RTC consist of two highway improvement funds, two debt service funds, and two funds utilized to account for administration of the RTC and distribution of a portion of the sales and excise tax revenue. The RTC funds a portion of street and highway projects for Clark County, the City of Las Vegas, City of Henderson, City of North Las Vegas, City of Boulder City, City of Mesquite, Bunkerville, Indian Springs, Laughlin, Moapa, Moapa Valley, Mt. Charleston, and Searchlight, (collectively referred to as the Jurisdictions) through a nine cent motor vehicle fuel tax and an indexed fuel tax, and a portion of the sales and excise tax revenue allocated to the RTC Highway Improvement Fund. The business-type activities consist solely of the RTC Public Transit System, accounted for in an enterprise fund. The continued construction of street and highway, public transit facilities, and the acquisition of public transit equipment account for the majority of the changes in the balances reported in the statement of net position. In fiscal year 2015 the RTC benefited from a 6.9% increase in sales and excise tax revenue, a 3.1% increase in motor vehicle fuel tax revenue, and the continuation of the inflationary adjustments for the indexed fuel tax revenue. The first indexed fuel tax adjustment for inflation occurred on January 1, 2014 at a rate of 6.22%, which resulted in the first indexed fuel tax rate of 3.3 cents per gallon which generated $12,732,079 in revenue for the last six months of FY2014. The second indexed fuel tax adjustment for inflation occurred on July 1, 2014 at a rate of 6.05% which brought the cumulative indexed fuel tax rate to 6.6 cents gallon, which generated $53,320,277 in revenue for FY2015.

2015 2014 2015 2014 2015 2014

ASSETS AND DEFERRED OUTFLOWS OF RESOURCESCurrent and other assets 383,499,108$ 398,751,841$ 164,234,877$ 152,441,178$ 547,733,985$ 551,193,019$ Net capital assets 17,755,825 18,583,700 374,191,612 388,756,830 391,947,437 407,340,530 Total assets 401,254,933 417,335,541 538,426,489 541,198,008 939,681,422 958,533,549 Deferred outflows of resources 8,800,876 6,211,737 1,953,303 - 10,754,179 6,211,737 Total assets and deferred outflows of resources 410,055,809 423,547,278 540,379,792 541,198,008 950,435,601 964,745,286

LIABILITIES AND DEFERRED INFLOWS OF RESOURCESLong-term liabilities 836,560,596 852,511,929 17,872,791 5,037,074 854,433,387 857,549,003 Other liabilities 54,432,219 39,552,326 18,519,799 28,355,837 72,952,018 67,908,163 Total liabilities 890,992,815 892,064,254 36,392,591 33,392,911 927,385,406 925,457,166 Deferred inflows of resources 16,210,692 1,774,515 3,093,888 - 19,304,580 1,774,515 Total liabilities and deferred inflows of resources 907,203,507 893,838,769 39,486,479 33,392,911 946,689,986 927,231,681

NET POSITIONNet investment in capital assets 17,755,825 18,583,700 374,191,612 388,756,830 391,947,437 407,340,530 Restricted 311,753,551 351,773,421 311,753,551 351,773,421 Unrestricted (deficit) (826,657,074) (840,648,613) 126,701,701 119,048,267 (699,955,373) (721,600,346)

TOTAL NET POSITION (497,147,698)$ (470,291,492)$ 500,893,313$ 507,805,097$ 3,745,615$ 37,513,605$

Condensed Statements of Net Position

Governmental Activities Business Type Activities Total

June 30, 2015 and 2014

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Governmental Activities In June of 2013 the Nevada State Legislature passed Assembly Bill No. 413, authorizing Clark County to impose additional taxes on fuels for motor vehicles referred to as Indexed Fuel Tax. Under Indexed Fuel Tax, Motor Vehicle Fuel Taxes are increased annually by the ten year average of the Producer Price Index for non-residential construction not to exceed 7.8%. On September 3, 2013, the Clark County Commission adopted Ordinance No. 4126, which imposed the Indexed Fuel Taxes commencing on January 1, 2014 and further increases will be calculated and imposed on July 1, 2014, July 1, 2015, and July 1, 2016 to a maximum 10 cents per gallon of additional fuel tax. On April 1, 2014, Clark County for the benefit of RTC issued Indexed Fuel Tax highway revenue bonds, Series 2014A, and received approximately $110,600,000 in proceeds to be used for roadway projects. The decrease in current and other assets is due to the spending down of the Series 2014A bond proceeds offset by increases in restricted cash in custody of the County Treasurer, restricted cash in the bank, accounts receivable, and amounts due from other governmental units. Restricted cash increased due to prioritizing the spend-down of bond proceeds while restricted cash balances grew from fuel tax revenue collections. The bond proceeds were almost completely spent down at June 30, 2015. Restricted cash will fund roadway projects until November 10, 2015, the anticipated closing date of the Series 2015 Indexed Fuel Tax highway revenue bonds that will be issued for $85,000,000. Accounts receivable increased due to amounts due to RTC from the Nevada Department of Transportation (NDOT) for construction expenditures on the Boulder City Bypass or the first leg of Interstate 11 (I-11). RTC and NDOT entered into an inter-local agreement where NDOT reimburses the RTC for 95% of I-11 expenditures up to approximately $233,506,000 with federal Surface Transportation Program funds. The total cost of I-11 is approximately $289,000,000. I-11 expenditures not reimbursed with STP funds will be paid by a combination of Indexed Fuel Tax revenues and bond proceeds. Amounts due from other governmental units increased due to the Indexed Fuel Tax rate increasing from 3.3 cents per gallon to 6.6 cents per gallon effective July 1, 2014, and increased sales tax revenue of 6.9%. The increase in deferred outflows of resources is primarily due to recording deferred outflow of resources – contributions related to the implementation of GASB Statement No. 68, Accounting and Financial Reporting for Pensions. Deferred outflow of resources – contributions of $3,215,533 representing a deferred outflow of resources for contributions made to the Public Employees’ Retirement System (PERS) for fiscal year 2015. The decrease in long-term liabilities is due to the regularly scheduled payment of principal for bonds and notes payable. The corresponding decrease was reduced by the net pension liability of $19,748,881 recorded and outstanding for FY2015. The recording of net pension liability is due to the implementation of GASB Statement No. 68, Accounting and Financial Reporting for Pensions, and represents RTC’s portion of the Nevada State PERS unfunded pension liability. The increase in other liabilities was primarily due to the increased expenditures and accounts payable related to street and highway construction activity funded by indexed fuel taxes. Restricted net position is comprised of net resources for the Jurisdictions’ street and highway projects and debt service. Available resources for the Jurisdictions’ street and highway projects decreased as described above for current and other assets. The RTC reimburses the Jurisdictions for approved expenditures on street and highway projects, and the Jurisdictions retain and maintain the improved assets. The RTC's borrowing to help fund jurisdictional street and highway improvement projects contributes to the accumulated deficit in the RTC governmental funds as the resulting debt is retained and serviced by the RTC. The decrease in the unrestricted deficit is due to the payment of bond principal as discussed above for long-term liabilities.

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Business Type Activities On October 10, 2013 the RTC approved an agreement with the State of Nevada Department of Health and Human Services, Division of Health Care Financing and Policy for the partial reimbursement of Medicaid eligible medical Para Transit rides based on a calculated cost per ride effective January 1, 2012 through December 31, 2016. The amount paid to RTC under this agreement may not exceed $20,993,056. Current and other assets increased primarily due an approximate $26,600,000 increase in cash offset by an approximate $11,900,000 decrease in accounts receivable. Cash balances increased primarily due to the collection of the approximate $11,900,000 due from Medicaid, an increase of approximately $9,400,000 collected in sales tax, and an increase of approximately $6,600,000 collected in federal and state grants. Accounts receivable decreased due to the collection of the approximate $11,900,000 due from Medicaid in the previous year. Capital assets, net, decreased by approximately $14,600,000. The decrease was primarily due to depreciation expense of approximately $41,300,000 offset by the addition of approximately $26,700,000 of capital expenditures for the Mobility Training Center, and the acquisition of transit vehicles and fueling equipment. Deferred outflows of resources – contributions of $1,953,303 was due to recording deferred outflow of resources – contributions related to the implementation of GASB Statement No. 68, Accounting and Financial Reporting for Pensions and contributions in the same amount to the Public Employers Retirement System(PERS) for fiscal year 2015. Long-term liabilities increased due to the annual increase of approximately $860,000 in the other post-employment benefits obligation more fully described in note 11 to the financial statements, and the recording of the pension liability of $11,996,628 due to the implementation of GASB Statement No. 68, Accounting and Financial Reporting for Pensions, and represents RTC’s portion of the Nevada State PERS unfunded pension liability. Other liabilities decreased mainly due to the decrease in accounts payable, which is due to the timing of vendors submitting invoices and the related due dates fluctuating from year to year. The net position amounts fluctuated in relation to current and other assets and capital assets as described previously.

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2015 2014 2015 2014 2015 2014PROGRAM REVENUES

Charges for services -$ -$ 82,167,437$ 87,827,263$ 82,167,437$ 87,827,263$ Operating grants and contributions 5,314,382 4,903,108 742,621 1,385,020 6,057,003 6,288,128 Capital grants and contributions 22,931,581 5,485,563 18,463,190 11,890,510 41,394,771 17,376,073

GENERAL REVENUESMotor vehicle fuel tax 121,569,246 78,542,958 - - 121,569,246 78,542,958 Jet-aviation fuel tax 3,513,971 3,462,893 - - 3,513,971 3,462,893 Sales and excise tax 45,517,496 42,574,499 136,552,487 127,723,497 182,069,982 170,297,996 Interest income 6,580,338 2,836,427 1,259,305 1,011,845 7,839,643 3,848,272 Other 2,159,473 5,253,089 46,667 150,000 2,206,139 5,403,089

207,586,487 143,058,537 239,231,707 229,988,135 446,818,194 373,046,672

EXPENSESPublic works 186,485,162 79,737,084 - - 186,485,162 79,737,084 Interest on long-term debt 35,444,220 38,685,858 - - 35,444,220 38,685,858 Public transit - - 223,190,763 210,398,515 223,190,763 210,398,515

221,929,382 118,422,942 223,190,763 210,398,515 445,120,145 328,821,457

Changes in net position before transfers (14,342,895) 24,635,594 16,040,944 19,589,620 1,698,049 44,225,214

Net transfers 9,550,000 9,646,384 (9,550,000) (9,646,384) - -

Change in net position (4,792,895) 34,281,978 6,490,944 9,943,236 1,698,049 44,225,214

Net position - beginning (470,291,493) (504,573,471) 507,804,917 497,861,681 37,513,424 (6,711,790) Cumulative effect of change in

accounting principle (22,063,310) - (13,402,548) - (35,465,858) - Net position - beginning as restated (492,354,803) (504,573,471) 494,402,369 497,861,681 2,047,566 (6,711,790)

Net position - ending (497,147,698)$ (470,291,493)$ 500,893,313$ 507,804,917$ 3,745,615$ 37,513,424$

Condensed Statements of Activities

Governmental Activities Business Type Activities Total

For the years ended June 30, 2015 and 2014

Fluctuations in revenues and expenses for fiscal year 2015 compared to fiscal year 2014 are explained below. Governmental Activities Capital grants for governmental activities increased mainly due to the Nevada Department of

Transportation Agreement for the Boulder City Bypass/I-11 project. RTC and NDOT entered into an inter-local agreement where NDOT reimburses the RTC for 95% of I-11 expenditures up to approximately $233,506,000 with federal Surface Transportation Program funds.

Motor vehicle fuel tax revenue increased mainly due to the Indexed Fuel Tax rate increasing from

3.3 cents per gallon to 6.6 cents per gallon effective July 1, 2014.

Sales and excise tax increased by approximately 6.9% due to increased taxable sales in Clark County. This is the fifth year of increased sales and excise tax revenue which is contributing to a recovering Southern Nevada economy.

The increase in spending on public works projects is due to the increase in the amount of funds

available from the indexed fuel tax collections and indexed fuel tax revenue bond proceeds, Series 2014A. The jurisdictions also have had more time to design and place projects under contract for this $700,000,000 road construction program. Fiscal Year 2015 was the first full year of indexed fuel tax revenue.

10

The cumulative effect of change in accounting principle of $22,063,310 for fiscal year 2015 is due to the implementation of GASB Statement No. 68, Accounting and Financial Reporting for Pensions, and represents pension expenditures for prior fiscal years.

Business Type Activities Charges for services decreased mainly due to the net Medicaid ride reimbursement from the State

of Nevada related to para transit medical rides for FY2015 of approximately $5,100,000 compared to reimbursement for FY2014 of approximately $14,000,000 which consisted of reimbursement for the period of January 1, 2012 to June 30, 2014, or 2.5 years of revenue. This decrease is offset by an increase in fixed route passenger fare revenue of approximately 3.2% or $2,300,000.

Capital grants for business type activities fluctuate annually based on the volume of capital

procurements and the timing of grant awards. The increase in capital grants in FY2015 is primarily due to grant award and reimbursement for 15 sixty foot compressed natural gas (CNG) articulating buses in FY2015 versus grant award and reimbursement for 4 sixty foot CNG articulating buses in FY2014 at a cost of approximately $761,000 each.

As mentioned under Governmental Activities, sales and excise tax increased by approximately

6.9% due to increased taxable sales in Clark County. Public transit expenses increased approximately $12,800,000 primarily due to the following: fixed

route service hours were increased by 73,604 hours over the prior year, the fixed route cost per service hour increased by 1.66%, for a total increase in cost of providing fixed route service of approximately $5,600,000, Security expense increased by approximately $3,000,000 due to extra security officers contracted to protect bus drivers and the riding public, and Depreciation expense increased by approximately $2,400,000 due to the ongoing implementation of the fleet replacement plan in purchasing fixed route and para transit vehicles to replace vehicles closer to the end of their estimated useful lives.

The cumulative effect of change in accounting principle of $13,402,548 for fiscal year 2015 is due to

the implementation of GASB Statement No. 68, Accounting and Financial Reporting for Pensions, and represents pension expenditures for prior fiscal years.

11

Sales and excise tax41%

Jet-aviation fuel tax1%

Charges for services18%

Grants and Contributions from

State 11%

Interest income2%

Motor vehicle fuel tax27%

Capital outlay38%

Services and supplies41%

Salaries and wages4%

Employee benefits2%

Debt service15%

REVENUES The following chart shows the components of revenues for the year ended June 30, 2015:

EXPENDITURES The following chart shows the components of expenditures for the year ended June 30, 2015:

12

CAPITAL ACQUISITIONS AND CONSTRUCTION ACTIVITIES During fiscal year 2015, the RTC expended $176.7 million on street and highway improvement projects for the Jurisdictions, and RTC Transit capital asset projects, such as vehicle procurements and facilities construction. The following identifies the street and highway capital improvement paid to the Jurisdictions and RTC capital expenditures: Street and highway capital improvement paid $148,845,011 RTC Transit equipment, buildings, land, and improvements 27,903,399 All RTC capital asset acquisitions and improvements exceeding $5,000 are capitalized at cost. Acquisitions are funded from a variety of sources, including federal grants, state grants, debt issuance and local funds. Expenditures for the funding of street and highway capital improvement projects are not reported as assets on the RTC’s financial statements, but are reported as capital outlay for others, and are probably recorded as assets on the financial statements of the Jurisdictions that own and are responsible for maintenance and repair of the assets. Additional information on the RTC’s capital assets and commitments can be found within the notes to the financial statements. LONG-TERM DEBT ADMINISTRATION A comprehensive debt management policy is an important foundation of sound financial management. This policy sets forth the parameters for issuing debt, managing outstanding debt, defining RTC responsibilities, delineating the purposes for which debt may be issued, defining debt objectives, identifying the type and amount of permissible debt, defining the method of sale that may be used, and defining other structural features. The policy also includes a debt capacity analysis. On July 9, 2015, an updated Debt Management Policy was adopted by the RTC. Nevada Revised Statutes 350.013 requires the Debt Management Policy be updated on an annual basis and transmitted to the State of Nevada, Department of Taxation and the Clark County Debt Management Commission. The following is a summary of bond transactions and balances for the year ended June 30, 2015:

Beginning Additions and Deletions and Ending BalanceBalance Premiums Discounts

Revenue bonds 845,694,678$ 1,804$ 36,314,113$ 809,382,369$

Bonds payable at June 30, 2015, are comprised of the following individual issues:

Original Interest BalanceAmount Rate June 30, 2015

Highway Improvement and Refunding Revenue BondsMotor Vehicle Fuel Tax Revenue:

Series 2007 300,000,000$ 3.00-5.00% 226,330,000$ Series 2010A 32,595,000 6.10-6.35% 32,595,000 Series 2010B 51,180,000 5.00% 51,180,000 Series 2011 118,105,000 4.00-5.00% 106,620,000

Indexed Fuel Tax Revenue:Series 2014A 100,000,000 3.00-5.00% 100,000,000

Sales and Excise Tax Revenue:Series 2010 69,595,000 3.00-5.00% 56,960,000 Series 2010B 94,835,000 3.00-5.00% 61,455,000 Series 2010C 140,560,000 5.10-6.15% 140,560,000

Plus unamortized premium 33,710,332 Less unamortized discount (27,963) Total 809,382,369$

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Issuing highway improvement bonds allows the RTC to fund the construction of street and highway projects for the benefit of the Jurisdictions in a more expeditious manner than funding these projects on a “pay as you go” basis from available tax revenue. Funding street and highway projects with debt also spreads the payment for the assets over the useful life of the assets, and does not burden current tax payers with the full cost of assets that will serve the public and future tax payers for many years. Clark County has issued all outstanding bonds for the RTC in the County’s name. Repayment of the highway improvement bonds is pledged from twelve cents of motor vehicle fuel tax per gallon of fuel sold within Clark County, all Indexed Fuel Taxes collected in Clark County, and 0.25% sales and excise tax collected in Clark County. The RTC debt management policy stipulates that the debt service coverage ratio must be greater than or equal to 150%, which is calculated by dividing net pledged revenue by the maximum annual debt service, with which we believe that the RTC is in compliance. See note 7 to the financial statements for the calculations of the debt service coverage ratio for fiscal year 2015. PUBLIC TRANSIT STATISTICS The RTC coordinates transportation programs and services for the safe, convenient, and effective movement of people and goods within southern Nevada. As part of this mission, the RTC operates a fixed route bus service and a paratransit service in southern Nevada. The Americans with Disabilities Act of 1990 requires all fixed route bus service operators to provide a comparable paratransit service for the elderly and disabled.

2015 2014 2013 2012 2011

Ridership - fixed route 64,060,738 59,728,168 60,336,469 59,699,065 55,476,967 % increase (decrease) 7.3% (1.0%) 1.1% 7.6% (1.0%)

Ridership - paratransit 1,493,435 1,400,025 1,363,689 1,319,901 1,214,779 % increase 6.7% 2.7% 3.3% 8.7% 18.2% The increase in the fixed route ridership for fiscal year 2015 may be attributed to the service hours increases in the form of higher frequencies, a new route, and a few route extensions, coupled with a continually improving economy and lower unemployment. The increase in paratransit ridership in fiscal year 2015 is due to increase in the fixed route service area as a direct result of adding a new route. BUDGET The Regional Transportation Commission Fund (1) is the general operating fund of the RTC. Federal and state grant revenue and total expenditures for this fund were under budget due to delaying expenditures related to the bike share program to FY16, and not spending the entire consulting budget for the Unified Planning Work Program (UPWP) which is also grant reimbursable. The Regional Transportation Fund (2) is a special revenue fund for the purpose of accounting for half of the additional sales tax approved by voters in 2002. The services and supplies for this fund consist of statutory amounts paid to the Clark County Department of Air Quality of 8% of the sales tax approved by voters in 2002. Sales Tax Revenue exceeded the original budget by 5.9%, and therefore the budget was augmented to account for the resultant expense that was also over the original budget. Transfers out of this fund are sent to the general fund (1) and the highway improvement fund (6) and are directly

14

related to the amount of sales tax revenue, and therefore was also augmented in consideration of the increase in sales tax revenue. The RTC Bonds Fund (3) is utilized to account for the accumulation and payment of semi-annual debt service payments. The budget for the IRS rebate for Build America Bonds was inadvertently under calculated in the budget process causing the actual to be over budget. In fiscal year 2015 additional bonds were anticipated to be issued for the indexed fuel tax revenue; however, projects did not materialize as anticipated and the bonds issuance was postponed into fiscal year 2016 causing interest expense to come in under budget. The RTC Reserve Fund (4) is utilized to account for the debt service reserve funds required by all Clark County debt issued for the RTC. The Highway Improvement Acquisition Fund (5) is a special revenue fund used to account for the nine cent Clark County Motor Vehicle Fuel Tax revenue and Indexed Fuel Tax revenue. Federal and state grant revenue in this fund was planned for reimbursements from the state of federal STP funds for the Boulder City Bypass or I-11. This project was delayed due to the discovery of naturally occurring asbestos in the Eldorado Valley, causing grant revenue to come in under budget. Appropriate asbestos mitigation procedures were enacted, and the project started about six months behind schedule. Fuel tax revenue came in about 5.6% over budget due to gallons sold in Clark County for fiscal year 2015 being 3.1% over gallons sold in fiscal year 2014. The remainder of the increase in fuel tax revenue was due to refunds for special fuels subject to the indexed fuel tax of only approximately $368,000 being paid while 20% or $1,900,000 of special fuel sales was calculated in the budget for refunds for conservatism. The maximum amount of indexed fuel tax for special fuels that is subject to refund is 20% per NRS 373.083,1(c). The planned bond issue for FY2015 did not occur, and therefore no bond issuance costs were incurred. Capital outlay and intergovernmental capital grants were under budget due to the jurisdictions spending less on roadway projects and due to the delay in starting the Boulder City Bypass or I-11. The delay in spending on roadway projects and issuing bonds also caused transfers out for debt service to come in under budget. The Highway Improvement Fund (6) is a special revenue fund used to account for half of the additional sales tax approved by voters in 2001 after transfers to fund 1 for FAST AMS operations and payments to the Clark County Department of Air Quality (CCDOAQ). Federal and state grants revenue was over budget due to grant funds being used to reimburse RTC for the design of the Flamingo transit improvements project that were not included in the budget as grant funded. Capital outlay and intergovernmental capital grants were under budget due to the jurisdictions spending less on roadway projects than planned for in the budget. Transfers in were over budget primarily due to sales tax revenue being over budget by 6.9%. Transfers out were under budget by approximately $1,000,000 as $1,000,000 was budgeted in transfers out to pay for video wall hardware in fund 1, but the transfer to cover the actual cost of the hardware was made from fund 5. The Public Transit Fund (50) is an enterprise fund that contains all financial activity for all aspects of the RTC Transit System. Transit fees were over budget due to approximately $5,100,000 in Medicaid fare revenue that was not budgeted as the agreement with the state for Medicaid reimbursement was not approved until after the FY2015 budget was prepared. The remainder of the increase in transit fees was due to increased ridership and fare collection on the fixed route service. Actual total operating expenses for the transit fund were less than 4% under the final budget. In June 2014, the RTC approved a $3,000,000 services and supplies budget augmentation in the public transit fund (50) for an amendment to the security contract for the fixed route transit service to enhance protection of bus drivers and passengers. Budgeted revenue was deemed adequate to pay for this augmented expense.

15

In June 2015, the RTC approved budget augmentations for The Regional Transportation Fund (2) sales and excise tax revenue for $2,800,000 to pay for an augmentation of $2,620,000 for transfers out and another augmentation for services and supplies of $180,000 for payments to the CCDOAQ. The payment to CCDOAQ is based on 16% of one quarter percent of sales tax, and transfers out is the remainder of sales and excise tax revenue after subtracting payments to CCDOAQ and fund 1 for FAST operating expenses. These two expenditures are both determined by the sales and excise tax revenue which was estimated to be adequate to cover these additional expenditures. Management continues its effort to manage resources in order to enhance efficiency in providing transit services and fund streets and highways projects. CREDIT RATINGS Through June 30, 2015, Clark County has issued all revenue bonds on behalf of the RTC. The bond rating at June 30, 2015, for the Clark County, Nevada Highway Revenue (Motor Vehicle Fuel Tax) Improvement and Refunding Bonds from Moody’s Investors Service, Inc. was Aa3, and the rating from Standard & Poor’s Rating Service was AA-. The bond rating at June 30, 2015, for the Clark County, Nevada Highway Revenue Bonds (Indexed Fuel Tax and Subordinate Motor Vehicle Fuel Tax) from Moody’s Investors Service, Inc. was A1, and the rating from Standard & Poor’s Rating Service was A+. On September 30, 2015 Moody’s Investors Service, Inc. upgraded the bond rating for the Clark County, Nevada Highway Revenue Bonds (Indexed Fuel Tax and Subordinate Motor Vehicle Fuel Tax) from A1 to Aa3, and on October 8, 2015 Standard & Poors Rating Service upgraded the bond rating for the Clark County, Nevada Highway Revenue Bonds (Indexed Fuel Tax and Subordinate Motor Vehicle Fuel Tax) from A+ to AA-. These credit rating increases were in conjunction with preparations to sell $85,000,000 of new Clark County, Nevada Highway Revenue Bonds (Indexed Fuel Tax and Subordinate Motor Vehicle Fuel Tax). The bond rating at June 30, 2015, for the Clark County, Nevada Sales and Excise Tax Revenue (Street and Highway Projects) Refunding Bonds from Moody’s Investors Service, Inc. was Aa2, and the rating from Standard & Poor’s Rating Service was AA. ECONOMIC FACTORS AND FUTURE BUDGETS In preparing revenue forecasts and future budgets the RTC mainly monitors Sales Tax and Fuel Tax Revenues. In addition to tax revenues, local economic indicators are monitored. These economic indicators are considered in preparing revenue forecasts and future budgets for tax revenue and transit fare revenue. The unemployment rate for Clark County, Nevada in August of 2015 was 7.0%, which was down from 7.7% in August a year ago, and down from 9.6% a year before that. The hotel/motel occupancy rate for the Las Vegas metropolitan area in August of 2015 was 88.4%, which was up from 87.7% in August a year ago. These indicators have shown improvement in the local economy for several years now. REQUESTS FOR INFORMATION This financial report is designed to provide a general overview of the RTC’s finances for all those interested. Questions concerning any of the information provided in this report or requests for additional information should be addressed in writing to Marc Traasdahl, Director of Finance, Regional Transportation Commission of Southern Nevada, 600 South Grand Central Parkway, Suite 350, Las Vegas, NV 89106-4512 or by e-mail to [email protected].

BASIC FINANCIAL STATEMENTS

Governmental Activities

Business-type Activities Total

ASSETS AND DEFERRED OUTFLOWS OF RESOURCES

ASSETS:Cash and investments:

In custody of the County TreasurerUnrestricted 2,017,368$ 113,988,597$ 116,005,965$ Restricted 245,214,125 - 245,214,125

Cash in bankUnrestricted 1,789,017 5,216,369 7,005,386 Restricted 17,737,862 - 17,737,862

Cash on hand 500 14,500 15,000 In custody of the fiscal agent 46,358,444 - 46,358,444

Accounts receivable, net 12,854,137 2,839,377 15,693,514 Interest receivable 418,932 192,434 611,366 Due from other governmental units 56,477,994 41,935,835 98,413,829 Prepaid expenses 630,729 47,765 678,494 Capital assets, not being depreciated 1,520,304 52,269,289 53,789,593 Capital assets, net of accumulated depreciation 16,235,521 321,922,323 338,157,844

Total Assets 401,254,933 538,426,489 939,681,422

DEFERRED OUTFLOWS OF RESOURCES:Deferred outflows related to pensions 3,215,533 1,953,303 5,168,836 Deferred loss on bond refunding 5,585,343 - 5,585,343

Total Deferred Outflows of Resources 8,800,876 1,953,303 10,754,179

TOTAL ASSETS AND DEFERRED OUTFLOWS OF RESOURCES 410,055,809$ 540,379,792$ 950,435,601$

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADASTATEMENT OF NET POSITION

JUNE 30, 2015

See accompanying notes16


Business-type Activities Total

LIABILITIES AND DEFERRED INFLOWS OF RESOURCES

LIABILITIES:Accounts payable 34,964,717$ 18,177,417$ 53,142,134$ Accrued payroll 417,434 281,306 698,740 Accrued interest 19,050,068 - 19,050,068 Other current liabilities - 61,076 61,076 Long-term liabilities:

Portion due or payable within one year:Bonds and notes payable 37,675,000 - 37,675,000 Compensated absences 1,074,278 691,618 1,765,896

Portion due or payable after one year:Bonds and notes payable 771,707,369 - 771,707,369 Compensated absences 1,170,193 552,725 1,722,918 Other post employment benefits 5,184,875 4,631,821 9,816,696

Net pension liability 19,748,881 11,996,628 31,745,509

Total Liabilities 890,992,815 36,392,591 927,385,406

DEFERRED INFLOWS OF RESOURCES:Unearned revenue from Build America Bonds Rebate 1,774,515 - 1,774,515 Unearned revenue from Flamingo Corridor Improvement 9,254,822 - 9,254,822 Unearned revenue from Downtown and Pedestrian Bike Improvement 88,189 - 88,189 Deferred inflows related to pensions 5,093,166 3,093,888 8,187,054

Total Deferred Inflows of Resources 16,210,692 3,093,888 19,304,580

TOTAL LIABILITIES AND DEFERRED INFLOWS OF RESOURCES 907,203,507 39,486,479 946,689,986

NET POSITION

Net investment in capital assets 17,755,825 374,191,612 391,947,437 Restricted for:

Capital projects and intergovernmental capital grants 197,052,168 - 197,052,168 Debt service 114,701,383 - 114,701,383

Unrestricted (deficit) (826,657,074) 126,701,701 (699,955,373)

TOTAL NET POSITION (497,147,698)$ 500,893,313$ 3,745,615$


JUNE 30, 2015


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADASTATEMENT OF ACTIVITIES

FOR THE YEAR ENDED JUNE 30, 2015

Functions/Programs ExpensesCharges for

Services

Operating Grants and

Contributions

Capital Grants and

ContributionsGovernmental

ActivitiesBusiness-type

Activities Total

GOVERNMENTAL ACTIVITIES:Public works 186,485,162$ 5,314,382$ 22,931,581$ (158,239,199)$ (158,239,199)$ Interest on long-term debt 35,444,220 - - (35,444,220) (35,444,220)

TOTAL GOVERNMENTAL ACTIVITIES 221,929,382 5,314,382 22,931,581 (193,683,419) (193,683,419)

BUSINESS-TYPE ACTIVITIES:Public transit 223,190,763 82,167,437$ 742,621 18,463,190 (121,817,515)$ (121,817,515)

TOTAL BUSINESS-TYPE ACTIVITIES 223,190,763 82,167,437 742,621 18,463,190 (121,817,515) (121,817,515)

Total 445,120,145$ 82,167,437$ 6,057,003$ 41,394,771$ (193,683,419) (121,817,515) (315,500,934)

General Revenues:Fuel taxes 125,083,217 - 125,083,217 Sales and excise tax 45,517,496 136,552,487 182,069,983 Interest income 3,290,387 1,259,305 4,549,692 Other 5,449,424 46,667 5,496,091

Transfers 9,550,000 (9,550,000) - Total general revenues and transfers 188,890,524 128,308,459 317,198,983

Changes in net position (4,792,895) 6,490,944 1,698,049

Net position - beginning, as originally reported (470,291,493) 507,804,917 37,513,424 Cumulative effect of change in accounting principle (22,063,310) (13,402,548) (35,465,858)

Net position - beginning, as restated (492,354,803) 494,402,369 2,047,566

Net position - ending (497,147,698)$ 500,893,313$ 3,745,615$

Net (Expense) Revenues and Changes in Net PositionProgram Revenue

See accompanying notes 18

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADABALANCE SHEET

GOVERNMENTAL FUNDSJUNE 30, 2015

Special RevenueGeneral Fund Fund

Regional Highway TotalTransportation Regional Improvement RTC Highway Governmental

Commision Transportation RTC Bonds RTC Reserve Acquisition Improvement Funds

ASSETS

Cash and investments:In custody of the County Treasurer

Unrestricted 2,017,368$ -$ -$ -$ -$ -$ 2,017,368$ Restricted - 395,652 57,305,046 31,711,972 117,179,156 38,622,299 245,214,125

Cash in bankUnrestricted 1,789,017 - - - - - 1,789,017 Restricted - 140,841 - - 15,530,430 2,066,591 17,737,862

Cash on hand 500 - - - - - 500 In custody of the fiscal agent - - - 46,358,108 336 - 46,358,444

Accounts receivable, net 2,844,648 - - - 9,799,618 209,871 12,854,137 Interest receivable 3,418 670 97,104 53,736 198,559 65,445 418,932 Due from other funds 626,335 - - - - 8,906,785 9,533,120 Due from other governmental units (1,947) 11,721,771 - - 43,820,872 937,298 56,477,994 Prepaid expenses 154,445 - - - 476,284 - 630,729

TOTAL ASSETS 7,433,784$ 12,258,934$ 57,402,150$ 78,123,816$ 187,005,255$ 50,808,289$ 393,032,228$

LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND FUND BALANCES

LIABILITIES:Accounts payable 1,670,870$ 1,875,483$ -$ -$ 30,317,638$ 1,100,726$ 34,964,717$ Accrued payroll 417,434 - - - - - 417,434 Due to other funds - 9,533,120 - - - - 9,533,120

Total liabilities 2,088,304 11,408,603 - - 30,317,638 1,100,726 44,915,271

DEFERRED INFLOWS OF RESOURCES:- - 1,774,515 - - - 1,774,515 - - - - 9,254,822 - 9,254,822

- - - - - 88,189 88,189 Total deferred inflows of resources - - 1,774,515 - 9,254,822 88,189 11,117,526

Total liabilities and deferred inflows of resources 2,088,304 11,408,603 1,774,515 - 39,572,460 1,188,915 56,032,797

FUND BALANCES:Nonspendable fund balance 154,445 - - - - - 154,445 Restricted fund balance - 850,331 55,627,635 78,123,816 147,432,795 49,619,374 331,653,951 Unassigned fund balance 5,191,035 - - - - - 5,191,035

Total fund balances 5,345,480 850,331 55,627,635 78,123,816 147,432,795 49,619,374 336,999,431

TOTAL LIABILITIES, DEFERRED INFLOWS OF RESOURCES, AND FUND BALANCES 7,433,784$ 12,258,934$ 57,402,150$ 78,123,816$ 187,005,255$ 50,808,289$ 393,032,228$

Debt Service Funds Capital Project Funds

Unearned revenue from Build America Bonds RebateUnearned revenue from Flamingo Corridor Improvement Unearned revenue from Downtown and Pedestrian Bike Improvement


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADARECONCILIATION OF THE BALANCE SHEET TO THE STATEMENT OF NET POSITION

JUNE 30, 2015

Amounts reported for governmental activities in the statement of net position are different

because:

Fund balance - governmental funds 336,999,431$

Capital assets 27,926,511$

Less accumulated depreciation (10,170,686) 17,755,825

Bonds and notes payable (843,064,738)

Unamortized issuance premiums 33,710,332

Unamortized issuance discounts (27,963)

Deferred loss on bond refunding 5,585,343

Deferred outflows of resources - contributions 3,215,533

Accrued interest payable (19,050,068)

Compensated absences (2,244,471)

Other post employment benefits (5,184,875)

Net pension liability (19,748,881)

Deferred inflows of resources - actuarial (5,093,166) (851,902,954)

Total net position - governmental activities (497,147,698)$

Capital assets used in governmental activities are not current financial resources; and therefore, are not reported in the fund financial statements, but are reported in the statement of net position.

Long-term liabilities, including bonds and loans payable, are not due and payable in the current period; and therefore, are not reported in the fund financial statements.


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADASTATEMENT OF REVENUE, EXPENDITURES AND CHANGES IN FUND BALANCES

GOVERNMENTAL FUNDSFOR THE YEAR ENDED JUNE 30, 2015

Special RevenueGeneral Fund Fund Debt Service Funds Capital Project Funds

Regional Highway TotalTransportation Regional Improvement RTC Highway Governmental

Commision Transportation RTC Bonds RTC Reserve Acquisition Improvement Funds

REVENUES

Intergovermental revenue:Federal and state grants 5,240,520$ -$ -$ -$ 21,746,984$ 1,258,459$ 28,245,963$

Fuel taxes - - - - 121,569,246 3,513,971 125,083,217 Sales and excise tax - 45,517,496 - - - - 45,517,496 Interest 19,987 24,549 413,168 1,119,120 1,259,502 454,061 3,290,387 Other 2,131,424 - 3,289,951 - 238 27,811 5,449,424

Total revenues 7,391,931 45,542,045 3,703,119 1,119,120 144,575,970 5,254,302 207,586,487

EXPENDITURESCurrent:

Salaries and wages 12,678,166 - - - - - 12,678,166 Employee benefits 4,977,383 - - - - - 4,977,383 Services and supplies 10,931,367 7,282,799 2,050 - 219,622 2,250 18,438,088

Debt service:Principal - - 33,030,000 - - - 33,030,000 Interest - - 37,683,200 - - - 37,683,200

Capital outlay and intergovernmental capital grants 543,341 - - - 130,281,940 18,563,071 149,388,352 Total expenditures 29,130,257 7,282,799 70,715,250 - 130,501,562 18,565,321 256,195,189

Excess (deficiency) of revenues over (under)expenditures (21,738,326) 38,259,245 (67,012,131) 1,119,120 14,074,408 (13,311,020) (48,608,702)

OTHER FINANCING SOURCES (USES)Transfers in 22,444,842 - 72,473,634 - - 34,776,687 129,695,163 Transfers out - (38,421,529) - - (53,405,810) (28,317,824) (120,145,163)

Total other financing sources (uses) 22,444,842 (38,421,529) 72,473,634 - (53,405,810) 6,458,863 9,550,000

CHANGES IN FUND BALANCES 706,516 (162,283) 5,461,503 1,119,120 (39,331,402) (6,852,156) (39,058,702)

Fund balances - beginning 4,638,964 1,012,614 50,166,132 77,004,696 186,764,197 56,471,530 376,058,133

Fund balances - ending 5,345,480$ 850,331$ 55,627,635$ 78,123,816$ 147,432,795$ 49,619,374$ 336,999,431$


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADARECONCILIATION OF THE STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES

TO THE STATEMENT OF ACTIVITIESFOR THE YEAR ENDED JUNE 30, 2015

Amounts reported for governmental activities in the statement of activities are

different because:

Changes in fund balances - governmental funds (39,058,702)$

Governmental funds report outlays for capital assets as expenditures

because such outlays use current financial resources. In contrast such

outlays are allocated over the assets' estimated useful lives as

depreciation expense for the period in the statement of activities.

Capital outlay and intergovernmental capital grants 149,388,352$

Less intergovernmental capital grants (148,845,011)

Capitalized expenditures 543,341

Less current year depreciation (1,368,828) (825,487)

The issuance of long-term debt (e.g. bonds and notes) provides current

financial resources to governmental funds, while the repayment of the

principal of long-term debt consumes the current financial resources of

governmental funds. Also, governmental funds report the effect of issuance

costs, premiums, discounts, and similar items when debt is first issued,

whereas these amounts are deferred and amortized over the life of the

related debt in the statement of activities.

Principal payments 33,030,000

Amortization of deferred outflows of resources (626,394)

Amortization of bond premiums 3,284,113

Amortization of bond discounts (1,804) 35,685,915

Some expenses reported in the statement of activities do not require the

use of current financial resources and are not reported as

expenditures in governmental fund financial statements.

Change in accrued interest payable (416,935)

Change in compensated absences 215,873

Change in retirement contribution 436,795

Loss on disposal of assets (2,388)

Change in other post employment benefits (827,967) (594,622)

Change in net position - governmental activities (4,792,895)$



PROPRIETARY FUNDJUNE 30, 2015

Public TransitASSETS AND DEFERRED OUTFLOWS OF RESOURCES

Current assets:Cash and cash equivalents:

In custody of the County Treasurer 113,988,597$ Cash in bank 5,216,369 Cash on hand 14,500

Accounts receivable 2,839,377 Interest receivable 192,434 Due from other governmental units 41,935,835 Prepaid expenses 47,765

Total current assets 164,234,877

Non-current assets:Capital assets:

Land and construction in progress 52,269,289 Buildings and improvements 192,400,950 Equipment 379,552,090 Accumulated depreciation (250,030,717)

Total non-current assets 374,191,612

Total assets 538,426,489

Deferred outflows of resourcesDeferred outflows related to pensions 1,953,303

Total assets and deferred outflows of resources 540,379,792

LIABILITIES AND DEFERRED INFLOWS OF RESOURCESCurrent liabilities:

Accounts payable 18,177,417 Accrued payroll 281,306 Other current liabilities 61,076

Total current liabilities 18,519,799

Non-current liabilities:Portion due or payable within one year:

Compensated absences 691,618 Portion due or payable after one year:

Compensated absences 552,725 Other post employment benefits 4,631,821

Net pension liability 11,996,628

Total non-current liabilities 17,872,792

Total liabilities 36,392,591

Deferred inflows of resourcesDeferred inflows related to pensions 3,093,888

Total liabilities and deferred inflows of resources 39,486,479

NET POSITIONNet investment in capital assets 374,191,612 Unrestricted 126,701,701

Total net position 500,893,313$


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADASTATEMENT OF REVENUES, EXPENSES AND CHANGES IN NET POSITION

PROPRIETARY FUNDFOR THE YEAR ENDED JUNE 30, 2015

Public TransitOPERATING REVENUESCharges for services:

Transit fees 79,193,695$ Transit Advertising 2,749,866 Federal and state grants and contributions 742,621 Other 223,876

Total operating revenues 82,910,058

OPERATING EXPENSESSalaries and wages 7,941,593 Employee benefits 3,730,841 Services and supplies 170,102,636 Depreciation 41,415,693

Total operating expenses 223,190,763

Operating loss (140,280,705)

NON-OPERATING REVENUES Intergovernmental revenue:

Sales and excise tax 136,552,487 Federal and state grants and contributions 18,463,190

Interest income 1,259,305 Gain on sale of capital assets 46,667

Total non-operating revenues 156,321,649

Income before transfers 16,040,944

Transfers out (9,550,000)

CHANGE IN NET POSITION 6,490,944

Net position - beginning as restated 494,402,369

Net position - ending 500,893,313$


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADASTATEMENT OF CASH FLOWS

PROPRIETARY FUNDFOR THE YEAR ENDED JUNE 30, 2015

Public TransitCash flows from operating activities:

Cash received from customers 99,756,545$ Cash paid for employees and benefits (11,048,255) Cash paid for services and supplies (179,905,517) Other operating receipts 223,876

Net cash used in operating activities (90,973,351)

Cash flows from non-capital financing activities:

Cash provided by sales and excise tax 134,624,572 Federal and state grants 17,953,049 Transfers to other funds (9,250,000)

Net cash provided by non-capital financing activities 143,327,621

Cash flows from capital and related financing activities:

Acquisition, construction, or improvements of capital assets (26,850,654) Proceeds from sale of capital assets 46,667 Transfers to other funds (300,000)

Net cash used in capital and related financing activities (27,103,987)

Cash flows from investing activities:

Interest received 1,357,379

Increase in cash and cash equivalents 26,607,662

Cash and cash equivalents - beginning of year 92,611,804 Cash and cash equivalents - end of year 119,219,466$

Reconciliation of operating loss to net cash flows used in operatingactivities:

Operating loss (140,280,705)$ Adjustments to reconcile operating loss to net cash used in operatingactivities:

Depreciation 41,415,693 Decrease in accounts receivable 17,059,287 Decrease in prepaid expenses 94,658 Increase in deferred outflows of resources - contributions (219,225) Decrease in accounts payable (9,897,539) Increase in accrued payroll 50,425 Increase in other current liabilities 11,076 Decrease in compensated absences (22,926) Increase in other post employment benefits 862,015 Decrease in net pension liability (3,139,998) Increase in deferred inflows of resources - actuarial 3,093,888

Net cash used in operating activities (90,973,351)$


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED JUNE 30, 2015

26

NOTE 1 – Summary of Significant Accounting Policies The Reporting Entity

In accordance with Nevada Revised Statutes (NRS) 373, ordinance 226 was adopted by the Clark County Board of Commissioners on June 7, 1965, creating the Regional Streets and Highway Commission. On December 4, 1979, its name was changed to the Regional Transportation Commission. On September 21, 2000, the name was changed to the Regional Transportation Commission of Southern Nevada (the “RTC”). The RTC is governed by an 8 member Board of Commissioners (the “Board”), comprised of elected officials, as follows:

1. Two representatives appointed from the Clark County Board of Commissioners 2. Two representatives appointed from the governing board of the City of Las Vegas 3. One representative appointed from each of the governing boards of the Cities of Boulder

City, Henderson, North Las Vegas and Mesquite When initially adopted, the creating ordinance provided for a one cent per gallon tax on all motor vehicle fuel sold in Clark County (the “County”). On September 1, 1969, the tax was increased to two cents per gallon and remained in effect until April 1, 1983, at which time the tax was increased to four cents per gallon and remained at that rate until January 1, 1992. On November 6, 1990, Clark County voters approved an advisory ballot question increasing the motor vehicle fuel tax levy along with five other taxes. In 1991, the State of Nevada Legislature responded to this voter mandate and passed Senate Bill 112 in March 1991. On April 16, 1991, the County passed an ordinance increasing the tax on motor vehicle fuel. The effective dates for increases to this tax were: January 1, 1992, five cents; January 1, 1993, seven cents; January 1, 1994, eight cents, and January 1, 1995, nine cents. In June of 2013 the Nevada State Legislature passed Assembly Bill No. 413, authorizing Clark County to impose additional taxes on fuels for motor vehicles referred to as Indexed Fuel Tax. Under Indexed Fuel Tax, Motor Vehicle Fuel Taxes are increased annually by the ten year average of a Producer Price Index not to exceed 7.8%. On September 3, 2013, the Clark County Commission adopted Ordinance No. 4126, which imposed the Indexed Fuel Taxes commencing on January 1, 2014 and further increases will be calculated and imposed on July 1, 2014, July 1, 2015, and July 1, 2016 to a maximum 10 cent per gallon additional fuel tax. In accordance with NRS 377A, an ordinance was also adopted by the County on April 16, 1991, levying a one quarter of one percent sales tax for public mass transportation. In November 2002, Clark County voters approved an advisory ballot question providing for a variety of new taxes to fund transit infrastructure. The 2003 Nevada Legislature passed enabling legislation allowing the County to increase aviation fuel tax, sales tax, and residential development tax for this purpose. These increases were enacted by the Board of County Commissioners on July 1, 2003, with the increases taking effect on October 1, 2003. In accordance with the provisions of Governmental Accounting Standards Board (GASB) Statement No. 14 as amended, the RTC is a discretely presented component unit of the Clark County, Nevada financial reporting entity because the County issues debt on behalf of the RTC. The accounting policies of the RTC conform to accounting principles generally accepted in the United States as applicable to governmental entities.


(CONTINUED)

27

NOTE 1 – Summary of Significant Accounting Policies (continued) Government-Wide and Fund Financial Statements

The government-wide financial statements (i.e., the statement of net position and the statement of activities) report information on all of the activities of the RTC. For the most part, the effect of interfund activity has been removed from these statements. Governmental activities, which normally are supported by taxes and intergovernmental activities, are reported separately from business-type activities that rely to a significant extent on user fees and charges for support. The statement of activities demonstrates the degree to which the direct expenses of a given function are offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Program revenues include: 1) charges to customers or applicants who purchase, use, or directly benefit from goods, services, or privileges provided by a given function, or segment, and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function or segment. Taxes and other items not properly included among program revenues are reported as general revenues.

Separate financial statements are provided for governmental and proprietary funds. All governmental funds are considered to be major funds and they are reported in separate columns in the governmental fund financial statements.

Measurement Focus, Basis of Accounting and Financial Statement Presentation

Government-Wide Financial Statements

The government-wide financial statements are reported using the economic resources measurement

focus and the accrual basis of accounting, as are the proprietary fund financial statements. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met.

Governmental Fund Financial Statements

Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current year or soon enough thereafter to pay liabilities of the current year. For this purpose, the RTC considers revenues to be available if they are collected within 90 days after the end of the current fiscal year. Expenditures generally are recorded when a liability is incurred, as under accrual accounting; however, debt service, compensated absences and other post employment benefits expenditures are recorded only when payment is due. Fuel taxes, sales and excise taxes, interest revenue, and charges for services associated with the current fiscal year are considered subject to accrual and have been recognized as revenues in the current year.


(CONTINUED)

28

NOTE 1 – Summary of Significant Accounting Policies (continued) Measurement Focus, Basis of Accounting and Financial Statement Presentation (continued)

The RTC reports the following major governmental funds:

Regional Transportation Commission Fund (1) – this is the general operating fund of the RTC. It is used to account for all resources and cost of operations traditionally associated with governments, which are not required to be accounted for in other funds.

Regional Transportation Fund (2) – this fund serves as a pass-through account for revenues received from the November 2002, voter-approved Question 10 tax, which are used to pay for transportation enhancements infrastructure. RTC Bonds Fund (3) – this fund is used to account for the payment of principal and interest, and the cost of operations associated with the debt service for the RTC’s outstanding debt. RTC Reserve Fund (4) – this fund is used to accumulate a continuing reserve only to be used to prevent deficiencies in the payment of principal and interest associated with the RTC’s outstanding debt. Highway Improvement Acquisition Fund (5) – this fund is used to account for the funding of construction of roads and streets paid for from both motor vehicle fuel taxes and proceeds of revenue bonds. RTC Highway Improvement Fund (6) – this fund is used to account for the funding of construction of roads and streets paid for from the November 2002, Question 10 voter approved Jet-Aviation fuel tax and sales tax increase in 2003.

The RTC reports the following major proprietary fund:

Public Transit (50) – this fund is used to account for the operations of the RTC transit system. Amounts reported as program revenues include: 1) charges to customers or applicants for goods, services or privileges provided, 2) operating grants and contributions, and 3) capital grants and contributions. Internally dedicated resources are reported as general revenues rather than as program revenues. Likewise, general revenues include all taxes.


(CONTINUED)

29

NOTE 1 – Summary of Significant Accounting Policies (continued) Measurement Focus, Basis of Accounting and Financial Statement Presentation (continued)

Proprietary funds distinguish operating revenues and expenses from non-operating items. Operating revenues and expenses generally result from providing services and producing and delivering goods in connection with a proprietary fund’s principal ongoing operations. The principal operating revenues of the RTC’s enterprise fund are charges to customers for transit and services. Operating expenses for the enterprise fund include the cost of transit services, administrative expenses, and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as non-operating revenues and expenses. When both restricted and unrestricted/unassigned resources are available for use, it is the RTC’s policy to use restricted resources first, then to use unrestricted/unassigned resources as they are needed.

Assets, Liabilities and Net Position or Fund Balance

Cash and Investments The majority of all cash and investment transactions of the RTC are handled by the County Treasurer’s office. Cash balances are combined and invested as permitted by law in combination with County funds. Investments are reported at fair value on the balance sheet and statement of net position. Fair value is the amount at which a financial instrument could be exchanged in a current transaction between willing parties other than in a forced or liquidation sale. Changes in the fair value of investments are part of interest earnings of the individual funds.

Cash and cash equivalents include cash in bank, cash on hand, cash in custody of Clark County Treasurer or fiscal agent, demand deposits, and short-term investments with original maturities of three months or less from the date of acquisition.

At June 30, 2015, a significant portion of the RTC’s cash and cash equivalents were deposited in the

custody of the County Treasurer or a fiscal agent, in a manner similar to an external investment pool. These amounts are sufficiently liquid to permit withdrawals in the form of cash at any time without prior notice or penalty; and therefore, they are deemed to be cash equivalents.

Receivables and Payables

Activities between funds that are representative of lending/borrowing arrangements outstanding or transfers to be recorded upon receipt of revenue at the end of the fiscal year are reported to as due to/from other funds.

Capital Assets Capital assets, which include land, buildings, equipment, and furniture, are reported in the applicable governmental or business-type activities columns in the government-wide financial statements.


(CONTINUED)

30

NOTE 1 – Summary of Significant Accounting Policies (continued)

Assets, Liabilities and Net Position or Equity (continued) Capital Assets (continued)

Capital assets are defined by the RTC as assets with an initial individual cost of more than $5,000 and an estimated useful life in excess of one year. Such assets are recorded at historical cost. Donated capital assets are recorded at estimated fair value on the date of donation. The costs of normal maintenance and repairs that do not significantly add to the functionality of the asset or materially extend the asset life are not capitalized. Major outlays for capital assets and improvements that are part of a construction project are capitalized and depreciated once the projects are placed in service. Prior to that time, they are reported as construction in progress. Capital assets are depreciated using the straight line method over the following estimated useful lives:

Capital Assets Years

Buildings and improvements 7 - 50 Equipment 5 - 12

For federally funded assets, the RTC follows the federal guidelines in depreciating the assets.

Prepaid expenses Certain payments to vendors reflect costs applicable to future accounting periods and are recorded

as prepaid expenses in both government-wide and fund financial statements and are reported as expenditures in the governmental fund financial statements when incurred.

Compensated Absences

It is the RTC’s policy to permit employees to accumulate earned, but unused vacation and sick leave

benefits. Such benefits are accrued when incurred in the government-wide and proprietary fund financial statements. A liability for these amounts is reported in governmental funds only if they have matured, for example, as a result of accrued benefits for employees that resign or retire prior to year end, but are paid for these benefits subsequent to year end.

Long-Term Obligations

In the government-wide financial statements and proprietary fund financial statements, long-term debt and other long-term obligations are reported as liabilities in the applicable governmental activities, business-type activities or proprietary fund type statements of net position. Bond premiums, discounts, and deferred refunding charges are amortized over the life of the bonds using the straight line method, which approximates the effective interest method. Bonds payable are reported net of applicable bond premiums, discounts and deferred refunding charges.


(CONTINUED)

31


Assets, Liabilities and Net Position or Equity (continued) Long-Term Obligations (continued)

In the governmental fund financial statements, bond premiums and discounts, as well as issuance

costs, are recognized during the current period. The face amount of debt issued is reported as other financing sources. Premiums received on debt issuances are reported as other financing sources whereas discounts on debt issuances are reported as other financing uses. Issuance costs, whether or not withheld from the actual debt proceeds received, are reported as expenditures.

Other Postemployment Benefits (OPEB) Effective July 1, 2007, the RTC implemented the provisions of GASB Statement No. 45, Accounting

and Financial Reporting by Employers for Postemployment Benefits Other Than Pensions. In accordance with the transition rules of the statement, the RTC elected to apply its measurement and recognition requirements on a prospective basis and set its beginning net OPEB at zero for the year ended June 30, 2008. The annual OPEB cost reported in the accompanying financial statements is equal to the annual required contribution (ARC) of the RTC, calculated by using an actuarial valuation based upon the same methods and assumptions applied in determining the plan’s funding requirements. The net OPEB obligation at June 30, 2015, was determined by adding the annual OPEB cost to the net OPEB obligation at the beginning of the year and deducting any contributions to the plan during the year.

Pensions For purposes of measuring the net pension liability, deferred outflows of resources and deferred

inflows of resources related to pensions, and pension expense, information about the pension plan’s fiduciary net position and additions to/deductions from the plan’s fiduciary net position have been determined on the same basis as they are reported by the plan. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with the benefit terms. Investments are reported at fair value.

Deferred outflows and inflows of resources The statement of net position and balance sheet include separate sections for deferred outflows of

resources and deferred inflows of resources. Deferred outflows of resources represent a consumption of net position that applies to future periods that will be recognized as an expense or expenditure in future periods. Deferred inflows of resources represent an acquisition of net position or fund balance that applies to future periods and will be recognized as revenue in future periods.

Fund Balance Governmental funds for the RTC report nonspendable fund balance, restricted fund balance and

unassigned fund balance.


(CONTINUED)

32


Assets, Liabilities and Net Position or Equity (continued) Fund Balance (continued) Nonspendable fund balance is for assets that never will be converted to cash. All RTC nonspendable

fund balance pertains to prepaid expenses. Restricted fund balance is legally restricted by outside parties or enabling legislation for a specific

purpose. Restricted fund balance for the RTC Transportation fund is restricted for transportation enhancements infrastructure. Restricted fund balances for the RTC Bonds fund and the RTC Reserve fund are restricted for servicing the RTC’s debt. Restricted fund balances for the Highway Improvement Acquisition fund and the RTC Highway Improvement fund are restricted for the funding of roads and streets construction.

Unassigned fund balance in the Regional Transportation Commission fund is the excess of

nonspendable fund balance. When both restricted resources and other resources (i.e., committed, assigned and unassigned) can

be used for the same purposes, it is the RTC’s policy to use restricted resources first. Furthermore, when committed, assigned and unassigned resources can be used for the same purpose, it is the RTC’s policy to use committed resources first, assigned second, and unassigned last.

Net Position Net investment in capital assets consists of capital assets, net of accumulated depreciation. Restricted for capital projects and intergovernmental capital grants has constraints placed on use by

external parties such as creditors, grants, laws or regulations. Restricted for debt service has constraints placed on use by external parties such as creditors, laws

or regulations. Unrestricted/(deficit) consist of any portion of net position not already classified as either net

investment in capital assets or net position-restricted. It also consists borrowings used to finance capital outlay to others.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from these estimates. Estimates particularly sensitive to change during the upcoming year include market value estimates for loaned securities.


(CONTINUED)

33


Assets, Liabilities and Net Position or Equity (continued) Change in Accounting Principle

Net position as of July 1, 2014, has been restated as follows for the implementation of GASB Statement No. 68, Accounting and Financial Reporting for Pensions, as amended by GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to the Measurement Date.

Governmental

Activities Business-type

Activities Total Net position as previously reported

at June 30, 2014 (470,291,492)$ 507,804,917$ 37,513,425$ Prior period adjustment -

implementation of GASB 68:Net pension liability (measurement date

as of June 30, 2014) (22,063,310) (13,402,548) (35,465,858) Net position as restated, July 1, 2014 (492,354,802)$ 494,402,369$ 2,047,567$

NOTE 2 – Stewardship, Compliance and Accountability

The RTC adopts annual budgets for the general fund and all special revenue, debt service, and

capital project funds. All budgets are adopted on a basis consistent with applicable accounting principles generally accepted in the United States and used by the RTC for financial reporting.

The RTC uses the following procedures to establish, modify, and control the budgetary data

presented in the financial statements:

a. Prior to April 15, the RTC submits to the Nevada State Department of Taxation the tentative budget for the next fiscal year, commencing on July 1. The tentative budget as submitted contains the proposed expenditures and means of financing them.

b. The Nevada State Department of Taxation notifies the RTC of its acceptance of the tentative budget.

c. Public hearings are conducted on the third Thursday in May. d. After all the changes have been noted and hearings closed, the RTC Board of Commissioners

adopts the final budget on or before June 1. e. The NRS require budget controls to be exercised at the function level. The General Manager or

designee is authorized to transfer budgeted amounts within functions or funds, but the RTC Board of Commissioners must approve any transfers between funds or increases to a fund's original appropriated level.

f. Increases to a fund's budget (augmentations) other than by transfers are accomplished through formal RTC Board of Commissioners action.

g. All appropriations lapse at the end of the fiscal year. Encumbrances are re-appropriated in the ensuing fiscal year.


(CONTINUED)

34

NOTE 2 – Stewardship, Compliance and Accountability (continued)

Compliance with Nevada Revised Statutes Per NRS 354.626, the RTC is required to report and explain expenditures that exceeded budgeted appropriations at the legal level for each of its funds. For the year ended June 30, 2015, the RTC had no funds or functions with expenditures in excess of appropriations.

New Accounting Pronouncements

In February 2015, GASB issued Statement No. 72, “Fair Value Measurement and Application”. The objective of this Statement is to address accounting and financial reporting issues related to fair value measurements. This Statement provides guidance for applying fair value to certain investments and disclosures related to all fair value measurements. The techniques should be consistent with one or more of the following approaches: the market approach, the cost approach, or the income approach. This Statement requires a government to use valuation techniques that are appropriate under the circumstances and for which sufficient data are available to measure fair value. This Statement generally requires investments to be measured at fair value. An investment is defined as a security or other asset that (a) a government holds primarily for the purpose of income or profit and (b) has a present service capacity based solely on its ability to generate cash or to be sold to generate cash. The provisions of this Statement are effective for reporting periods beginning after June 15, 2015.

Management has not yet completed its assessment of this statement; and therefore, the effect of adopting this statement, if any, is not subject to estimation at this time. In June 2015, GASB issued Statement No. 73, “Accounting and Financial Reporting for Pensions and Related Assets That Are Not within the Scope of GASB Statement 68, and Amendments to Certain Provisions of GASB Statements 67 and 68”. The objective of this Statement is to improve the usefulness of information about pensions included in the general purpose external financial reports of state and local governments for making decisions and assessing accountability. This Statement establishes requirements for defined benefit pensions that are not within the scope of Statement No. 68, Accounting and Financial Reporting for Pensions, as well as for the assets accumulated for purposes of providing those pensions. In addition, it establishes requirements for defined contribution pensions that are not within the scope of Statement 68. It also amends certain provisions of Statement No. 67, Financial Reporting for Pension Plans, and Statement 68 for pension plans and pensions that are within their respective scopes. The provisions of this Statement are effective for reporting periods beginning after June 15, 2016. Management has not yet completed its assessment of this statement; and therefore, the effect of adopting this statement, if any, is not subject to estimation at this time.


(CONTINUED)

35

NOTE 2 – Stewardship, Compliance and Accountability (continued) New Accounting Pronouncements (continued)

In June 2015, GASB issued Statement No. 74, “Financial Reporting for Postemployment Benefit Plans Other Than Pension Plans”. The objective of this Statement is to improve the usefulness of information about postemployment benefits other than pensions (other postemployment benefits or OPEB) included in the general purpose external financial reports of state and local governmental OPEB plans for making decisions and assessing accountability. This Statement results from a comprehensive review of the effectiveness of existing standards of accounting and financial reporting for all postemployment benefits (pensions and OPEB) with regard to providing decision-useful information, supporting assessments of accountability and interperiod equity, and creating additional transparency. This Statement replaces Statements No. 43, Financial Reporting for Postemployment Benefit Plans Other Than Pension Plans, as amended, and No. 57, OPEB Measurements by Agent Employers and Agent Multiple-Employer Plans. It also includes requirements for defined contribution OPEB plans that replace the requirements for those OPEB plans in Statement No. 25, Financial Reporting for Defined Benefit Pension Plans and Note Disclosures for Defined Contribution Plans, as amended, Statement 43, and Statement No. 50, Pension Disclosures. The provisions of this Statement are effective for reporting periods beginning after June 15, 2016. Management has not yet completed its assessment of this statement; and therefore, the effect of adopting this statement, if any, is not subject to estimation at this time. In June 2015, GASB issued Statement No. 75, “Accounting and Financial Reporting for Postemployment Benefits Other Than Pensions”. The primary objective of this Statement is to improve accounting and financial reporting by state and local governments for postemployment benefits other than pensions (other postemployment benefits or OPEB). It also improves information provided by state and local governmental employers about financial support for OPEB that is provided by other entities. This Statement results from a comprehensive review of the effectiveness of existing standards of accounting and financial reporting for all postemployment benefits (pensions and OPEB) with regard to providing decision-useful information, supporting assessments of accountability and interperiod equity, and creating additional transparency. This Statement replaces the requirements of Statements No. 45, Accounting and Financial Reporting by Employers for Postemployment Benefits Other Than Pensions, as amended, and No. 57, OPEB Measurements by Agent Employers and Agent Multiple-Employer Plans, for OPEB. Statement No. 74, Financial Reporting for Postemployment Benefit Plans Other Than Pension Plans, establishes new accounting and financial reporting requirements for OPEB plans. The provisions of this Statement are effective for reporting periods beginning after June 15, 2017. Management has not yet completed its assessment of this statement; and therefore, the effect of adopting this statement, if any, is not subject to estimation at this time.


(CONTINUED)

36

NOTE 2 – Stewardship, Compliance and Accountability (continued) New Accounting Pronouncements (continued)

In June 2015, GASB issued Statement No. 76, “The Hierarchy of Generally Accepted Accounting Principles for State and Local Governments”. The objective of this Statement is to identify — in the context of the current governmental financial reporting environment — the hierarchy of generally accepted accounting principles (GAAP). The “GAAP hierarchy” consists of the sources of accounting principles used to prepare financial statements of state and local governmental entities in conformity with GAAP and the framework for selecting those principles. This Statement supersedes Statement No. 55, The Hierarchy of Generally Accepted Accounting Principles for State and Local Governments. The provisions of this Statement are effective for reporting periods beginning after June 15, 2015.

Management has not yet completed its assessment of this statement; and therefore, the effect of adopting this statement, if any, is not subject to estimation at this time. In August 2015, GASB issued Statement No. 77, “Tax Abatement Disclosures”. Financial statements prepared by state and local governments in conformity with generally accepted accounting principles provide citizens and taxpayers, legislative and oversight bodies, municipal bond analysts, and others with information they need to evaluate the financial health of governments, make decisions, and assess accountability. This information is intended, among other things, to assist these users of financial statements in assessing (1) whether a government’s current-year revenues were sufficient to pay for current-year services (known as interperiod equity), (2) whether a government complied with finance-related legal and contractual obligations, (3) where a government’s financial resources come from and how it uses them, and (4) a government’s financial position and economic condition and how they have changed over time. The provisions of this Statement are effective for reporting periods beginning after December 15, 2015. Management has not yet completed its assessment of this statement; and therefore, the effect of adopting this statement, if any, is not subject to estimation at this time.


(CONTINUED)

37

NOTE 3 – Cash and Investments

The majority of all cash and investments of RTC are included in the investment pool of the County Treasurer or are in the custody of a fiscal agent. As of June 30, 2015, these amounts are summarized as follows:

Clark County Investment PoolCash and Investments with fiscal agentCash in bankCash on hand

Total cash and investments 432,336,782$

361,220,090$ 46,358,444

15,000 24,743,248

The RTC’s cash and cash equivalents on deposit with financial institutions, including cash and cash equivalents in the custody of the County Treasurer or a fiscal agent, are often in excess of federally-insured limits, and the risk of losses related to such concentrations may be increasing as a result of current economic conditions including, but not limited to, weakness in the commercial and investment banking systems. The extent of a future loss, if any, to be sustained as a result of uninsured deposits in the event of a future failure of a financial institution; however, is not subject to estimation at this time.

According to the NRS, County monies must be deposited with federally insured banks, credit unions, or savings and loan associations within the County. The County is authorized to use demand accounts, time accounts, and certificates of deposit. The County’s deposits are fully covered by federal depository insurance or securities collateralized in the State of Nevada Collateral Pool. Securities used as such collateral must total 102 percent of the deposits with each financial institution. The NRS specifically requires collateral for demand deposits and specifies that collateral for time deposits may be of the same type as those described for permissible investments. Permissible investments are similar to allowable County investments described below, except the NRS permits a longer term and includes securities issued by municipalities within Nevada. The County’s, and therefore, the RTC's deposits are fully covered by federal depository insurance or collateral held by the County’s agent in the County’s name. The County monitors the Nevada Collateral Pool to ensure full collateralization Due to the nature of the investment pool, it is not possible to separately identify any specific investment as being that of the RTC. Instead, the RTC owns a proportionate share of each investment, based on the RTC’s participation percentage in the investment pool.

Custodial Credit Risk

Custodial credit risk is the risk that, in the event of the failure of the counterparty to a transaction, the County will not be able to recover the value of its investments or collateral securities that are in the possession of an outside party. As the County ceased participating in securities lending activities through its custodial bank as of June 30, 2015, no securities were held by the counterparty that was acting as the County’s agent in securities lending transactions.


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NOTE 3 – Cash and Investments (continued) As of June 30, 2015, the $361,220,089 of RTC monies held in the investment pool are categorized as follows:

Investment Maturities (in years)Investment Type Fair Value Less Than 1 1 to 3 3 to 5 More than 5Debt Securities: U.S. Treasuries 25.7% 5.5% 55.7% 38.8% U.S. Agencies 42.9% 28.4% 47.7% 23.9% Corporate Obligations 13.7% 14.4% 70.4% 15.2% Money Market Funds 4.5% 100.0% Commercial Paper 7.9% 100.0% Negotiable Certificates of Deposit 0.1% 100.0% NV Local Government Investment Pool 0.0% 100.0% Collateralized Mortgage Obligations & Asset Backed Securities 4.0% 18.7% 56.7% 24.6% Collateralized Investment Agreements* 0.3% 100.0% Derivative Instruments 0.9% 100.0%

100.0%

* These are fully collateralized guaranteed investment contracts and forward delivery agreements related to bond proceeds.

Credit Risk Credit risk is defined as the risk that an issuer or other counterparty to an investment will not fulfill its obligations. The County’s investment policy applies the prudent-person rule: “In investing the County’s monies, there shall be exercised the judgment and care under the circumstances then prevailing which persons of prudence, discretion, and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived.” The County’s investments were rated by Moody’s Investors Service as follows: U.S. Treasury Notes, Aaa; bonds of U.S. Federal agencies, Aaa; discount notes of U.S. Federal agencies, P-1; municipal bonds issued by state and local governments, A or its equivalent or higher; money market funds, Aaa; commercial paper issued by corporations organized and operating in the United States or by depository institutions licensed by the United States or any state and operating in the United States, P-1; negotiable certificates of deposit issued by commercial banks, insured credit unions or savings and loan associations, not specified; collateralized mortgage obligations, Aaa; collateralized investment agreements issued by insurance companies rated Aa or its equivalent or higher, or issued by entities rated A or its equivalent or higher; asset-backed securities, Aaa; corporate notes issued by corporations organized and operating in the United States which have a rating of A or its equivalent or higher. The County’s investments in non-negotiable certificates of deposit are FDIC insured and do not exceed $250,000 per insured institution.


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NOTE 3 – Cash and Investments (continued) The County is exposed to credit risk in the amount of the hedging derivatives’ positive fair values.

Since none of the hedging derivatives had a positive fair value as of June 30, 2015, the County was exposed to no credit risk for these derivatives. The counterparty credit ratings for hedging derivative instruments were Baa or higher. The County is exposed to credit risk on interest rate swaps with positive fair values totaling $43.4 million. The County is not exposed to credit risk on interest rate swaps with negative fair values. Exposure is mitigated through the use of an International Swaps and Derivatives Association credit support annex, which provides collateral to protect the value of the swaps under specific circumstances. The counterparty credit ratings for investment derivative swaps were Baa or higher.

At June 30, 2015, the fair value of County investments and derivative instruments were categorized by quality rating as follows:

Quality Ratings by Moody's

Investment Type Aaa Aa A Baa P-1 UnratedDebt Securities: U.S. Treasuries 100% U.S. Agencies 85% 15% Corporate Obligations 1% 26% 73% Money Market Funds 100% Commercial Paper 100% Negotiable Certificates of Deposit 100% NV Local Government Investment Pool 100% Collateralized Mortgage Obligations & Asset Backed Securities 72% 28% ** Collateralized Investment Agreements * 100% Derivative Instruments 1% 1% 98% * These are fully collateralized guaranteed investment contracts and forward delivery agreements related to bond proceeds. ** Securities rated AA by Standard & Poor’s

Interest Rate Sensitivity

At June 30, 2015, the County invested in the following types of securities that have a higher sensitivity to interest rates:

Callable Securities are directly affected by the movement of interest rates. Callable securities allow the issuer to redeem or call a security before maturity, one time, generally on coupon dates.


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40

NOTE 3 - Cash and Investments (continued) Concentrations of Credit Risk

Concentration of credit risk is defined as the risk of loss attributed to the magnitude of a government’s investment in a single issuer. The County’s investment policy limits the amount that may be invested in obligations of any one issuer, except direct obligations of the U.S. government or federal agencies, to no more than five percent of the investment pool. GASB Statement No. 40 requires disclosure of all investments in any one issuer that represent five percent or more of total investments. At June 30, 2015, the following investments exceeded five percent of the investment pool: Federal Home Loan Banks (FHLB) 9.64%Federal Home Loan Mortgage Corporation (FHLMC) 15.83%Federal National Mortgage Association (FNMA) 17.04%

Interest Rate Risk

Interest rate risk is defined as the risk that changes in interest rates will adversely affect the fair value of an investment. Through its investment policy, the County manages its exposure to fair value losses arising from increasing interest rates by limiting the average weighted duration of its investment pool portfolio to less than 2.5 years. Duration is a measure of the present value of a fixed income’s cash flows and is used to estimate the sensitivity of a security’s price to interest rate changes.

GASB 31

GASB Statement No. 31 requires the County to adjust the carrying amount of its investment portfolio to reflect the change in fair value. Interest revenue is increased or decreased in relation to this adjustment of unrealized gain or loss. Net interest income in the funds reflects this positive or negative fair value adjustment.

NOTE 4 – Accounts Receivable and Due from other Governmental

Accounts receivable and due from other governmental units as of June 30, 2015, were as follows:

Special RevenueGeneral Fund Fund

Regional HighwayTransportation Regional Improvement RTC Highway Business-typeCommission Transportation Acquisition Improvement Total Activities

Accounts receivable 2,844,648$ -$ 10,235,998$ 209,871$ 13,290,517$ 2,839,377$ Less allowance for uncollectible receivables - - 436,380 - 436,380 - Accounts receivables, net 2,844,648$ -$ 9,799,618$ 209,871$ 12,854,137$ 2,839,377$

Due from other governmental units (1,947)$ 11,721,771$ 43,820,872$ 937,298$ 56,477,994$ 41,935,835$

Capital Project Funds



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NOTE 5 – Capital Assets Capital asset activity for the year ended June 30, 2015, consisted of the following:

Balance BalanceJune 30, 2014 Increases Decreases June 30, 2015

Governmental activities:Capital assets not being depreciated:

Construction in progress 1,931,440$ 543,341$ 954,477$ 1,520,304$

Capital assets being depreciated:Buildings 18,515,505 14,480 - 18,529,985 Equipment 7,502,567 939,997 566,342 7,876,222

Total capital assets being depreciated 26,018,072 954,477 566,342 26,406,207

Less accumulated depreciation for:Buildings 5,611,462 347,913 - 5,959,375 Equipment 3,754,350 1,020,915 563,954 4,211,311

Total accumulated depreciation 9,365,812 1,368,828 563,954 10,170,686

Total capital assets being depreciated, net 16,652,260 (414,351) 2,388 16,235,521

Governmental activities capital assets, net 18,583,700$ 128,990$ 956,865$ 17,755,825$

Business-type activities:Capital assets not being depreciated:

Land 32,038,082$ -$ -$ 32,038,082$ Construction in progress 25,604,269 27,360,058 32,733,119 20,231,207

Total capital assets not being depreciated 57,642,351 27,360,058 32,733,119 52,269,289

Capital assets being depreciated:Buildings and improvements 187,759,814 4,641,136 - 192,400,950 Equipment 358,912,379 27,733,388 7,093,677 379,552,090

Total capital assets being depreciated 546,672,193 32,374,524 7,093,677 571,953,040

Less accumulated depreciation for:Buildings and improvements 45,793,063 6,191,045 - 51,984,108 Equipment 169,764,830 35,131,149 6,849,370 198,046,609

Total accumulated depreciation 215,557,893 41,322,194 6,849,370 250,030,717

Total capital assets being depreciated, net 331,114,300 (8,947,670) 244,307 321,922,323

Business-type activities capital assets, net 388,756,650$ 18,412,388$ 32,977,426$ 374,191,612$

FY 2015 depreciation expenseGovernmental activities Business-type activities

$1,368,828 $41,322,194


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NOTE 6 – Interfund Balances and Transfers

Interfund balances as of June 30, 2015, consisted of the following:

Payable Fund

Regional Receivable Fund TransportationRegional Transportation Commission 626,335$ RTC Highway Improvement 8,906,785 Totals 9,533,120$

These balances result from the time lag between the dates that: (1) revenue is recognized, (2) receipt from the other fund, and (3) payments between funds are made. Interfund transfers for the year ended June 30, 2015, consisted of the following:

Transfers InRegional RTC

Transportation HighwayTransfers Out Commission RTC Bonds Improvement TotalRegional Transportation 3,944,842$ -$ 34,476,687$ 38,421,529$ Highway ImprovementAcquisition 9,250,000 44,155,810 - 53,405,810 RTC Highway Improvement 28,317,824 - 28,317,824 Public Transit 9,250,000 - 300,000 9,550,000

Total 22,444,842$ 72,473,634$ 34,776,687$ 129,695,163$

Transfers are used to: (1) move revenues from the fund that statute or budget requires collecting them to the fund that statute or budget requires to expend them, and (2) move receipts restricted for debt service from the funds collecting the receipts to the debt service fund to provide adequate cash when debt service payments become due.


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NOTE 7 – Long-Term Debt

Revenue Bonds Clark County on behalf of the RTC issues revenue bonds and pledges revenue derived from fuel tax and the sales and excise tax to pay debt service. Revenue bonds outstanding at June 30, 2015, were as follows:

BalanceHighway Improvement Revenue Bonds Original Amount Interest Rate June 30, 2015Motor vehicle fuel tax revenue bonds:

Series 2007 300,000,000$ 3.00-5.00% 226,330,000$ Series 2010A 32,595,000 6.10-6.35% 32,595,000 Series 2010B 51,180,000 5.00% 51,180,000 Series 2011 118,105,000 4.00-5.00% 106,620,000 Series 2014A 100,000,000 3.00-5.00% 100,000,000

Sales tax revenue bonds:Series 2010 69,595,000 3.00-5.00% 56,960,000 Series 2010B 94,835,000 3.00-5.00% 61,455,000 Series 2010C 140,560,000 5.10-6.15% 140,560,000

Total revenue bonds 775,700,000$

At June 30, 2015, revenue bond debt service requirements to maturity were as follows:

Principal Interest Total

37,675,000$ 37,266,263$ 74,941,263$ 39,425,000 35,463,038 74,888,038 41,265,000 33,562,113 74,827,113 43,150,000 31,637,163 74,787,163 45,190,000 29,545,938 74,735,938

250,330,000 111,343,772 361,673,772 267,465,000 50,139,521 317,604,521 51,200,000 5,005,143 56,205,143

Total long-term debt 775,700,000 333,962,951 1,109,662,951 Less current portion 37,675,000 37,266,263 74,941,263

Noncurrent portion 738,025,000$ 296,696,688$ 1,034,721,688$

2021-20252026-20302031-2035

Year ending June 30

20162017

2020

20182019


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NOTE 7 – Long-Term Debt (continued)

Changes in Long-Term Liabilities

Long-term liability activity for the year ended June 30, 2015, was as follows:

Arbitrage Rebate and Debt Covenant Requirements

The federal Tax Reform Act of 1986 imposes a rebate requirement with respect to some bonds issued by the County for the RTC. Under this Act, an amount may be required to be rebated to the United States Treasury (called “arbitrage”) for interest on the bonds to qualify for exclusion from gross income for federal income tax purposes. Rebatable arbitrage is computed as of each installment computation date and as of the most recent such date the RTC’s management believes that there is no rebatable arbitrage amount due. Future calculations might result in adjustments to this determination. Long-term debt obligations are subject to restrictive debt covenants, including certain revenue levels and revenue/expense ratios, for which management believes the RTC is in compliance.

Pledged Revenues

Motor vehicle fuel tax revenue bonds issued for RTC purposes are collateralized by a maximum of twelve cents per gallon of motor vehicle fuel tax and all Indexed Fuel Tax levied by the County, except that portion required to be allocated as direct distributions for those political subdivisions not included in the “Las Vegas Valley Area Major Street and Highway Plan.”

Beginning Ending Due WithinBalance Additions Reductions Balance One Year

Governmental activities:Bonds payable:

Revenue bonds 808,730,000$ -$ 33,030,000$ 775,700,000$ 37,675,000$ Unamortized issuance premium 36,994,444 - 3,284,112 33,710,332 - Unamortized issuance discount (29,767) - (1,804) (27,963) -

Total bonds payable 845,694,677 - 36,312,308 809,382,369 37,675,000

Compensated absences 2,460,344 858,405 1,074,278 2,244,471 1,074,278 Other post employment benefits 4,356,908 827,967 - 5,184,875 - Net pension liability - 19,748,881 - 19,748,881 - Governmental activities

Long-term liabilities 852,511,929$ 21,435,253$ 37,386,586$ 836,560,596$ 38,749,278$

Business-type activities:Compensated absences 1,267,268$ 668,693 691,618$ 1,244,343$ 691,618$ Other post employment benefits 3,769,806 862,015 - 4,631,821 - Net pension liability - 11,996,628 - 11,996,628 - Business-type activities

Long-term liabilities 5,037,074$ 13,527,336$ 691,618$ 17,872,792$ 691,618$


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NOTE 7 – Long-Term Debt (continued)

The collateralized twelve cents includes the County’s share of three cents per gallon tax levied by the State pursuant to NRS 365.180 and 365.190 and accounted for in other County funds, and the County’s share of the Indexed Fuel Taxes. The net pledged revenues related to motor vehicle fuel taxes for the year ended June 30, 2015, were as follows:

Indexed Fuel Tax includes taxes calculated and imposed on motor vehicle fuel tax, and special fuels taxes that consist of taxes on diesel fuel, taxes on compressed natural gas, and taxes on liquefied petroleum gas. The net pledged revenues related to indexed fuel taxes for the year ended June 30, 2015, were as follows:

Pledged revenues (net of administrative expenditures):County share motor vehicle fuel tax ($.03) 19,620,831$ RTC share motor vehicle fuel tax ($.09) 68,248,968

87,869,799 Direct distributions allocated for certain political

subdivisions not included in the Las VegasValley Area Major Street and Highway Plan (2,100,326)

Net pledged revenues 85,769,473$

Pledged revenues (net of administrative expenditures):County share Indexed Fuel Taxes 6,062,473$ RTC share Indexed Fuel Taxes 53,320,277 Subordinate Motor Vehicle Fuel Tax Revenue

Net pledge Motor Vehicle Fuel Tax Revenue 85,769,473$ Principal and interest payment (42,042,620) 43,726,853

103,109,603 Direct distributions allocated for certain political

subdivisions not included in the Las VegasValley Area Major Street and Highway Plan (1,644,690)

Net pledged revenues 101,464,913$


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NOTE 7 – Long-Term Debt (continued) Series 2010 sales and excise tax revenue bonds issued for RTC purposes are collateralized by 1/8% sales and excise tax and a 1 cent jet aviation fuel tax in Clark County. Series 2010B and 2010C sales and excise tax revenue bonds issued for RTC purposes are collateralized by 1/4% sales and excise tax and a 1 cent jet aviation fuel tax in Clark County. The net pledged revenues related to sales and excise tax and jet aviation fuel tax for the year ended June 30, 2015, were as follows:

Pledged revenues:Sales and excise tax 91,034,992$ Jet aviation fuel tax 3,513,971

Total pledged revenues 94,548,963$

The debt coverage ratio for net pledged revenues for the year ended June 30, 2015, were as follows:

Motor Vehicle Fuel Tax

Indexed Fuel Tax

Sales and Excise Tax and

Jet Aviation Fuel Tax

Net pledged revenues 85,769,473$ 101,464,913$ 94,548,963$

Total principal and interest payment 42,042,620 3,649,163 25,021,418

Debt coverage ratio 2.04 27.80 3.78


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NOTE 8 - Operating Lease Commitments The RTC was party to one operating lease at June 30, 2015, as follows:

Lessor

LiveWork, LLC 129,923$ January 5, 2008 January 4, 2048

FY14 Average Monthly Rental

Date Lease Commenced

Date Lease Terminates

Total rent expense for fiscal year 2015 was $1,559,079. The following is a schedule of future minimum lease payments for the operating lease as of June 30, 2015:

The RTC entered into a 40-year land lease with LiveWork, LLC on April 2, 2007, as amended by First Amendment of Lease dated September 17, 2007. The base rent is $1,250,000 per annum with a 3% annual escalation beginning in January 2009, and an additional 3% escalation in the 5th, 10th, 15th, 20th, 30th, and 35th years. This operating lease is cancelable if funds become unavailable. As a condition of the lease agreement, the RTC provided the lessor with a $5,000,000 letter of credit as a security deposit. The security deposit shall be reduced by an amount equal to $1,250,000 until the balance reaches the base security amount. Base security amount shall mean an amount equal to 1 year’s then base rent. The reduction starts on the first day of the lease year immediately following the lease year in which the RTC commences operation of the terminal and on the first day of each subsequent lease year until the security deposit reaches the base security amount. As of June 30, 2015, a $1,582,119 letter of credit was issued and unused.

Year ending June 30:2016 1,605,851$ 2017 1,654,027 2018 1,728,824 2019 1,805,866 2020 1,860,042

2021-2025 10,325,291 2026-2030 12,318,478 2031-2035 14,696,429 2036-2040 17,533,418 2041-2045 20,918,058 2046-2048 11,872,069

Total future minimum lease payments 96,318,353$


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NOTE 9 - Net Position and Fund Balances Net Position

At June 30, 2015, the RTC's government-wide statement of net position accumulated deficit is mainly attributable to borrowings to fund jurisdictional street and highway improvement projects. The resultant debt is retained and serviced by the RTC while the improved assets are owned and maintained by the Jurisdictions. Net position restricted for debt service totaled $114,701,383. This amount is made up of restricted funds exclusively for debt service of $133,751,451 less accrued interest payable of $19,050,068.

Fund Balances

Included in the amounts restricted for capital projects and intergovernmental capital grants on the Governmental Funds Balance Sheet are direct distributions representing that portion of the County motor vehicle fuel tax and Indexed Fuel Tax required to be allocated for use by those political entities not included wholly or in part in the “Las Vegas Valley Area Major Street and Highway Plan.” The allocation to these entities is made based on the ratio of their assessed valuation to the total County assessed valuation.

The following is a schedule of changes in the reserve for direct distributions for the year ended June 30, 2015:

Balance Current Year Current Year BalanceJune 30, 2014 Increases Decreases June 30, 2015

City of Boulder City 2,044,838$ 1,270,523$ (341,000)$ 2,974,361$ Bunkerville 741,256 65,349 - 806,605 Indian Springs 56,418 24,765 - 81,183 Laughlin 1,923,245 731,623 - 2,654,868 City of Mesquite 1,383,056 1,127,702 (492,000) 2,018,758 Moapa Town 442,749 186,731 - 629,480 Moapa Valley 1,489,180 295,741 - 1,784,921 Mt. Charleston 428,113 76,725 - 504,838 Searchlight 247,244 57,581 - 304,825

Total 8,756,098$ 3,836,740$ (833,000)$ 11,759,838$


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NOTE 10 - Defined Benefit Pension Plan Plan Description

RTC employees are covered by the State of Nevada Public Employees’ Retirement System (the “System”). The System was established on July 1, 1948, by the State Legislature and is governed by the Public Employees’ Retirement Board whose seven members are appointed by the Governor. All public employees who meet certain eligibility requirements participate in the System, which is a cost-sharing multiple-employer defined benefit plan. The RTC does not exercise any control over the System. Nevada Revised Statute 286.110 states that: “Respective participating public employers are not liable for any obligation of the System.”

Benefits Provided Benefits, as required by the NRS, are determined by the number of years of accredited service at the time of retirement and the member’s highest average compensation in any 36 consecutive months. Benefit payments to which participants may be entitled under the System include pension, disability, and death benefits. Benefits may only be amended through legislation. Monthly benefit allowances for regular members are computed at 2.5% for service credits earned prior to July 1, 2001, and 2.67% for service credits earned after July 1, 2001, of average compensation (36 consecutive months of highest compensation) for each accredited year of service prior to retirement up to a maximum of 90% of the average compensation for employees who entered the system prior to July 1, 1985, and 75% for those entering after that date. The System offers several alternatives to the unmodified service retirement allowance which, in general, allows the retired employee to accept a reduced service retirement allowance, payable monthly during the employee's life and various optional monthly payments to a named beneficiary after the employee's death. Eligible employees are eligible for retirement benefits at age 65 with 5 years of service, at age 60 with 10 years of service and at any age with 30 years of service. Post-retirement increases are provided by authority of NRS 286.575 -.579 The 2009 Legislation made changes to the system. The benefit allowances for members enrolled on or after January 1, 2010, are computed at 2.5% for service credits of average compensation (36 consecutive months of highest compensation, however; salary subject to 10% cap if it has increased more than 10% from the prior year) for each accredited year of service prior to retirement up to a maximum of 75% of the average compensation. Early retirement benefit reduction based on years, months and days increased from 4% to 6% for each full year. Eligible employees are eligible for retirement benefits at age 65 with 5 years of service, at age 62 with 10 years of service and at any age with 30 years of service.


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50

NOTE 10 - Defined Benefit Pension Plan (continued) Contributions

Contribution rates are established by NRS 286.410, which provides for yearly increases until such time as the actuarially determined unfunded liability of the System is reduced to zero. The RTC is obligated to contribute all amounts due under the System. The contribution rate for eligible employees and the RTC’s required contributions are as follows:

2015 2014 2013

Contribution rates 25.75% 25.75% 23.75%

RTC's contribution 4,900,614$ 4,588,722$ 4,053,405$

FISCAL YEAR ENDING JUNE 30,

Summary of Significant Accounting and Reporting Policies

For purposes of measuring the net pension liability, deferred outflows of resources, deferred inflows of resources and pension expense, information about the fiduciary net position of the Public Employees’ Retirement System of Nevada (PERS) and additions to/deductions from PERS’s fiduciary net position have been determined on the same basis as they are reported by PERS. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with the benefit terms. Investments are reported at fair value.

Basis of accounting

Employers participating in PERS cost sharing multiple-employer defined benefit plans are required to report pension information in their financial statements for fiscal periods beginning on or after June 15, 2014, in accordance with Governmental Accounting Standards Board (GASB) Statement No. 68, Accounting and Financial Reporting for Pensions.

The underlying financial information used to prepare the pension allocation schedules is based on PERS financial statements. PERS financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) that apply to governmental accounting for fiduciary funds.

Contributions for employer pay dates that fall within PERS fiscal year ending June 30, 2014, are used as the basis for determining each employer’s proportionate share of the collective pension amounts. The total pension liability is calculated by PERS’ actuary. The plan’s fiduciary net position is reported in PERS financial statements and the net pension liability is disclosed in PERS notes to the financial statements. An annual report containing financial statements and required information for the System may be obtained by writing to PERS, 693 W. Nye Lane, Carson City, Nevada 89703-1599, or by calling (775) 687-4200.


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51

NOTE 10 - Defined Benefit Pension Plan (continued) Investment Policy

The System’s policies which determine the investment portfolio target asset allocation are established by the Board. The asset allocation is reviewed annually and is designed to meet the future risk and return needs of the System. The following was the Board adopted policy target asset allocation as of June 30, 2014: Asset Class Target

Allocation Long-Term Geometric Expected Real Rate of

Return*

Domestic Equity 42% 5.50% International Equity 18% 5.75% Domestic Fixed Income 30% 0.25% Private Markets 10% 6.80%

As of June 30, 2014, PERS’ long-term inflation assumption was 3.5% Pension Liability Net Pension Liability

The net pension liability was measured as of June 30, 2014, and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The employer allocation percentage of the net pension liability was based on the total contributions due on wages paid during the measurement period. Each employer’s proportion of the net pension liability is based on their combined employer and member contributions relative to the total combined employer and member contributions for all employers for the period ended June 30, 2014. Pension Liability Discount Rate Sensitivity

The following presents the net pension liability of the PERS as of June 30, 2014, calculated using the discount rate of 8.00%, as well as what the PERS net pension liability would be if it were calculated using a discount rate that is 1-percentage-point lower (7.00%) or 1- percentage-point higher (9.00%) than the current discount rate: 1% Decrease in

Discount Rate (7.00%)

Discount Rate

(8.00%)

1% Increase in Discount Rate

(9.00%)

Net Pension Liability $49,367,738 $31,745,509 $17,096,949


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52

NOTE 10 - Defined Benefit Pension Plan (continued) Pension Plan Fiduciary Net Position

Detailed information about the pension plan’s fiduciary net position is available in the PERS Comprehensive Annual Financial Report, available on the PERS website. Actuarial Assumptions The System’s net pension liability was measured as of June 30, 2014, and the total pension liability used to calculate the net pension liability was determined by an actuarial valuation as of that date. The total pension liability was determined using the following actuarial assumptions, applied to all periods included in the measurement:

Inflation rate 3.50% Payroll Growth 5.00%, including inflation Investment Rate of Return 8.00% Productivity pay increase 0.75% Projected salary increases Regular: 4.60% to 9.75%,

depending on service Police/Fire: 5.25% to 14.5%, depending on service Rates include inflation and productivity increases

Consumer Price Index 3.50% Other assumptions funding actuarial valuation

Same as those used in the June 30, 2014

Actuarial assumptions used in the June 30, 2014 valuation were based on the results of the experience review completed in 2013.

The discount rate used to measure the total pension liability was 8.00% as of June 30, 2014 and June 30, 2013. The projection of cash flows used to determine the discount rate assumed that employee and employer contributions will be made at the rate specified in statute. Based on that assumption, the pension plan’s fiduciary net position at June 30, 2014, was projected to be available to make all projected future benefit payments of current active and inactive employees. Therefore, the long-term expected rate of return on pension plan investments was applied to all periods of projected benefit payments to determine the total pension liability as of June 30, 2014 and June 30, 2013.


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NOTE 10 - Defined Benefit Pension Plan (continued) Pension Expense, Deferred Outflows of Resources and Deferred Inflows of Resources Related to Pensions As of June 30, 2014, the total employer pension expense is $4,157,654. At June 30, 2014, the measurement date, PERS reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources: Deferred

Outflows of Resources

Deferred Inflows of Resources

Differences between expected and actual experience $0 $(1,519,197) Changes of assumptions $0 $0 Net difference between projected and actual earnings on investments

$0 $(6,667,857)

Changes in proportion and differences between actual contributions and proportionate share of contributions

$268,222 $0

Average expected remaining service lives 5.70 years Deferred outflows/(inflows) of resources related to pension will be recognized as follows: Reporting period ended June 30: 2016 $(1,886,434) 2017 (1,886,434) 2018 (1,886,434) 2019 (1,886,434) 2020 (219,469) Thereafter (153,627)


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54

NOTE 11 - Other Post-Employment Benefits (OPEB)

The RTC participates in Clark County's other postemployment benefits plan, an agent, multiple employer defined benefit plan, as well as the State of Nevada's Public Employee Benefit Plan (PEBP), an agent multiple employer define benefit plan.

Plan Descriptions

In accordance with the NRS, retirees of RTC may continue insurance through existing plans of insurance, if enrolled as an active employee at the time of retirement. Retirees are offered medical, dental, prescription drugs, and life insurance benefits for themselves and their dependents. Retirees may choose between the Clark County Self-Funded Group Medical and Dental Benefits Plan (Self-Funded Plan) and an HMO Plan. The RTC also provides other postemployment benefits to retirees by participating in the State of Nevada’s Public Employee Benefit Plan (PEBP), agent, multiple-employer, defined benefit plan administered by a nine member governing board. PEBP provides medical, prescription, dental and vision benefits to retirees. Eligibility and subsidy requirements are governed by NRS and can only be amended through legislation. In 2008, NRS was amended. As a result of this amendment, the number of retirees for whom the RTC is obligated to provide postemployment benefits is limited to eligible employees who retired from RTC service prior to September 1, 2008. Self-Funded/HMO Plan benefit provisions are established and amended through negotiations between Clark County and the SEIU employee union. The RTC has an interlocal agreement with Clark County which allows Clark County to negotiate with the SEIU on RTC’s behalf. PEBP benefit provisions are established and amended by the State Legislature. The Self-Funded/HMO Plan are included in the financial statements of Clark County as an internal service fund (the Self-Funded Group Insurance fund). The Self-Funded/HMO Plan are not administered as a qualifying trust or equivalent arrangement. The PEBP issues a publicly available financial report that includes financial statements and required supplementary information. The Self-Funded and PEBP reports may be obtained by writing or calling the plans at the following addresses or numbers:

Clark County, Nevada Public Employee Benefit Plan PO Box 551210 901 South Stewart Street, Suite 1001 500 S. Grand Central Parkway Carson City, NV 89701 Las Vegas, NV 89155-1210 (800) 326-5496 (702) 455-3895

Funding Policy and Annual OPEB Cost

The RTC pays 90% of premiums for active employee coverage, a monthly average of approximately $766 per active employee for the year ended June 30, 2015. Retirees in the Self-Funded/HMO Plan receive no direct subsidy from the RTC. Under State law, retiree loss experience is pooled with active loss experience for the purpose of setting rates. The difference between the true claims cost and the blended premium is an implicit rate subsidy that creates an OPEB cost for the RTC.


(CONTINUED)

55

NOTE 11 - Other Post-Employment Benefits (OPEB) (continued)

The RTC is required to pay the PEBP an explicit subsidy, based on years of service, for retirees who are enrolled in this plan. In 2015, retirees were eligible for a $116 per month subsidy after five years of service with a Nevada state or local government entity. The maximum subsidy of $636 is earned after 20 years of combined service with any eligible entity. The subsidy is set by the State Legislature. The annual other postemployment benefit (OPEB) cost for each plan is calculated based on the annual required contribution (ARC) of the employer , an amount actuarially determined in accordance with the parameters of GASB Statement No. 45. The ARC represents a level of funding that, if paid on an ongoing basis, is projected to cover normal cost each year and to amortize any unfunded actuarial liabilities (or funding excess) over a period not to exceed thirty years. RTC's annual OPEB cost for the current year and the related information for each plan are as follows:

PEBP

Contribution rates

RTC

Plan members

Annual required contribution (ARC)

Interest on net OPEB obligation

Adjustment to annual required contribution

Annual OPEB cost

Employer contributions made

Increase in net OPEB obligation

Net OPEB obligation, beginning of yearNet OPEB obligation, end of year

Self-Funded Plan/HMO Plan

(52,323) (64,991)

9,704,096$ 112,600$

1,678,645 11,337

8,025,451 101,263

(337,786)

1,730,968 76,328

1,752,645$ 77,284$

316,109 13,939

8,126,714 9,816,696$

1,829,929$

330,048

(352,681)

1,807,296

Total

(117,314)

1,689,982

Actuarially determined,

premium sharing determined by union contracts

Set by State Legislature

Implicit subsidy through blending of active and retiree loss experience

$116 per month after 5 years of

service up to $636 per month after 20

years

From $161 per month for single

coverage to $1,449 per month for family

coverage, depending on plan

From $733 to $2,374, depending

on level of coverage and

subsidy earned

(14,895)


(CONTINUED)

56


Funding Policy and Annual OPEB Cost (continued) RTC's annual OPEB cost, the percentage of annual cost contributed to the plan, and the net OPEB obligation for 2013, 2014 and 2015 were as follows:

Year endedSelf-funded/HMO Plan June 30, 2013Self-funded/HMO Plan June 30, 2014Self-funded/HMO Plan June 30, 2015

PEBP Plan June 30, 2013PEBP Plan June 30, 2014PEBP Plan June 30, 2015 76,328 67.8% 112,600

90,112 82.9% 101,263 90,112 82.9% 85,870

1,564,159 21.3% 8,025,450 1,730,968

1,564,159

17.8% 9,704,096

21.3% 6,793,906

Annual OPEB Cost

% of OPEB cost

Net OPEB obligation

Funded status and funding progress

The funded status of the plans as of June 30, 2015, 2014 and 2013, were as follows:

* PEBP is a closed plan; and therefore, there are no current employees covered by the PEBP.

2013 2014 2015Actuarial accrued liability (a)Actuarial value of plan assets (b)Unfunded actuarial accrued liability(funding excess) (a) - (b)Funded ratio (b) / (a)Covered payroll ( c)Unfunded actuarial accrued liability(funding excess) as a percentageof covered payroll [(a) - (b)] / ( c)

2013 2014 2014Actuarial accrued liability (a)Actuarial value of plan assets (b)Unfunded actuarial accrued liability(funding excess) (a) - (b)Funded ratio (b) / (a)Covered payroll ( c)Unfunded actuarial accrued liability(funding excess) as a percentageof covered payroll [(a) - (b)] / ( c)

0%N/A

N/AN/A

13,301,785$ -

13,301,785$ 0%

19,659,612$

67.7%

1,718,943$ -

1,718,943$

74.0%

1,718,943$ -

1,718,943$ 0%

N/A

Self-funded / HMO Plan

PEBP *

13,301,785$ -

17,963,919$

14,381,876$ -

14,381,876$ 0%

13,301,785$ 0%

20,619,759$

69.7%

N/A

N/A

1,389,847$ -

1,389,847$ 0%


(CONTINUED)

57


Funded status and funding progress (continued) Actuarial valuations involve estimates of the value of reported amounts and assumptions about the probability of events in the future. Amounts determined regarding the funded status of the plans and the annual required contributions of the employer are subject to continual revision as actual results are compared to past expectations and new estimates are made about the future. The required schedule of funding progress, presented as required supplementary information, provides multi-year trend information that shows, whether the actuarial value of plan assets is increasing or decreasing over time relative to the actuarial accrued liability for benefits. Projections of benefits are based on the substantive plans (the plans as understood by the employer and plan members) and include the types of benefits provided at the valuation date and the historical pattern of sharing benefit costs between RTC and the plan members at that point. Actuarial calculations reflect a long-term perspective and employ methods and assumptions that are designed to reduce the effects of short-term volatility in actuarial accrued liabilities and the actuarial value of assets. Significant methods and assumptions are as follows:

Actuarial methods and assumptions

Self-funded / HPN PEBP PlanActuarial valuation dateActuarial cost method Entry age normal Entry age normalAmortization method Level dollar amount Level dollar amountRemaining amortization period 30 years, open 30 years, openAsset valuation method No assets in trust No assets in trustActuarial assumptions:

Discount rate 4.0% 4.0%Projected salary increases N/A N/AHealthcare inflation rate 7% initial / 5% ultimate 7% initial / 5% ultimate

July 1, 2014July 1, 2014

RTC assets in internal service fund Clark County utilizes the Other Employment Benefit Reserve internal service fund to allocate OPEB costs to each fund, based on employee count. Each fund incurs a charge for service from the Other Postemployment Benefit Reserve fund for their portion of the annual OPEB cost. As of June 30, 2015, the Other Postemployment Benefit Reserve fund has $227,103 in cash, investments, and interest receivable held on behalf of the RTC. The RTC intends to use these assets for future OPEB funding. These assets cannot be included in the plan assets considered in the OPEB funding schedules because they are not held in a qualifying trust or equivalent arrangement as defined by GASB Statement No. 45.


(CONTINUED)

58

NOTE 12 - Risk Management The RTC’s operating activities are comprised primarily of providing both transit authority services and transportation-planning agency services in southern Nevada; and therefore, realization of the RTC’s receivables and its future operations could be affected by an adverse change in the economic conditions in the area. The United States is slowly recovering from a widespread recession that included declines in residential real estate sales and values, mortgage lending and related construction activity, and weakness in the commercial and investment banking systems, and is engaged in an ongoing war on terror, all of which are likely to continue to have far-reaching effects on the economic activity in the country for an indeterminate period. The near and long-term impact of these factors on the southern Nevada economy and the RTC's operating activities cannot be predicted at this time but may be substantial. In the ordinary course of its operations, claims are filed against the RTC. It is the opinion of management that these claims will not have a material adverse effect on the RTC’s financial position, results of operation, or cash flows. The RTC does not accrue for estimated future legal and defense costs, if any, to be incurred in connection with outstanding or threatened litigation and other disputed matters but rather, records such as period costs when services are rendered. The RTC is exposed to various risks of loss related to torts; theft of, damage to, and destruction of assets; errors and omissions; injuries to employees; and natural disasters. Effective January 1, 2010, the RTC acquired its own insurance with Travelers’ Insurance for Commercial Property, Workers’ Compensation, Commercial Auto Liability, Excess Liability, Employee Benefit Liability and Employment Practices Liability. Under the interlocal agreement with the County, the RTC was solely responsible to pay all claim costs which come within its retained limit as set forth in the agreement. Under the insurance policies with Travelers’, the RTC is only responsible to pay the deductibles and co-insurance amounts stipulated in the policies. Under the interlocal agreement with the County, the RTC's designated representative shall notify the County's designated representative and the designated adjusting firm of any occurrence for which it is believed liability will exceed RTC's retention. RTC was solely responsible for the costs of the services rendered it by the claims adjusting firm. The interlocal agreement with the County for the provision of employee health insurance has not been terminated.


(CONTINUED)

59

NOTE 12 - Risk Management (continued)

Workers’ Compensation The RTC has placed insurance coverage with a licensed and rated carrier which includes Coverage A – Workers’ Compensation Benefits with Statutory Limits and Coverage B Employer’s Liability – Bodily Injury Each Accident $1,000,000, Bodily Injury by Disease (Policy Limit) $1,000,000, and Bodily Injury by Disease (Each Employee) $1,000,000. No deductible applies to this coverage. Claims are reported by the RTC directly to the insurance carrier.

Commercial Property

The RTC has placed insurance coverage with a licensed and rated carrier for all RTC owned facilities. Building and Business Personal Property/Contents (including Mechanical Breakdown) are insured for Replacement Cost on a Blanket basis with a $50,000 deductible. Equipment Insurance is also maintained for the RTC’s computerized equipment, ticket vending machines, electronic data processing, etc. A $10,000 deductible applies for this coverage. This equipment is insured on an Actual Cash Value basis (which is common for this type of insurance). Builder’s Risk/Course of Construction policies are purchased by the RTC for any project constructed on RTC property with limits and deductible levels varying by project size and type. (For projects not constructed on RTC property the General Contractor or Construction Manager is responsible for placement of Builder’s Risk/Course of Construction policies). Claims are reported to the RTC’s insurance carrier by the RTC’s insurance broker.

Commercial General Liability

The RTC has placed insurance coverage with a licensed and rated carrier which includes $1,000,000 limits for Bodily Injury/Property Damage (Each Occurrence) and Personal and Advertising Injury, $2,000,000 limit for Products/Completed Operates Aggregate, and $2,000,000 limit for General Aggregate. No deductible applies to this coverage. Employee Benefits Liability is also included on a Claims Made Basis (which is common for this type of insurance) with a $1,000,000 limit for Each Employee and a $2,000,000 Aggregate Limit. No deductible applies to this coverage. Claims are reported to the RTC’s insurance carrier by the RTC’s insurance broker.

Commercial Auto Liability

The RTC has placed insurance coverage with a licensed and rated carrier which includes $1,000,000 limits for Owned Automobile Bodily Injury and Property Damage and Uninsured/Underinsured Motorist. Comprehensive and Collision Physical Damage Coverage is maintained on most vehicles but is not maintained on older vehicles with low value. Also included is Hired and Non Owned Auto Liability with limits of $1,000,000 for Bodily Injury and Property Damage. No deductible applies to this coverage. Hired Auto Physical Damage coverage is also in place with $50,000 Maximum Limit per Vehicle. A $1,000 deductible applies to this coverage. Claims are reported to the RTC’s insurance carrier by the RTC’s insurance broker.


(CONTINUED)

60

NOTE 12 - Risk Management (continued) Excess Liability

The RTC has placed insurance coverage with a licensed and rated carrier which includes $10,000,000 in limits for Combined Bodily Injury and Property Damage Each Occurrence and General Aggregate. The Excess Liability policy provides additional liability limits over and above the Commercial General Liability, Auto Liability, Employers Liability and Employee Benefit Liability. Claims are reported to the RTC’s insurance carrier by the RTC’s insurance broker.

Employment Practices Liability

The RTC has placed insurance coverage with Hiscox Insurance, a licensed and rated insurance carrier, which includes $2,000,000 in coverage for each claim and in the Aggregate. A $50,000 retention/deductible applies for each claim. Coverage is written on a Claims Made basis (which is common for this type of insurance). Claims are reported to the RTC’s insurance carrier by the RTC’s insurance broker. Over the past three years, no settlements have exceeded any of the above insurance coverages.

NOTE 13 - Commitments

Construction commitments include roadway projects with various local entities of $204,459,346.

NOTE 14 – Subsequent Events

On October 20, 2015, the Clark County Commission sold approximately $85 million in tax exempt highway revenue bonds on behalf of the Regional Transportation Commission. The term of the highway revenue bonds is twenty years with an average coupon of 5.0% and an all-in true interest cost of 3.38%. Interest payments will begin in January 2016 and principal payments will begin in July 2017. All debt service payments will be funded with Indexed Fuel Tax revenue. The bond proceeds can only be used for road construction projects and bond sale expenses.

REQUIRED SUPPLEMENTARY INFORMATION

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA REQUIRED SUPPLEMENTARY INFORMATION

SCHEDULE OF FUNDING PROGRESS, OTHER POSTEMPLOYEMENT BENEFITS FOR THE YEAR ENDED JUNE 30, 2015

61

Actuarial Valuation Date

Actuarial Value of Assets

(a)

Actuarial Accrued

Liability (AAL)- Entry Age (b)

Unfunded AAL (UAAL)

(b-a)

Funded Ratio (a/b)

Covered Payroll (c)

UAAL as a percentage of covered

payroll ((b-a)/c)

County Plan July 1, 2010 0 11,562,585 11,562,585 0.0% 17,646,945 65.5%July 1, 2012 0 13,301,785 13,301,785 0.0% 17,963,919 74.0%July 1, 2014 0 14,381,986 14,381,986 0.0% 20,619,759 69.7%

PEBP July 1, 2010 0 2,444,380 2,444,380 0.0% N/A* N/A*July 1, 2012 0 1,718,943 1,718,943 0.0% N/A* N/A*July 1, 2014 0 1,389,847 1,389,847 0.0% N/A* N/A*

* PEBP is a closed plan; and therefore, there are no current employees covered by the PEBP.

2015 2014Original Budget Final Budget Actual Variance Actual

REVENUESIntergovernmental revenue:

Federal and state grants 7,547,820$ 7,547,820$ 5,240,520$ (2,307,300)$ 4,986,771$ Interest 12,000 12,000 19,987 7,987 185,251 Other 1,918,000 1,918,000 2,131,424 213,424 1,959,589

Total revenues 9,477,820 9,477,820 7,391,931 (2,085,889) 7,131,611


Salaries and wages 12,984,652 12,984,652 12,678,166 (306,486) 11,872,485 Employee benefits 5,085,281 5,085,281 4,977,383 (107,898) 4,578,556 Services and supplies 13,178,624 13,178,624 10,931,367 (2,247,257) 10,248,361

Capital outlay and intergovernmental capital grants 2,409,000 2,409,000 543,341 (1,865,659) 59,960 Total expenditures 33,657,557 33,657,557 29,130,258 (4,527,299) 26,759,362

OTHER FINANCING SOURCES (USES)Transfers in 23,258,010 23,258,010 22,444,842 (813,168) 21,054,073 Transfers out - - - - (836,465)

Total other financing sources 23,258,010 23,258,010 22,444,842 (813,168) 20,217,608

CHANGES IN FUND BALANCE (921,727) (921,727) 706,515 1,628,242 589,857

Fund balance - beginning 4,716,099 4,716,099 4,638,964 (77,135) 4,049,107

Fund balance - ending 3,794,372$ 3,794,372$ 5,345,479$ 1,551,107$ 4,638,964$

(WITH COMPARATIVE ACTUAL AMOUNTS FOR THE FISCAL YEAR ENDED JUNE 30, 2014)

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADAREGIONAL TRANSPORTATION COMMISSION FUND

SCHEDULE OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCE - BUDGET AND ACTUALFOR THE FISCAL YEAR ENDED JUNE 30, 2015

62



Sales and excise tax 42,992,117$ 45,792,117$ 45,517,496$ (274,621)$ 42,574,499$ Interest - - 24,549 24,549 26,683

Total revenues 42,992,117 45,792,117 45,542,045 (250,072) 42,601,182


Services and supplies 7,145,874 7,325,874 7,282,799 (43,075) 6,811,920

OTHER FINANCING USESTransfers out (35,858,010) (38,478,010) (38,421,529) 56,481 (35,762,579)

CHANGES IN FUND BALANCE (11,767) (11,767) (162,283) (150,516) 26,683

Fund balance - beginning 513,764 513,764 1,012,614 498,850 985,931

Fund balance - ending 501,997$ 501,997$ 850,331$ 348,334$ 1,012,614$


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADAREGIONAL TRANSPORTATION FUND


63


REVENUESInterest -$ -$ 413,168$ 413,168$ 359,004$ IRS Rebate - Build America Bonds 2,738,444 2,738,444 3,289,951 551,507 3,293,500

Total revenues 2,738,444 2,738,444 3,703,119 964,675 3,652,504


Services and supplies - 10,000 2,050 (7,950) 5,524 Debt Service:

Principal 33,030,000 33,030,000 33,030,000 - 32,080,000 Interest 39,484,868 39,484,868 37,683,200 (1,801,668) 35,579,300

Total expenditures 72,514,868 72,524,868 70,715,250 (1,809,618) 67,664,824

OTHER FINANCING SOURCES Transfers in 90,742,670 90,742,670 72,473,634 (18,269,036) 65,574,489

Total other financing sources 90,742,670 90,742,670 72,473,634 (18,269,036) 65,574,489

CHANGES IN FUND BALANCE 20,966,246 20,956,246 5,461,503 (15,494,743) 1,562,169

Fund balance - beginning 50,260,124 50,260,124 50,166,132 (93,992) 48,603,963

Fund balance - ending 71,226,370$ 71,216,370$ 55,627,635$ (15,588,735)$ 50,166,132$


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADARTC BONDS FUND


64


REVENUESInterest -$ 10,000$ 1,119,120$ 1,109,120$ 1,036,800$

OTHER FINANCING SOURCES Proceeds from revenue bond issued - - - - 7,995,750

CHANGES IN FUND BALANCE - 10,000 1,119,120 1,109,120 9,032,550

Fund balance - beginning 70,288,271 70,288,271 77,004,696 6,716,426 67,972,146



REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADARTC RESERVE FUND


65



Federal and state grants 49,470,000$ 49,470,000$ 21,746,984$ (27,723,016)$ -$ Fuel taxes 115,380,228 115,380,228 121,569,246 6,189,018 78,542,958 Interest - - 1,259,502 1,259,502 686,332 Other - - 238 238 -

Total revenues 164,850,228 164,850,228 144,575,970 (20,274,258) 79,229,290


Services and supplies 30,735 30,735 219,622 188,887 357,151 Debt Service:

Principal - - - - - Bond issuance costs 1,610,000 1,610,000 - (1,610,000) 562,556

Capital outlay and intergovernmental capital grants 461,700,103 461,700,103 130,281,940 (331,418,163) 13,244,902 Total expenditures 463,340,838 463,340,838 130,501,562 (332,839,276) 14,164,610

OTHER FINANCING SOURCES (USES)Transfers out (71,671,593) (71,671,593) (53,405,810) 18,265,783 (46,306,439) Transfers in - - - - - Proceeds from revenue bond issued 230,000,000 230,000,000 - (230,000,000) 92,004,250 Premium on bond issued - - - - 10,635,131

Total other financing sources (uses) 158,328,407 158,328,407 (53,405,810) (211,734,217) 56,332,942

CHANGES IN FUND BALANCE (140,162,203) (140,162,203) (39,331,402) 100,830,801 121,397,623

Fund balance - beginning 141,147,701 141,147,701 186,764,197 45,616,496 65,366,574

Fund balance - ending 985,498$ 985,498$ 147,432,796$ 146,447,298$ 186,764,197$


HIGHWAY IMPROVEMENT ACQUISITION FUNDREGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA


66


REVENUESIntergovernmental revenue: Federal and state grants 240,000$ 240,000$ 1,258,459$ 1,018,459$ 5,401,900$ Fuel taxes 3,279,894 3,279,894 3,513,971 234,077 3,462,893 Interest - - 454,061 454,061 542,357 Other - - 27,811 27,811 -

Total revenues 3,519,894 3,519,894 5,254,302 1,734,409 9,407,150


Services and supplies 20,000 20,000 2,250 (17,750) - Capital outlay and intergovernmental capital grants 66,156,150 66,156,150 18,563,071 (47,593,079) 29,610,788

Total expenditures 66,176,150 66,176,150 18,565,321 (47,610,829) 29,610,788

OTHER FINANCING SOURCES (USES)Transfers in 32,400,000 32,400,000 34,776,687 2,376,687 34,427,975 Transfers out (29,321,077) (29,321,077) (28,317,824) 1,003,253 (28,504,670)

Total other financing sources 3,078,923 3,078,923 6,458,863 3,379,940 5,923,305

CHANGES IN FUND BALANCE (59,577,333) (59,577,333) (6,852,157) 52,725,177 (14,280,333)

Fund balance - beginning 64,006,821 64,006,821 56,471,530 (7,535,291) 70,751,863



RTC HIGHWAY IMPROVEMENT FUNDREGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA


67


OPERATING REVENUESCharges for services: Transit fees 70,870,821$ 70,870,821$ 79,193,695$ 8,322,874$ 85,062,071$ Transit Advertising 2,400,000 2,400,000 2,749,866 349,866 2,470,981 Federal and state grants and contributions - - 742,621 742,621 1,385,020 Other 300,000 300,000 223,876 (76,124) 294,211

Total operating revenues 73,570,821 73,570,821 82,910,059 9,339,237 89,212,283

OPERATING EXPENSESSalaries and wages 8,785,626 8,785,626 7,941,593 (844,033) 7,787,127 Employee benefits 4,268,015 4,268,015 3,730,841 (537,174) 3,340,892 Services and supplies 175,971,396 179,071,396 170,102,636 (8,968,760) 158,868,251 Depreciation 40,000,000 40,000,000 41,415,693 1,415,693 40,402,245

Total operating expenses 229,025,037 232,125,037 223,190,762 (8,934,274) 210,398,515

Operating loss (155,454,216) (158,554,216) (140,280,704) 18,273,511 (121,186,232)

NONOPERATING REVENUES (EXPENSES)Intergovernmental revenue:

Sales and excise tax 128,976,350 128,976,350 136,552,487 7,576,137 127,723,497 Federal and state grants 31,320,613 31,320,613 18,463,190 (12,857,423) 11,890,510

Interest income - - 1,259,305 1,259,305 1,011,845 Gain on sale of capital assets - - 46,667 46,667 150,000

Total nonoperating revenues 160,296,963 160,296,963 156,321,648 (3,975,314) 140,775,852

Income before transfers 4,842,747 1,742,747 16,040,944 14,298,197 19,589,620

Transfers out (9,550,000) (9,550,000) (9,550,000) - (9,646,384)

CHANGES IN NET POSITION (4,707,253)$ (7,807,253)$ 6,490,944$ 14,298,197$ 9,943,236$


PUBLIC TRANSIT FUNDREGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA

SCHEDULE OF REVENUES, EXPENSES AND CHANGES IN NET POSITION - BUDGET AND ACTUALFOR THE FISCAL YEAR ENDED JUNE 30, 2015

68


Cash flows from operating activities: Cash received from customers 70,870,821$ 73,270,821$ 99,756,545$ 26,485,724$ 74,618,239$ Cash paid for employees and benefits (13,053,641) (13,053,641) (11,048,255) 2,005,386 (10,671,919) Cash paid for services and supplies (175,971,396) (179,071,396) (179,905,517) (834,121) (166,930,737) Other operating receipts 300,000 300,000 223,876 (76,124) 294,211

Net cash used in operating activities (117,854,216) (118,554,216) (90,973,350) 27,580,866 (102,690,206)

Cash flows from noncapital financing activities:Cash provided by sales and excise tax 128,976,350 128,976,350 134,624,572 5,648,222 125,241,995

Transfers to other funds (9,250,000) (9,250,000) (9,250,000) - (9,646,384) Net cash provided by non-capital financing activities 119,726,350 119,726,350 125,374,573 5,648,223 115,595,611

Cash flows from capital and related financing activities: Federal and state grants 31,320,613 31,320,613 17,953,049 (13,367,564) 11,339,947 Acquisition, construction, or improvement of capital assets (52,057,426) (52,057,426) (26,850,654) 25,206,772 (41,741,317) Proceeds from the sale of capital assets - - 46,667 46,667 150,000 Transfers from RTC Highway Improvement Fund for capital assets 300,000 (300,000) (300,000) - -

Net cash used in capital and related financing activities (20,436,813) (21,036,813) (9,150,938) 11,885,875 (30,251,371)

Cash flows from investing activities: Interest received - - 1,357,379 1,357,379 876,651

Net change in cash and cash equivalents (18,564,679) (19,864,679) 26,607,664 46,472,343 (16,469,315)

Cash and cash equivalents - beginning of year 121,164,293 121,164,293 92,611,803 (28,552,490) 109,081,118 Cash and cash equivalents - end of year 102,599,614$ 101,299,614$ 119,219,466$ 17,919,852$ 92,611,803$


REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADAPUBLIC TRANSIT FUND

SCHEDULE OF CASH FLOWS - BUDGET AND ACTUALFOR THE FISCAL YEAR ENDED JUNE 30, 2015

69

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA NOTES TO REQUIRED SUPPLEMENTARY INFORMATION

FOR THE YEAR ENDED JUNE 30, 2015

70

NOTE 1 - Other Postemployment Benefits

For the year ended June 30, 2015, no significant events occurred that would have affected or changed the benefits provision, size or composition of those covered by the other postemployment benefit plans, or actuarial methods and assumptions used in the actuarial valuation reports dated July 1, 2008, July 1, 2010 and July 1, 2012. The actuarial accrued liability and unfunded actuarial accrued liability involved estimates of the value of reported amounts and assumptions about the probability of occurrence of events far into the future. These estimates are subject to continual revisions. Additional information related to postemployment benefits other than pensions can be found in Note 11 to the RTC's financial statements on pages 54 through 57 of this report.

NOTE 2 - Budgetary Information The accompanying required supplementary general fund schedule of revenues, expenditures and changes in fund balances presents the original adopted budget, the final amended budget and actual fund data. The original budget was adopted on a basis consistent with the RTC's financial accounting policies and with accounting principles generally accepted in the United States. All amendments made to the original budget were as prescribed by law and similarly consistent. The RTC uses the following procedures to establish, modify and control the budgetary data presented in the financial statements:

a. Prior to April 15, the RTC General Manager submits to the Nevada State Department of Taxation the tentative budget for the next fiscal year, commencing on July 1. The budget as submitted contains the proposed expenditures and means of financing them.

b. The Nevada State Department of Taxation notifies the RTC of its acceptance of the budget.

c. Public hearings are conducted on the third Thursday in May.

d. After all changes have been noted and hearings closed, the RTC governing board adopts the budget on or before June 1.

e. The RTC's General Manager is authorized to transfer budgeted amounts within functions or

funds, but any other transfers must be approved by the RTC governing board.

f. Increases to a fund's budget (augmentations) other than by transfers are accomplished through formal board action.

g. Formal budgetary control is employed for all RTC funds.

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA NOTES TO REQUIRED SUPPLEMENTARY INFORMATION

FOR THE YEAR ENDED JUNE 30, 2015 (CONTINUED)

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NOTE 2 - Budgetary Information

h. Statutory regulations require budget control to be exercised at the function level within the Regional Transportation commission fund, which serves as the RTC's general fund. Budget control is exercised at the fund level for all funds.

i. All unemcumbered appropriations lapse at the end of the fiscal year. Encumbrances are re-appropriated in the ensuing fiscal year.

j. Budgets are adopted on a basis consistent with the method used to report on governmental

funds, which are prepared in accordance with accounting principles generally accepted in the United States of America.

Comparative data for the prior year have been presented for the individual fund statements in order to provide an understanding of the changes in these funds. Additional budgetary information can be found in Note 2 to the RTC's financial statements on page 33 of this report.

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA SCHEDULE OF PROPORTIONATE SHARE OF THE NET PENSION LIABILITY

LAST TEN FISCAL YEARS (1)

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2015

Proportion of the net pension liability 0.30%

Proportionate share of the net pension liability 31,745,509$

Covered-employee payroll 20,619,759$

Proportionate share of the net pension liability as a percentage of the covered-employee payroll 154%

Plan's fiduciary net position 33,575,081,157$

Plan fiduciary net position as a percentage of the total pension liability76.30%

(1) Fiscal year 2015 was the first year of implementation, therefore only one year is shown.

REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA SCHEDULE OF DEFINED BENEFIT PLAN CONTRIBUTIONS

LAST TEN FISCAL YEARS (1)

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Plan Year Ending June 30

Contractually required

contribution (actuarially determined)

Contributions in relation to the

actuarially determined

contributions

Contribution deficiency (excess)

Covered-employee payroll

Contributions as a percentage of the covered-employee

payroll

2015 4,900,614$ 4,900,614$ $ - 20,619,759$ 24%

(1) Fiscal year 2015 was the first year of implementation, therefore only one year is shown.

OTHER INFORMATION

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REPORTOFINDEPENDENTAUDITORSONINTERNALCONTROLOVERFINANCIALREPORTINGANDONCOMPLIANCEANDOTHERMATTERSBASEDONANAUDIT

OFFINANCIALSTATEMENTSPERFORMEDINACCORDANCEWITHGOVERNMENTAUDITINGSTANDARDS

BoardofCommissionersRegionalTransportationCommissionofSouthernNevadaWehaveaudited, inaccordancewiththeauditingstandardsgenerallyacceptedintheUnitedStatesofAmerica and the standards applicable to financial audits contained inGovernmentAuditingStandardsissued by the Comptroller General of theUnited States, the financial statements of the governmentalactivities,thebusiness‐typeactivities,andeachmajorfundoftheRegionalTransportationCommissionof SouthernNevada (RTC), as of and for the year ended June 30, 2015, and the related notes to thefinancialstatements,whichcollectivelycomprisetheRTC’sbasicfinancialstatements,andhaveissuedourreportthereondatedNovember10,2015.InternalControlOverFinancialReportingIn planning and performing our audit of the financial statements, we considered the RTC's internalcontrol over financial reporting (internal control) to determine the audit procedures that areappropriateinthecircumstancesforthepurposeofexpressingouropinionsonthefinancialstatements,but not for the purpose of expressing an opinion on the effectiveness of the RTC’s internal control.Accordingly,wedonotexpressanopinionontheeffectivenessoftheRTC’sinternalcontrol.A deficiency in internal control exists when the design or operation of a control does not allowmanagementoremployees,inthenormalcourseofperformingtheirassignedfunctions,toprevent,ordetect and correct, misstatements on a timely basis. A material weakness is a deficiency, or acombinationofdeficiencies,ininternalcontrolsuchthatthereisareasonablepossibilitythatamaterialmisstatementoftheentity'sfinancialstatementswillnotbeprevented,ordetectedandcorrected,onatimelybasis.Asignificantdeficiency isadeficiency,oracombinationofdeficiencies,ininternalcontrolthatislessseverethanamaterialweakness,yetimportantenoughtomeritattentionbythosechargedwithgovernance.

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Ourconsiderationofinternalcontrolwasforthelimitedpurposedescribedinthefirstparagraphofthissection and was not designed to identify all deficiencies in internal control that might be materialweaknessesorsignificantdeficiencies.Giventheselimitations,duringourauditwedidnotidentifyanydeficiencies in internal control that we consider to be material weaknesses. However, materialweaknessesmayexistthathavenotbeenidentified.ComplianceandOtherMattersAs part of obtaining reasonable assurance about whether the RTC’s financial statements are free ofmaterial misstatement, we performed tests of its compliance with certain provisions of laws,regulations, contracts, and grant agreements, noncompliance with which could have a direct andmaterialeffectonthedeterminationoffinancialstatementamounts.However,providinganopiniononcompliancewiththoseprovisionswasnotanobjectiveofouraudit,andaccordingly,wedonotexpresssuchanopinion.TheresultsofourtestsdisclosednoinstancesofnoncomplianceorothermattersthatarerequiredtobereportedunderGovernmentAuditingStandards.PurposeofthisReportThe purpose of this report is solely to describe the scope of our testing of internal control andcomplianceandtheresultofthattesting,andnottoprovideanopinionontheeffectivenessoftheRTC’sinternalcontroloroncompliance.Thisreport isan integralpartofanauditperformedinaccordancewith Government Auditing Standards in considering the entity’s internal control and compliance.Accordingly,thiscommunicationisnotsuitableforanyotherpurpose.

Scottsdale,ArizonaNovember10,2015

Regional Transpor tat ion Commission

of Southern Nevada

600 S. Grand Central Pkwy.

Las Vegas , Nevada 89106

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APPENDIX B

SUMMARY OF CERTAIN PROVISIONS OF THE BOND ORDINANCE

The following statements are summaries of certain provisions of the Bond Ordinance. Such statements do not purport to be complete and reference is made to the Bond Ordinance, copies of which are on file and available for examination at the principal office of the County.

Certain Definitions

Certain terms used in the Bond Ordinance are defined substantially as follows:

“BAB Credit” means the credit provided in Section 6431 of the Tax Code which the County directly receives with respect to any Superior Securities, Parity Securities or Subordinate Securities in lieu of any credit otherwise available to the Owners of such Superior Securities, Parity Securities or Subordinate Securities under Section 54AA(a) of the Tax Code, pursuant to an irrevocable election by the County that Section 54AA of the Tax Code shall apply to such Superior Securities, Parity Securities or Subordinate Securities and that subsection (g) of Sections 54AA will also apply to such Superior Securities, Parity Securities or Subordinate Securities and any similar or other credit received by the County from the Federal Government which is made to the County to pay interest on securities payable from all or a portion of the Pledged Revenues and which the County commits to use in the same manner for those securities as a BAB Credit as provided in the Ordinance.

“Board” means the Board of County Commissioners of Clark County, Nevada, or its successor in functions, if any.

“Bond Fund” means the “Clark County, Nevada, Sales and Excise Tax Parity Revenue Bonds, Interest and Bond Retirement Fund,” previously created in Section 401 of the 2010A Bond Ordinance.

“2010A Bond Ordinance” means Ordinance No. 3846 adopted by the Board on January 19, 2010 authorizing the issuance of the 2010A Bonds.

“2010BC Bond Ordinance” means Ordinance No. 3884 adopted by the Board on July 20, 2010 authorizing the issuance of the 2010B Bonds and the 2010C Bonds.

“Bond Requirements” means the principal of, any prior redemption premiums due, if any, in connection with, and the interest on the 2016 Bonds and any additional bonds or other securities payable from the Pledged Revenues, or such part of such securities as may be designated.

“Bond Year” means the twelve (12) months commencing on the second day of July of any calendar year and ending on the first day of July of the next succeeding calendar year.

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“Bonds” or “2016 Bonds” means the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2016” issued pursuant to the Bond Ordinance.

“2010A Bonds” means the securities issued under the 2010A Bond Ordinance and designated as the Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2010.

“2010B Bonds” means the securities issued pursuant to the Ordinance and designated as the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Improvement and Refunding Bonds, Series 2010B.

“2010C Bonds” means the securities issued pursuant to the Ordinance and designated as the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Bonds, Series 2010C (Taxable Direct Pay Build America Bonds).

“Combined Maximum Annual Principal and Interest Requirements” means the maximum sum of the principal of and interest on the Outstanding 2016 Bonds, and any other designated securities payable from the Pledged Revenues, to be paid during any one Bond Year for the period beginning with the Bond Year in which such computation is made and ending with the Bond Year in which any 2016 Bond last becomes due at maturity or on a date on which any 2016 Bond thereafter maturing has been called for prior redemption, but excluding any reserve requirements to secure such payments unless otherwise expressly provided. Any such computation shall be made by an Independent Accountant unless otherwise expressly provided.

In calculating this amount, the principal amount of Superior Securities, Parity Securities or Subordinate Securities required to be redeemed prior to maturity pursuant to a mandatory redemption schedule contained in the ordinance or other instrument authorizing the issuance of such Superior Securities, Parity Securities or Subordinate Securities (e.g., the schedule, if any, set forth in the Certificate of the Chief Financial Officer) shall be treated as maturing in the Bond Year in which such Superior Securities, Parity Securities or Subordinate Securities are so required to be redeemed, rather than in the Bond Year in which the stated maturity of such Superior Securities, Parity Securities or Subordinate Securities occurs. In the case of any calculation of the Combined Maximum Annual Principal and Interest Requirements to be paid in the future on any Superior Securities, Parity Securities or Subordinate Securities with respect to which the County expects to receive a BAB Credit, “interest” for any Bond Year should be treated as the amount of interest to be paid by the County on those Superior Securities, Parity Securities or Subordinate Securities in that Bond Year less the amount of the BAB Credit then expected to be paid by the United States with respect to interest payments on those Superior Securities, Parity Securities or Subordinate Securities in that Bond Year and required by the ordinance or other instrument authorizing those Superior Securities, Parity Securities or Subordinate Securities to be used to pay interest on those Superior Securities, Parity Securities or Subordinate Securities in that Bond Year or to reimburse the County for amounts already used to pay interest on those Superior Securities, Parity Securities or Subordinate Securities in that Bond Year. If the BAB Credit is not expected to be received as of the date of such calculation, “interest” shall be the total amount of interest to be paid by the County on the Superior Securities, Parity Securities or Subordinate Securities without a deduction of the BAB Credit.

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The Chief Financial Officer may certify in writing the expected amount and the expected date of receipt of any BAB Credit, and that certificate shall be conclusive for purposes of the Ordinance.

“Department” means the Nevada Department of Taxation created by section 11, chapter 748, Statutes of Nevada 1975.

“Escrow Account” means the special account designated as the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2016 Escrow Account,” to be held by the Escrow Bank and administered according to the provisions of the Escrow Agreement to pay off the Refunded Bond. “Escrow Agreement” means the escrow agreement between the Escrow Bank and the County relating to the Refunded Bonds.

“Escrow Bank” means The Bank of New York Mellon Trust Company, N.A., its successors and assigns.

“Federal Securities” means bills, certificates of indebtedness, notes, bonds or similar securities which are direct obligations of or the principal and interest of which securities are unconditionally guaranteed by, the United States of America.

“Fiscal Year” means the twelve (12) months commencing on the first day of July of any calendar year and ending on the last day of June of the next succeeding calendar year.

“Independent Accountant” means any certified public accountant, or firm of such certified public accountants, as from time to time determined by the Governing Body, duly licensed to practice and practicing as such under the laws of the State, appointed and compensated by the Governing Body on behalf and in the name of the County:

(a) Who is, in fact, independent and not under the domination of the County;

(b) Who does not have any substantial interest, direct or indirect, with the County, and

(c) Who is not connected with the County as an officer or employee thereof, but who may be regularly retained to make annual or similar audits of any books or records of the County.

“Jet Fuel Tax” means the tax imposed pursuant to the provisions of NRS 365.170 and County Ordinance No. 1266, as amended by County Ordinance No. 2929, on fuel for jet or turbine powered aircraft sold or distributed or used in the County pursuant to the provisions of NRS 365.545.

“Jet Fuel Tax Ordinance” means the provisions of Chapter 4.24 of the Clark County Code relating to the imposition of the Jet Fuel Tax pursuant to NRS 365.170.

“Minimum Bond Reserve” means the least of: (a) 125% of the combined average annual principal and interest requirements; (b) 100% of the Combined Maximum Annual Principal and

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Interest Requirements; or (c) an amount determined by adding the amount of the Minimum Bond Reserve in effect immediately prior to the issuance of additional Parity Securities to an amount equal to 10% of the proceeds of the proposed Parity Securities and is required to be deposited, accumulated and maintained as provided in Section 506 of the Bond Ordinance and as described in the sections entitled “Flow of Funds” and “Reserve Fund” below. In the case of any calculation of the combined average annual principal and interest requirements to be paid in the future on any Parity Securities with respect to which the County expects to receive a BAB Credit, “interest” for any Bond Year should be treated as the amount of interest to be paid by the County on those Parity Securities in that Bond Year less the amount of BAB Credit then expected to be paid by the United States with respect to interest payments on those Parity Securities in that Bond Year and required by the ordinance or other instrument authorizing those Parity Securities to be used to pay interest on those Parity Securities in that Bond Year or to reimburse the County for amounts already used to pay interest on those Parity Securities in that Bond Year. If the BAB Credit is not expected to be received as of the date of such calculation, “interest” shall be the total amount of interest to be paid by the County on the Parity Securities without a deduction of the BAB Credit. The Chief Financial Officer may certify in writing the expected amount and the expected date of receipt of any BAB Credit, and that certificate shall be conclusive for purposes of the Bond Ordinance.

“Outstanding” when used with reference to the Bonds or any other designated securities and as of any particular date means all the Bonds or any such other securities payable from the Pledged Revenues in any manner theretofore or thereupon being executed and delivered:

(a) Except any Bond or other security canceled by the County or otherwise on the County’s behalf, at or before such date;

(b) Except any Bond or other security for the payment of the redemption of which cash at least equal to the Bond Requirements to the date of maturity or the redemption date, shall have theretofore been deposited with a trust bank in escrow or in trust for that purpose, as provided in the Bond Ordinance; and

(c) Except any Bond in lieu of or in substitution for which another bond shall have been duly executed and delivered.

“Parity Securities” means in either case bonds or securities payable from the Pledged Revenues on a parity with the 2010A Bonds, 2010B Bonds and 2010C Bonds.

“Pledged Revenues” means all income and revenue received by the County from the Sales Tax imposed by the County and the Jet Fuel Tax imposed by the County. The “Pledged Revenues” means all or a portion of the Pledged Revenues but does not include any amounts determined, pursuant to State law, to be subject to valid claims for refunds or amounts on deposit in the Rebate Fund. The designated term indicates sources of revenues and does not necessarily indicate all or any portion or other part of such revenues in the absence of further qualification. “Pledged Revenues” includes income derived from any additional Sales Tax and the Jet Fuel Tax imposed by the County if the Board elects to include the additional tax in “Pledged Revenues” for the remaining term of the Bonds.

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“Project Act” means NRS 377A.010 through 377A.140, as from time to time amended.

“Rebate Account” means the account designated as the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2016, Rebate Account.”

“Refunding Project” means the refunding of the outstanding 2010A Bonds set fort the Escrow Agreement, funding of the reserve fund and the payment of the costs of issuance of the Bonds. “Reserve Fund” means the “Clark County, Nevada, Sales and Excise Tax (Streets and Highways) Parity Revenue Bonds, Reserve Fund” previously created and continued by Section 401 of the Bond Ordinance.

“Reserve Fund Surety Bond” means any insurance policy or surety bond deposited in or credited to the Reserve Fund as provided in the Bond Ordinance in lieu of or in partial substitution for cash or investment obligations on deposit in the Reserve Fund. Any such insurance policy or surety bond must be issued by an entity whose claims paying ability is rated in one of the two highest rating categories assigned by any nationally recognized rating agency at the time such policy or bond is deposited in or credited to the Reserve Fund.

“Revenue Fund” means the special account created in the Bond Ordinance and designated as the “Clark County, Nevada, Sales and Excise Tax Streets and Highways Revenue Fund.”

“Sales Tax” means the tax imposed pursuant to the Project Act and the Sales Tax Ordinance, upon retailers at the rate of .25 of one percent of the gross receipts of any retailer from the sale of tangible personal property sold at retail, or stored, used or otherwise consumed in the County less a percentage (calculated on the same basis as the percentage calculated pursuant NRS 374.785(3)(a)) of all fees, taxes, interest and penalties as compensation to the State for the cost of collecting the Sales Tax. In addition, pursuant to the Sales Tax Ordinance, the taxpayer shall deduct and withhold from the Sales Tax otherwise due the amount permitted by law to reimburse the taxpayer for the cost of collecting the Sales Tax. Exempted from the Sales Tax are the gross receipts from the sale of, and the storage, use of or other consumption in the County of, (i) tangible personal property the gross receipts from the sale of which, or the storage, use or other consumption of which, the County is prohibited from taxing under the Constitution or laws of the United States or under the constitution or laws of the State; and (ii) tangible personal property used for the performance of a written contract: (a) entered into on or before the effective date of the Sales Tax and if, under the terms of the contract or bid the contract price or bid amount cannot be adjusted to reflect the imposition of the Sales Tax or increase in the Sales Tax; or (b) for the construction of an improvement to real property for which a binding bid was submitted prior to the effective date of the tax or the increase in the Sales Tax if the bid was afterward accepted and if, under the terms of the contract or bid the contract price or bid amount cannot be adjusted to reflect the imposition of the Sales Tax or increase in the Sales Tax.

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“Sales Tax Ordinance” means the provisions of Chapter 4.18 of the Clark County Code relating to the imposition of the Sales Tax pursuant to the Project Act.

“Subordinate Securities” means in either case bonds or securities payable from the Pledged Revenues and junior to the lien thereon of the 2016 Bonds.

“Superior Securities” means in either case bonds or securities payable from the Pledged Revenues and senior to the lien thereon of the 2016 Bonds.

“trust bank” means a state or national bank or trust company which is a member of the Federal Deposit Insurance Corporation and of the Federal Reserve System, is located within the United States, and has a capital and surplus of $100,000,000 or more, which bank is authorized to exercise and is exercising trust powers, and also means any branch of the Federal Reserve Bank.

Application of Proceeds

The net proceeds of the Bonds will be deposited in the Bond Fund, the Reserve Fund, the Escrow Account and the Costs of Issuance Account. First, if not needed for the Refunding Project, there shall be credited to the Bond Fund all moneys, if any, received as accrued interest on the Bonds from their sale by the County from the date of the Bonds to the date of their delivery to the purchasers of the Bonds, to apply to the payment of interest on the Bonds as the same becomes due after their delivery. Second, there shall be deposited from the proceeds of the Bonds (or other available moneys of the County) into the Reserve Fund, an amount which is sufficient, together with the monies already on deposit in the Reserve Funds, to equal the Minimum Bond Reserve. Third, there shall be deposited from the proceeds of the Bonds (or other available moneys of the County) into the Escrow Account moneys sufficient to refund, pay and discharge the Refunded Notes. Fourth, the balance of the proceeds derived from the sale of the Bonds shall be credited to the Acquisition Accounts. After completion of the Refunding Project, any unexpended balance of the Bond proceeds in the Bond Fund shall be deposited in the Bond Fund to pay the principal and interest on the Bonds.

Flow of Funds

The entire Pledged Revenues, pursuant to the Project Act, the Sales Tax Ordinance, the Jet Fuel Tax Act and the Jet Fuel Tax Ordinance, shall be deposited into the Revenue Fund. Payments from the Revenue Fund shall be made in the following order:

(a) To the Bond Fund in equal monthly installments, commencing on the first day of the month immediately succeeding delivery of the 2016 Bonds and any Parity Securities: (1) an amount sufficient to pay the next installment of interest on the Outstanding 2016 Bonds and any Outstanding Parity Securities, and monthly thereafter, commencing on each interest payment date, one-sixth of the amount necessary to pay the next maturing installment of interest on the Outstanding 2016 Bonds and any Outstanding Parity Securities, except to the extent any other moneys are available; and (2) an amount to pay the next maturing installment of principal of the 2016 Bonds and any Parity Securities, and monthly thereafter, commencing on each principal payment date, one-

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twelfth of the next maturing installment of principal of the 2016 Bonds and any Parity Securities, except to the extent any other moneys are available.

(b) To the Reserve Fund monthly, concurrently with the payments to the Bond Fund made pursuant to (a) above (except as otherwise provided in the Bond Ordinance), commencing on the first day of the month on which the moneys accounted for in the Reserve Fund for any reason are less than the Minimum Bond Reserve, such amounts in substantially equal monthly installments on the first day of each month to accumulate or reaccumulate the Minimum Bond Reserve by not more than 60 such monthly payments;

(c) Subsequent to the payments summarized in (a) and (b) above, there must be deposited, into the Rebate Account the amount required pursuant to Section 148 of the Tax Code and the regulations thereunder;

(d) Subsequent to the payments summarized in (a), (b) and (c) above, there may be paid out of any moneys remaining in the Revenue Fund the payment of Bond Requirements of Subordinate Securities payable from the Pledged Revenues and hereafter authorized to be issued; and

(e) The balance remaining in the Revenue Fund may be used for one or any combination of lawful purposes, as the Governing Body may from time to time determine.

Reserve Fund

The Bond Ordinance creates the Reserve Fund as a continuing reserve to be held for the benefit of the owners of the 2016 Bonds and any Parity Securities. After making the required deposits into the Bond Fund, the County must deposit from the proceeds of the 2016 Bonds into the Reserve Fund an amount such that after the deposit, the amount held in the Reserve Fund equals the Minimum Bond Reserve. The Reserve Fund is required to be maintained in an amount equal to the Minimum Bond Reserve. The County is required to make deposits into the Reserve Fund sufficient to bring the balance in the Reserve Fund to an amount equal to the Minimum Bond Reserve following the issuance of a series of additional Parity Securities, or if for any other reason the Reserve Fund does not equal the Minimum Bond Reserve, in 60 equal monthly payments. The Minimum Bond Reserve may be funded from cash or Federal Securities, a Reserve Fund Surety Bond, or a combination of the above. A Reserve Fund Surety Bond may also be substituted for all or any part of the cash or Federal Securities at any time on deposit in the Reserve Fund, or cash or Federal Securities may be substituted for all or any part of a Reserve Fund Surety Bond. Any Reserve Fund Surety Bond on deposit in the Reserve Fund shall be valued at the amount available to be drawn on it. Repayments to the provider of any Reserve Fund Surety Bond will have the same priority as payments into the Reserve Fund.

Parity Securities

The County may issue additional bonds or other securities (other than refunding bonds, which are permitted subject to conditions described below) payable from Pledged Revenues and constituting a lien on Pledged Revenues on a parity with the lien of the Outstanding 2016 Bonds if:

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(i) at the time of the adoption of the supplemental instrument authorizing the issuance of such additional Parity Securities, the County is not in default in making any payments required to be made to the various accounts designated in the Bond Ordinance; and

(ii) the Pledged Revenues derived in the Fiscal Year immediately preceding the date of the issuance of such additional Parity Securities were at least sufficient to pay an amount equal to 150% of the Combined Maximum Annual Principal and Interest Requirements of the Outstanding 2016 Bonds and any other Outstanding Parity Securities of the County and the Parity Securities proposed to be issued (excluding any reserves therefore).

The above earnings test is subject to the following adjustments:

(i) if any Sales Tax or Jet Fuel Tax constituting supplemental Pledged Revenues had not accrued and been payable for the full Fiscal Year immediately preceding the date of the issuance of any such additional Parity Securities, any amount of Pledged Revenues which was actually collected for the designated Fiscal Year may be increased to an amount which it is estimated would have been collected if such Sales Tax or Jet Fuel Tax had accrued and been payable for the full Fiscal Year designated based upon the known collections of Pledged Revenues preceding such adjustment; and

(ii) the amount of the Pledged Revenues for the immediately preceding Fiscal Year shall be decreased by, and may be increased by, the amount of any loss or gain conservatively estimated by the Chief Financial Officer making the computations, which loss or gain results from any change in the rate of the levy of that part of the Sales Tax constituting a part of the Pledged Revenues which change took effect during the immediately preceding Fiscal Year or shall take effect during any succeeding Fiscal Year prior to or following the issuance of such Parity Securities, as if such modified rate shall have been in effect during the entire immediately preceding Fiscal Year and as if such change shall have been made before the computation of the designated earnings test; and

(iii) the amount of annual payments on the Outstanding 2016 Bonds and any other Outstanding Parity Securities and the Parity Securities proposed to be issued is required to be reduced to the extent moneys are held for their payment in trust or escrow, in accordance with the provisions of the Bond Ordinance.

The 2016 Bonds and any Outstanding Parity Securities are not entitled to any priority one over the other in the application of the Pledged Revenues, regardless of the time or times of the issuance of the Parity Securities.

Refunding Bonds and Subordinate Bonds

The Bond Ordinance provides that refunding securities may be issued only if the securities to be refunded will mature at the time or times of their required surrender for payment

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or be then callable for prior redemption at the County’s option for the purpose of refunding them, unless the holders of all such securities consent to such surrender and payment. Except in certain events (absences of increase in principal and interest requirements, subordination of the lien of such refunding bonds, or meeting of the requirements for additional Parity Securities), partial refunding of an issue requires consent of the holders of the unrefunded portion of the outstanding securities payable from Pledged Revenues.

The Bond Ordinance provides that the County may issue Subordinate Securities.

Investments

Any moneys in any account designated in the Bond Ordinance and not required for immediate use may be invested or reinvested by the County Treasurer, by deposit in one or more commercial banks or in bills, certificates of indebtedness, notes, bonds, or similar securities which are permitted under State law and permitted by any Insurer of the Bonds (“Permitted Securities”). The Permitted Securities so purchased as an investment or reinvestment of moneys in any such account will be deemed at all times to be a part of the account and held in trust therefore. Except as otherwise provided in the Bond Ordinance, any interest or other gain in any account from any investments and reinvestment in Permitted Securities and from any deposits of moneys in any such bank will be credited to the account and any loss in any account resulting from any such investments and reinvestments in Permitted Securities and from any such deposits will be debited to the account; but any gain from any investments, reinvestments and deposits of moneys accounted for in the Reserve Fund in excess of Minimum Bond Reserve may be transferred to the Bond Fund.

Tax Covenant

The County covenants for the benefit of the registered owners of the 2016 Bonds that it will not take any action or omit to take any action with respect to the 2016 Bonds, the proceeds thereof, any other funds of the County or any facilities financed or refinanced with the proceeds of the 2016 Bonds if such action or omission (i) would cause the interest on the 2016 Bonds to lose its exclusion from gross income for federal income tax purposes under the Tax Code, or (ii) would cause interest on the 2016 Bonds to lose its exclusion from alternative minimum taxable income as defined in Section 55(b)(2) of the Tax Code, except to the extent such interest is required to be included in the adjusted current earnings adjustment applicable to corporations under Section 56 of the Tax Code in calculating corporate alternative minimum taxable income. The foregoing covenant shall remain in full force and effect notwithstanding the payment in full or defeasance of the 2016 Bonds until the date on which all obligations of the County in fulfilling the above covenant under the Tax Code have been met.

Rebate Account

The Bond Ordinance creates a separate account, to be known as the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2010, Rebate Account” (the “Rebate Account”), to be held by the County. After all the payments required to be made into the Bond Fund and the Reserve Fund, the County is required to deposit Pledged Revenues into the Rebate Account as required under Section 148 of the Tax

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Code and regulations promulgated thereunder. Any money in the Rebate Account not needed for such purpose shall be transferred to the Revenue Fund. Payments into similar rebate accounts for additional Parity Securities shall be made concurrently with payments into the Rebate Account.

Events of Default and Remedies of Bondholders

Each of the following events is defined in the Bond Ordinance as an “Event of Default”:

(i) the County fails to pay when due the principal of the 2016 Bonds or any prior redemption premium in connection therewith or to pay any installment of interest when due;

(ii) the County is rendered incapable of fulfilling its obligations under the Bond Ordinance;

(iii) the County fails to perform (or in good faith to begin the performance of) all acts and things required to be carried out or to be performed by it under any contract relating to the Pledged Revenues or otherwise (including the Bond Ordinance), and such failure continues for 60 days after receipt of notice of such failure from the owners of 10 percent in principal amount of the 2016 Bonds then Outstanding;

(iv) an order or decree is entered with the acquiescence or consent of the County appointing a receiver or receivers for the Pledged Revenues and any other moneys subject to the lien to secure the payment of the 2016 Bonds, or such a decree is entered without the consent of the County and is not vacated, discharged, or stayed on appeal within 60 days after entry; or

(v) the County makes any default in the due and punctual performance of any other of the representations, covenants, conditions, agreements, and other provisions contained in the 2016 Bonds or in the Bond Ordinance on its part to be performed, and such default continues for 60 days after written notice specifying such default and requiring the same to be remedied has been given to the County by the holders of 10 percent in principal amount of the 2016 Bonds then Outstanding.

Upon the happening and continuance of an event of default, the holders of 10 percent in principal amount of the 2016 Bonds then Outstanding may proceed against the County and its agents, officers, and employees to protect and enforce the rights of the bondholders under the Bond Ordinance by mandamus or other suit, action, or special proceedings, in equity or at law, either for the appointment of a receiver or for the specific performance of any covenant or agreement contained therein or by an award of execution of any power granted in the Bond Ordinance for the enforcement of any proper legal or equitable remedy, as such bondholders may deem most effectual to protect and enforce such rights, or to enjoin any act or thing which may be unlawful or in violation of any right of any holder of any Bond, or to require the County to act as if it were the trustee of an express trust, or any combination of such remedies. The remedies do not include the right to declare the then outstanding principal amount of Bonds immediately

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due and payable. The United States Bankruptcy Code and similar statutes may limit the rights granted under the Bond Ordinance.

Defeasance

When all principal, interest, and any prior redemption premiums due in connection with any 2016 Bond have been duly paid or provision made therefore in accordance with the Bond Ordinance, the pledge and lien and all obligations under the Bond Ordinance as to that 2016 Bond will thereby be discharged, and the 2016 Bond will no longer be deemed to be Outstanding within the meaning of the Bond Ordinance. The County may provide for such payment by placing in escrow or in trust with a Trust Bank an amount sufficient, together with the known minimum yield available therefore from any initial investments in Federal Securities, to meet all requirements of principal, interest, and any prior redemption premiums as the same become due to the final maturity of the 2016 Bond or upon any prior redemption date as of which the County has exercised or obligated itself to exercise its prior redemption option by a call of the Bond for payment.

Amendment of the Bond Ordinance

The Bond Ordinance may be amended or supplemented by instruments adopted by the Board in accordance with the laws of the State without the consent of or notice to the Owners of the Bonds for the purpose of curing any ambiguity or formal defect or omission herein; or in connection with any other amendment, upon the written consent of the holders of 66 percent in aggregate principal amount of the 2016 Bonds and any Parity Securities which are Outstanding at the time of the adoption of such amendatory or supplemental instrument; but no such instrument may permit, without the consent of 100 percent of the owners adversely affected, the following: (i) a change in the maturity or in the terms of redemption of the principal of any 2016 Bond or any Parity Securities or any installment of interest thereon; (ii) a reduction of the principal amount of any 2016 Bond or any Parity Securities, the rate of interest thereon, or any prior redemption premium payable in connection therewith; (iii) the creation of a lien upon or a pledge of revenues ranking prior to the lien or to the pledge created by the Bond Ordinance; (iv) a reduction of the principal amount or percentages required to consent to any such modification or amendment; (v) the establishment of priorities as between 2016 Bonds and Parity Securities; or (vi) any change materially and prejudicially modifying or otherwise materially and prejudicially affecting the rights or privileges of the holders of less than all of the 2016 Bonds and Parity Securities then Outstanding.

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APPENDIX C

BOOK-ENTRY ONLY SYSTEM

DTC will act as securities depository for the 2016 Bonds. The 2016 Bonds 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 Bond certificate will be issued for each maturity of the 2016 Bonds, each in the aggregate principal amount of such maturity, and will be deposited with DTC.

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 the Federal 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 of 1934. 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’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities through electronic computerized book-entry transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary 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 registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). DTC has a Standard & Poor’s rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com.

Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the 2016 Bonds on DTC’s records. The ownership interest of each actual purchaser of each Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive 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. Transfers of ownership interests in the 2016 Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Bonds, except in the event that use of the book-entry system for the 2016 Bonds is discontinued.

To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name

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as may be requested by an authorized representative of DTC. The deposit of Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the 2016 Bonds; DTC’s records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the 2016 Bonds, such as redemptions, tenders, defaults, and proposed amendments to the 2016 Bond documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the 2016 Bonds 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 request that copies of notices be provided directly to them.

Redemption notices shall be sent to DTC. If less than all of the 2016 Bonds 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 be redeemed.

Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the 2016 Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the County 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 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Principal, interest and redemption proceeds on the 2016 Bonds 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 Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the County or the Paying Agent on payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, the Paying Agent or the County, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal, interest or redemption proceeds to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the County or the Paying Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.

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DTC may discontinue providing its services as depository with respect to the 2016 Bonds at any time by giving reasonable notice to the County or the Registrar and Paying Agent. Under such circumstances, in the event that a successor depository is not obtained, Bond certificates are required to be printed and delivered.

The County may decide to discontinue use of the system of book-entry-only transfers through DTC (or a successor securities depository). In that event, Bond certificates will be printed and delivered to DTC.

The information in this section concerning DTC and DTC’s book-entry system has been obtained from sources that the County believes to be reliable, but the County takes no responsibility for the accuracy thereof.

SO LONG AS CEDE & CO., AS NOMINEE OF DTC, IS THE REGISTERED OWNER OF THE 2016 BONDS, REFERENCES IN THIS OFFICIAL STATEMENT TO THE REGISTERED OWNERS OF THE 2016 BONDS WILL MEAN CEDE & CO. AND WILL NOT MEAN THE BENEFICIAL OWNERS.

The County and the Registrar and Paying Agent may treat DTC (or its nominee) as the sole and exclusive owner of the 2016 Bonds registered in its name for the purpose of payment of the principal of or interest or premium, if any, on the 2016 Bonds, giving any notice permitted or required to be given to registered owners under the Bond Ordinance, including any notice of redemption, registering the transfer of Bonds, obtaining any consent or other action to be taken by registered owners and for all other purposes whatsoever, and will not be affected by any notice to the contrary. The County and the Registrar and Paying Agent will not have any responsibility or obligation to any DTC Participant, any person claiming a beneficial ownership interest in the 2016 Bonds under or through DTC or any DTC Direct Participant, Indirect Participant or other person not shown on the records of the Registrar as being a registered owner with respect to: the accuracy of any records maintained by DTC, any DTC Direct Participant or Indirect Participant regarding ownership interests in the 2016 Bonds; the payment by DTC, any DTC Direct Participant or Indirect Participant of any amount in respect of the principal of or interest or premium, if any, on the 2016 Bonds; the delivery to any DTC Direct Participant, Indirect Participant or any Beneficial Owner of any notice which is permitted or required to be given to registered owners under the Authorizing Document, including any notice of redemption; the selection by DTC, any DTC Direct Participant or any Indirect Participant of any person to receive payment in the event of a partial redemption of the 2016 Bonds; or any consent given or other action taken by DTC as a registered owner.

As long as the DTC book-entry system is used for the 2016 Bonds, the Registrar will give any notice of redemption or any other notices required to be given to registered owners of Bonds only to DTC or its nominee. Any failure of DTC to advise any DTC Direct Participant, of any DTC Direct Participant to notify any Indirect Participant, of any DTC Direct Participant or Indirect Participant to notify any Beneficial Owner, of any such notice and its content or effect will not affect the validity of the redemption of the 2016 Bonds called for redemption or of any other action premised on such notice.

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APPENDIX D

FORM OF CONTINUING DISCLOSURE CERTIFICATE OF THE REGIONAL TRANSPORTATION COMMISSION

This Continuing Disclosure Certificate (the “Disclosure Certificate”) is executed and delivered by Regional Transportation Commission of Southern Nevada (the “Commission”) in connection with the issuance by Clark County, Nevada (the “Issuer”) of its Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2016, in the aggregate principal amount of $36,405,000 (the “Bonds”). The Bonds are being issued pursuant to the bond ordinance adopted by the Board of County Commissioners of the Issuer on October 4, 2016 (the “Ordinance”). The Commission covenants and agrees as follows: SECTION 1. Purpose of the Disclosure Certificate. This Disclosure Certificate is being executed and delivered by the Commission for the benefit of the holders and beneficial owners of the Bonds and in order to assist the Participating Underwriter in complying with Rule 15c2-12(b)(5) of the Securities and Exchange Commission (the “SEC”). SECTION 2. Definitions. In addition to the definitions set forth in the Ordinance or parenthetically defined herein, which apply to any capitalized terms used in this Disclosure Certificate unless otherwise defined in this Section, the following capitalized terms shall have the following meanings: “Annual Report” shall mean any Annual Report provided by the Commission pursuant to, and as described in, Sections 3 and 4 of this Disclosure Certificate. “Dissemination Agent” shall mean, initially, the Commission, or any successor Dissemination Agent designated in writing by the Commission and which has filed with the Commission a written acceptance of such designation. “Material Events” shall mean any of the events listed in Section 5 of this Disclosure Certificate. “MSRB” shall mean the Municipal Securities Rulemaking Board. As of the date hereof, the MSRB’s required method of filing is electronically via its Electronic Municipal Market Access (EMMA) system available on the Internet at http://emma.msrb.org. “Participating Underwriter” shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with an offering of the Bonds. “Rule” shall mean 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. SECTION 3. Provision of Annual Reports. (a) The Commission shall, or shall cause the Dissemination Agent to, not later than March 31 following the end of the Commission’s fiscal year of each year, commencing March

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31 following the end of the Commission’s fiscal year ending June 30, 2016, provide to the MSRB in an electronic format as prescribed by the MSRB, an Annual Report which is consistent with the requirements of Section 4 of this Disclosure Certificate. Not later than five (5) business days prior to said date, the Commission shall provide the Annual Report to the Dissemination Agent (if other than the Commission or the Issuer). The Annual Report may be submitted as a single document or as separate documents comprising a package, and may cross-reference other information as provided in Section 4 of this Disclosure Certificate; provided that the audited financial statements of the Commission may be submitted separately from the balance of the Annual Report. (b) If the Commission is unable to provide to the MSRB an Annual Report by the date required in subsection (a), the Commission shall file or cause to be filed with the MSRB and the Chief Financial Officer of the Issuer, a notice in substantially the form attached as Exhibit A. (c) The Dissemination Agent shall:

(i) determine each year prior to the date for providing the Annual Report the appropriate electronic format prescribed by the MSRB;

(ii) if the Dissemination Agent is other than the Commission, send written notice to the Commission at least 45 days prior to the date the Annual Report is due stating that the Annual Report is due as provided in Section 3(a) hereof; and (iii) if the Dissemination Agent is other than the Commission, file a report with the Commission and the Chief Financial Officer of the Issuer certifying that the Annual Report has been provided pursuant to this Disclosure Certificate, stating the date it was provided and listing all the entities to which it was provided.

SECTION 4. Content of Annual Reports. The Commission’s Annual Report shall contain or incorporate by reference the following: (a) A copy of its annual financial statements prepared in accordance with generally accepted accounting principles audited by a firm of certified public accountants. If audited annual financial statements are not available by the time specified in Section 3(a) above, unaudited financial statements will be provided as part of the Annual Report and audited financial statements will be provided when and if available. (b) An update of the type of information identified in Exhibit B hereto, which is contained in the tables in the Official Statement with respect to the Bonds. Any or all of the items listed above may be incorporated by reference from other documents, including official statements of debt issues of the Commission or related public entities, which are available to the public on the MSRB’s Internet Web Site or filed with the SEC. The Commission shall clearly identify each such document incorporated by reference.

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SECTION 5. Reporting of Material Events. The Commission shall file or cause to be filed with the MSRB, in a timely manner not in excess of 10 business days after the occurrence of the event, notice of any of the events listed below with respect to the Bonds:

a. Principal and interest payment delinquencies;

b. Non-payment related defaults, if material;

c. Unscheduled draws on debt service reserves reflecting financial difficulties;

d. Unscheduled draws on credit enhancements reflecting financial difficulties;

e. Substitution of credit or liquidity providers or their failure to perform;

f. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds;

g. Modifications to rights of bondholders, if material;

h. Bond calls, if material, and tender offers;

i. Defeasances;

j. Release, substitution or sale of property securing repayment of the Bonds, if material;

k. Rating changes;

l. Bankruptcy, insolvency, receivership or similar event of the obligated person;*

* For the purposes of the event identified in subparagraph (b)(5)(i)(C)(12), the event is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent or similar officer for an obligated person 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 obligated person, or if such jurisdiction has been assumed by leaving the existing governing body and official 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 of reorganization, arrangement or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the obligated person.

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m. The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, 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, if material; and

n. Appointment of a successor or additional trustee or the change of name of a trustee, if material.

SECTION 6. Format; Identifying Information. All documents provided to the MSRB pursuant to this Disclosure Certificate shall be in the format prescribed by the MSRB and accompanied by identifying information as prescribed by the MSRB. As of the date of this Disclosure Certificate, all documents submitted to the MSRB must be in portable document format (PDF) files configured to permit documents to be saved, viewed, printed and retransmitted by electronic means. In addition, such PDF files must be word-searchable, provided that diagrams, images and other non-textual elements are not required to be word-searchable. SECTION 7. Termination of Reporting Obligation. The Commission’s obligations under this Disclosure Certificate shall terminate upon the earliest of: (i) the date of legal defeasance, prior redemption or payment in full of all of the Bonds; (ii) the date that the Commission shall no longer constitute an “obligated person” within the meaning of the Rule; or (iii) the date on which those portions of the Rule which require this written undertaking are held to be invalid by a court of competent jurisdiction in a non-appealable action, have been repealed retroactively or otherwise do not apply to the Bonds. SECTION 8. Dissemination Agent. The Commission may, from time to time, appoint or engage a Dissemination Agent to assist the Commission in carrying out its obligations under this Disclosure Certificate, and may discharge any such Dissemination Agent, with or without appointing a successor Dissemination Agent. SECTION 9. Amendment; Waiver. Notwithstanding any other provision of this Disclosure Certificate, the Commission may amend this Disclosure Certificate, and may waive any provision of this Disclosure Certificate, without the consent of the holders and beneficial owners of the Bonds, if such amendment or waiver does not, in and of itself, cause the undertakings herein (or action of any Participating Underwriter in reliance on the undertakings herein) to violate the Rule, but taking into account any subsequent change in or official interpretation of the Rule. The Commission will provide notice of such amendment or waiver to the MSRB. SECTION 10. Additional Information. Nothing in this Disclosure Certificate shall be deemed to prevent the Commission 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 Material Event, in addition to that which is required by this Disclosure Certificate. If the Commission chooses to include any information in any Annual Report or notice of occurrence of a Material Event in addition to that which is specifically required by this Disclosure Certificate, the Commission shall

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have no obligation under this Disclosure Certificate to update such information or include it in any future Annual Report or notice of occurrence of a Material Event. SECTION 11. Default. In the event of a failure of the Commission to comply with any provision of this Disclosure Certificate, any holder or beneficial owner of the Bonds may take such actions as may be necessary and appropriate, including seeking mandate or specific performance by court order, to cause the Commission 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 Bond, the Ordinance or any document relating to the Bonds, and the sole remedy under this Disclosure Certificate in the event of any failure of the Commission to comply with this Disclosure Certificate shall be an action to compel performance under this Disclosure Certificate and all rights and remedies shall be limited to those expressly stated herein. SECTION 12. Beneficiaries. This Disclosure Certificate shall inure solely to the benefit of the Commission, the Issuer, the Dissemination Agent, the Participating Underwriter, and the holders and beneficial owners from time to time of the Bonds, and shall create no rights in any other person or entity. DATE: November 9, 2016. REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA Director of Finance

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EXHIBIT A

NOTICE TO MUNICIPAL SECURITIES RULEMAKING BOARD OF FAILURE TO FILE ANNUAL REPORT

Name of Issuer: Clark County, Nevada Name of Bond Issue: Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2016 Date of Issuance: November 9, 2016 CUSIP: 181012 NOTICE IS HEREBY GIVEN that the Commission has not provided an Annual Report with respect to the above-named Bonds as required by the Ordinance adopted on October 4, 2016, and the Continuing Disclosure Certificate executed on November 9, 2016 by the Issuer. The Commission anticipates that the Annual Report will be filed by ______________________. Dated: _____________________ REGIONAL TRANSPORTATION COMMISSION OF SOUTHERN NEVADA By: Title:

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EXHIBIT B

INDEX OF OFFICIAL STATEMENT TABLES TO BE UPDATED

(See page -iv- of the Official Statement)

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APPENDIX E

FORM OF APPROVING OPINION OF BOND COUNSEL

Clark County, Nevada 500 South Grand Central Parkway Las Vegas, Nevada 89106 $36,405,000 Clark County, Nevada Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds Series 2016 Ladies and Gentlemen:

We have acted as bond counsel to Clark County, Nevada (the “County”), in connection with its issuance of the “Clark County, Nevada, Sales and Excise Tax Revenue (Streets and Highways Projects) Refunding Bonds, Series 2016” in the aggregate principal amount of $36,405,000 (the “Bonds”) pursuant to an authorizing ordinance of the Board of County Commissioners of the County adopted on October 4, 2016 (the “Bond Ordinance”). In such capacity, we have examined the County’s certified proceedings and such other documents and such law of the State of Nevada (the “State”) and of the United States of America as we have deemed necessary to render this opinion letter. Capitalized terms not otherwise defined herein have the meanings ascribed to them in the Bond Ordinance.

Regarding questions of fact material to our opinions, we have relied upon the County’s certified proceedings and other representations and certifications of public officials and others furnished to us without undertaking to verify the same by independent investigation.

Based upon such examination, it is our opinion as bond counsel that:

1. The Bonds are valid and binding, special, limited obligations of the County payable solely from the Pledged Revenues and from certain funds and accounts pledged therefor under the Bond Ordinance.

2. The Bond Ordinance creates a valid lien on the Pledged Revenues pledged therein for the security of the Bonds on a parity with the Parity Securities and superior to the lien thereon of the Subordinate Securities. The Bond Ordinance also creates a valid lien on the Bond Fund and the Reserve Fund on a parity with the Parity Securities. Except as described in this paragraph, we express no opinion regarding the priority of the lien securing the Bonds on the Pledged Revenues or on funds and accounts created by the Bond Ordinance.

3. Interest on the Bonds is excluded from gross income under federal income

tax laws pursuant to Section 103 of the Internal Revenue Code of 1986, as amended to the date

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hereof (the “Tax Code”), and interest on the Bonds is excluded from alternative minimum taxable income as defined in Section 55(b)(2) of the Tax Code, except that such interest is required to be included in calculating the adjusted current earnings adjustment applicable to corporations for purposes of computing the alternative minimum taxable income of corporations. The opinions expressed in this paragraph assume continuous compliance with the covenants and continued accuracy of the representations contained in the County’s certified proceedings and in certain other documents and certain other certifications furnished to us.

4. Under laws of the State in effect as of the date hereof, the Bonds, their transfer, and the income therefrom are free and exempt from taxation by the State or any subdivision thereof, except for the tax on estates imposed pursuant to Chapter 375A of NRS and the tax on generation skipping transfers imposed pursuant to Chapter 375B of NRS.

The opinions expressed in this opinion letter are subject to the following:

The obligations of the County pursuant to the Bonds and the Bond Ordinance are

subject to the application of equitable principles, to the reasonable exercise in the future by the State and its governmental bodies of the police power inherent in the sovereignty of the State, and to the exercise by the United States of America of the powers delegated to it by the Federal Constitution, including without limitation, bankruptcy powers.

In expressing the opinions above, we are relying, in part, on a report of

independent certified public accountants verifying (i) the mathematical computations of the adequacy of the maturing principal amounts of and interest on the investments and moneys included in the Escrow Account to pay when due, at stated maturity or upon prior redemption, all principal of and interest on the Refunded Bonds, and (ii) the mathematical calculations of the yield of the Bonds and the yield of certain investments made with the proceeds of the Bonds and other moneys deposited in the Escrow Account.

In this opinion letter issued in our capacity as bond counsel, we are opining only

upon those matters set forth herein, and we are not passing upon the accuracy, adequacy or completeness of the Official Statement or any other statements made in connection with any offer or sale of the Bonds or upon any federal or state tax consequences arising from the receipt or accrual of interest on or the ownership or disposition of the Bonds, except those specifically addressed herein.

This opinion letter is issued as of the date hereof and we assume no obligation to

revise or supplement this opinion letter to reflect any facts or circumstances that may hereafter come to our attention or any changes in law that may hereafter occur.

Respectfully submitted,

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APPENDIX F

ECONOMIC AND DEMOGRAPHIC INFORMATION

This portion of the Official Statement contains general information concerning the economic and demographic conditions in the County. This information is intended only to provide prospective investors with general information regarding the County’s community. The information is historical in nature; it is not possible to predict whether the trends shown will continue in the future. The information presented was obtained from the sources indicated, and the County makes no representation as to the accuracy or completeness of the data obtained from parties other than the County. Population and Age Distribution

Population. The table below shows the population growth of the County and the State since 1970. According to U.S. Census figures, between 2000 and 2010, the County’s population increased 41.8% and the State’s population increased 35.1%.

Population

Year

Clark County

Percent Change

State of Nevada

Percent Change

1970 273,288 -- 488,738 -- 1980 463,087 69.5% 800,493 63.8% 1990 741,459 60.1 1,201,833 50.1 2000 1,375,765 85.5 1,998,257 66.3 2010 1,951,269 41.8 2,700,551 35.1 2011 1,967,722 0.8 2,721,794 0.8 2012 1,988,195 1.0 2,750,217 1.0 2013 2,031,723 2.2 2,800,967 1.8 2014 2,069,450 1.9 2,843,301 1.5 2015 2,118,353 2.4 2,897,585 1.9

Sources: United States Department of Commerce, Bureau of Census (1970-2010 as of April 1st); and Nevada State

Demographer’s Office (2011-2015 estimates as of July 1st). Populations are subject to periodic revision.

Age Distribution. The following table sets forth a projected comparative age distribution profile for the County, the State and the United States as of January 1, 2016.

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Age Distribution

Percent of Population Age Clark County State of Nevada United States 0-17 23.8% 23.3% 23.0%

18-24 9.0 9.0 9.8 25-34 14.1 13.8 13.4 35-44 14.1 13.5 12.6 45-54 13.5 13.4 13.3 55-64 11.7 12.3 12.8 65-74 8.5 9.1 8.8

75 and Older 5.3 5.6 6.3 Source: © 2016 The Nielsen Company. Income

The following two tables reflect Median Household Effective Buying Income (“EBI”), and also the percentage of households by EBI groups. EBI is defined as “money income” (defined below) less personal tax and nontax payments. “Money income” is defined as the aggregate of wages and salaries, net farm and nonfarm self-employment income, interest, dividends, net rental and royalty income, Social Security and railroad retirement income, other retirement and disability income, public assistance income, unemployment compensation, Veterans Administration payments, alimony and child support, military family allotments, net winnings from gambling, and other periodic income. Deductions are made for personal income taxes (federal, state and local), personal contributions to social insurance (Social Security and federal retirement payroll deductions), and taxes on owner-occupied nonbusiness real estate. The resulting figure is known as “disposable” or “after-tax” income.

Median Household Effective Buying Income Estimates(1)

Year Clark County State of Nevada United States 2012 $45,810 $45,512 $41,253 2013 40,897 40,617 41,358 2014 41,576 42,480 43,715 2015 43,603 44,110 45,448 2016 45,634 46,230 46,738

(1) The difference between consecutive years is not an estimate of change from one year to the next; separate

combinations of data are used each year to identify the estimated mean of income from which the median is computed.

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Source: © The Nielsen Company 2012-2016.

Percent of Households by Effective Buying Income Groups – 2016 Estimates

Effective Buying Income Group

Clark County Households

State of Nevada Households

United States Households

Under $24,999 23.6% 23.8% 24.8% $25,000 - $49,999 31.5 30.5 28.8 $50,000 - $74,999 21.0 20.7 19.1 $75,000 - $99,999 12.1 12.4 12.2 $100,000 - $124,999 5.2 5.7 5.8 $125,000 - $149,999 2.5 2.6 3.7 $150,000 or more 4.1 4.3 5.6

Source: © 2016 The Nielsen Company.

The following table sets forth the annual per capita personal income levels for the residents of the County, the State and the United States.

Per Capita Personal Income(1)

Year Clark County State of Nevada United States 2010 $36,057 $36,918 $40,277 2011 36,488 37,745 42,453 2012 38,713 39,436 44,266 2013 38,091 39,223 44,438 2014 39,533 40,742 46,049 2015 n/a 42,185 47,669

(1) County figures posted November 2015; state and national figures posted March 2016.

All figures are subject to periodic revisions. Source: United States Department of Commerce, Bureau of Economic Analysis.. Employment

The average annual labor force summary for the Las Vegas-Henderson-Paradise Metropolitan Statistical Area (“MSA”) is set forth in the following table. The Las-Vegas-Henderson-Paradise MSA is coextensive with Clark County.

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Average Annual Labor Force Summary Las Vegas-Henderson-Paradise MSA, Nevada

(Estimates in Thousands)

Calendar Year 2011 2012 2013 2014 2015 2016(1)

TOTAL LABOR FORCE 995.1 1000.7 1007.3 1,024.6 1,047.5 1,053.1 Unemployment 131.6 112.6 96.9 81.7 71.3 66.5 Unemployment Rate(2) 13.2% 11.2% 9.6% 8.0% 6.8% 6.3%Total Employment 863.5 888.1 910.4 942.9 976.3 986.6

(1) Averaged figures through July 31, 2016. (2) The annual average U.S. unemployment rates for the years 2011 through 2015 are 8.9%, 8.1%, 7.4%, 6.2%, and

5.3%, respectively. Sources: Research and Analysis Bureau, Nevada Dept. of Employment, Training and Rehabilitation; and U.S.

Bureau of Labor, Bureau of Labor Statistics.

The following table indicates the number of persons employed, by type of employment, in non-agricultural industrial employment in the Las Vegas-Henderson-Paradise MSA.

Establishment Based Industrial Employment(1) Las Vegas-Henderson-Paradise MSA, Nevada (Clark County)

(Estimates in Thousands)

Calendar Year 2011 2012 2013 2014 2015) 2016(2)

Natural Resources and Mining 0.2 0.3 0.3 0.4 0.4 0.4 Construction 37.6 37.4 41.1 45.4 50.9 55.5 Manufacturing 19.8 20.2 20.7 21.1 21.6 22.0 Trade (Wholesale and Retail) 114.5 117.7 120.0 124.1 128.3 131.4 Transportation, Warehousing & Utilities 35.2 36.2 36.6 38.3 40.6 42.4 Information 9.3 9.7 9.8 10.6 10.6 12.1 Financial Activities 40.0 41.7 43.3 43.6 45.3 45.1 Professional and Business Services 102.2 106.7 111.6 117.7 125.9 125.1 Education and Health Services 72.7 75.6 79.2 82.8 87.7 93.4 Leisure and Hospitality (casinos excluded) 100.4 103.9 109.6 115.7 121.2 124.1 Casino Hotels and Gaming 159.2 157.9 157.8 162.6 160.8 158.9 Other Services 23.3 24.0 24.4 25.4 25.7 25.7 Government 94.0 93.9 95.1 96.4 98.2 98.8 TOTAL ALL INDUSTRIES 808.4 825.2 849.5 884.1 917.2 934.9

(1) Totals may not add up due to rounding. All numbers are subject to periodic revision. (2) Averaged figures through July 31, 2016. Source: Research and Analysis Bureau, Nevada Dept. of Employment, Training and Rehabilitation.

The following table is based on unemployment insurance tax account numbers

and is an estimate based on reported information. No independent investigation has been made of and consequently no assurances can be given as to the financial condition or stability of the employers listed below or the likelihood that such entities will maintain their status as major employers in the County.

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Clark County’s Ten Largest Employers 4th Quarter 2015

Employer Employment Range Industry Clark County School District 30,000 - 39,999 Public education Clark County 8,500 - 8,999 Local government MGM Grand Hotel/Casino 8,000 - 8,499 Casino hotel Wynn Las Vegas 8,000 - 8,499 Casino hotel Bellagio LLC 7,500 - 7,999 Casino hotel Mandalay Bay Resort and Casino 7,000 - 7,499 Casino hotel Aria Resort & Casino LLC 7,000 - 7,499 Casino hotel Caesars Palace 5,000 - 5,499 Casino hotel University of Nevada – Las Vegas 5,000 - 5,499 University Las Vegas Metropolitan Police 4,500 - 4,999 Police protection

Source: Research and Analysis Bureau, Nevada Dept. of Employment, Training and Rehabilitation.

The following table lists the firm employment size breakdown for the County.

Size Class of Industries(1)

Clark County, Nevada (Non-Government Worksites)

CALENDAR YEAR

1st Qtr2016

1st Qtr2015

Percent Change 2016/2015

Employment Totals1st Qtr 2016

TOTAL NUMBER OF WORKSITES 55,286 52,641 5.0% 820,608 Less Than 10 Employees 42,105 39,734 6.0 103,748 10-19 Employees 6,308 6,211 1.6 85,450 20-49 Employees 4,348 4,190 3.8 129,973 50-99 Employees 1,352 1,387 -2.5 92,917 100-249 Employees 842 789 6.7 123,661 250-499 Employees 175 178 -1.7 61,478 500-999 Employees 87 90 -3.3 58,580 1000+ Employees 69 62 11.3 164,801 __________________ (1) Subject to revisions. Source: Research and Analysis Bureau, Nevada Dept. of Employment, Training and Rehabilitation. Retail Sales

The following table sets forth a record of taxable sales in the County and the State.

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Taxable Sales(1)

Fiscal Year(2) County Total Percent Change State Total Percent Change

2012 $31,080,880,557 -- $42,954,750,131 -- 2013 32,566,664,630 4.8% 45,203,408,413 5.2% 2014 35,040,891,695 7.6 47,440,345,167 4.9 2015 37,497,073,742 7.0 50,347,535,591 6.1 2016 39,242,730,088 4.7 52,788,295,421 4.8

(1) Subject to revision. (2) Fiscal year runs from July 1 to the following June 30. Source: State of Nevada - Department of Taxation. Construction

Construction valuation is a value placed on a project in order to determine permit and plans check fees. Construction valuation has no relationship to assessed valuation. Set forth in the following table is a summary of the number and valuation of new single-family (including townhomes and condos) building permits within the County and its incorporated areas.

Residential Building Permits

Clark County, Nevada (Values in Thousands)

Calendar Year 2012 2013 2014 2015 2016(2)

Permits Value Permits Value Permits Value Permits Value Permits Value Las Vegas 1,235 $154,145 1,538 $201,412 1,453 $202,296 1,663 $243,674 987 $209,426 North Las Vegas 636 98,280 506 70,222 491 66,508 698 91,462 441 58,784 Henderson 1,133 145,144 1,352 185,094 1,318 196,285 1,696 255,663 1,388 196,819 Mesquite 169 26,341 202 33,066 196 34,323 206 40,564 124 45,670 Unincorporated Clark County

2,984

415,477

3,593 449,225

3,428

452,740

3,847

492,320

2,504 320,185

Boulder City(1) 9 3,201 10 3,401 16 5,199 22 6,977 3 962 TOTAL 6,166 $842,588 7,201 $942,420 6,902 $957,351 8,132 $1,130,660 5,447 $831,846 (1) Boulder City imposed a strict growth control ordinance effective July 1, 1979. (2) As of July 31, 2016, except for North Las Vegas which is as of June 30, 2016. Sources: Building Departments: Las Vegas, North Las Vegas, Henderson, Mesquite, Clark County; and Boulder City.

The following table is a summary of the total valuation of all building permits within the County and its incorporated areas.

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Total Building Permits

Calendar Year 2011 2012 2013 2014 2015 2016(1)

Las Vegas $ 378,230,284 $ 411,022,949 $ 497,750,543 $ 596,103,559 $ 602,775,475 385,147,851North Las Vegas 187,964,611 158,651,851 203,590,405 263,192,557 262,266,938 403,205,517Henderson 194,361,740 243,753,376 359,371,027 385,009,871 423,923,070 201,571,064Mesquite 26,761,655 28,789,392 38,879,662 38,059,247 45,697,056 55,112,260Unincorporated

Clark County

811,065,954 1,661,632,803 1,631,904,822 1,987,655,692

2,251,507,323 1,240,985,354Boulder City 20,853,975 96,450,660 333,212,307 29,391,159 18,566,548 88,798,075TOTAL $1,619,238,219 $2,600,301,031 $3,064,708,766 $3,299,412,085 $3,604,736,410 $2,374,820,121 Percent Change (4.00)% 60.59% 17.86% 7.66% 9.25% --

(1) As of July 31, 2016 except for North Las Vegas which is as of June 30, 2016. Sources: Building Departments: Las Vegas, North Las Vegas, Henderson, Mesquite, Clark County; and Boulder City.

Gaming

General. The economy of the County and the State is substantially dependent upon the tourist industry, which is based on legalized casino gambling and related forms of entertainment. The following table sets forth a history of the gross taxable gaming revenue and total gaming tax collected in the County and the State. Over the last five years, an average of 85.7% of the State’s total gross taxable gaming revenue has been generated from Clark County.

Gross Taxable Gaming Revenue and Total Gaming Taxes(1)

Fiscal Year Gross Taxable % Change State % Change Ended Gaming Revenue(2) Clark Gaming Collection(3) Clark

June 30 State Total Clark County County State Total Clark County County 2012 $ 9,764,332,506 $8,304,531,003 -- $864,621,791 $750,628,068 -- 2013 10,208,528,371 8,758,837,726 5.47% 892,106,457 774,549,912 3.19% 2014 10,208,211,093 8,768,009,640 0.10 912,371,316 795,514,687 2.71 2015 10,511,527,575 9,025,697,588 2.94 909,857,085 790,506,339 (0.63) 2016 10,612,567,883 9,105,161,255 0.88 876,040,147 756,465,063 (4.31)

Jul 15 – Jul 15 $881,660,276 $753,686,351 -- $53,444,068 $ 45,562,349 -- Jul 16 – Jul 16 947,380,744 806,483,913 7.01% 51,627,885 42,645,683 (6.40)%

(1) The figures shown are subject to adjustments due to amended tax filings, fines and penalties. (2) The total of all sums received as winnings less only the total of all sums paid out as losses (before operating

expenses). (3) Cash receipts of the State from all sources relating to gaming (General Fund and other revenues) including

percentage license fees, quarterly flat license fees, annual license fees, casino entertainment taxes, annual slot machine taxes, penalties, advance fees, and miscellaneous collections. A portion of collections is deposited to the State funds other than the State’s General Fund.

Source: State of Nevada - Gaming Control Board.

Gaming Competition. Different forms of legalized gaming have been authorized by many states, as well as the tribal casinos, across the United States. Other states may authorize gaming in the future in one form or another. The different forms of gaming include casino gaming, riverboat gambling, internet gaming and lotteries. Historically, the availability of these forms of gaming in other states has not had any significant impact on gaming in the County.

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Nonetheless, neither the County nor the Commission can predict the impact of legalization of legalized gaming in other states or other countries on the future economy of the County.

Tourism

Tourism is an important industry in the County. Hoover Dam, Lake Mead, Mt. Charleston and other tourist attractions are in Clark County. Attractions such as the Great Basin, Grand Canyon, Yosemite, Bryce Canyon, Zion, and Death Valley National Parks are each within a short flight or day’s drive of southern Nevada.

The growth of tourism in southern Nevada is reflected in the number of hotel and motel rooms available for occupancy. The area’s hotels and motels have historically experienced higher occupancy rates than those on a national level. Set forth in the table below is the Las Vegas Convention and Visitors Authority (“LVCVA”) Marketing Department’s estimate of the number of visitors to the Las Vegas Metropolitan Area since 2011.

Visitor Volume and Room Occupancy Rate Las Vegas Metropolitan Area, Nevada

Calendar Year

Total Visitor

Volume

Number of Hotel/Motel

Rooms Available

Hotel/Motel Occupancy

Rate(1)

National Occupancy

Rate(2) 2011 38,928,708 150,161 83.8% 60.1% 2012 39,727,022 150,481 84.4 61.4 2013 39,668,221 150,593 84.3 62.3 2014 41,126,512 150,544 86.8 64.4 2015 42,312,216 149,213 87.7 65.6 2016(3) 25,174,749 149,262 89.8 66.4

(1) The sample size for this survey represents approximately 75% of the hotel/motel rooms available. (2) Smith Travel Research Inc., Lodging Outlook. (3) As of July 31, 2016. Total visitor volume reflects a 2.5% increase over the same time period in 2015. Source: Las Vegas Convention and Visitors Authority.

The LVCVA is financed with the proceeds of hotel and motel room taxes in the County and its incorporated cities. A history of the room tax revenue collected is presented in the following table.

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Room Tax Revenue(1) Las Vegas Convention & Visitors Authority, Nevada

Calendar Year

Revenue

Percent Change

2011 $194,329,584 -- 2012 200,384,250 3.12% 2013 210,138,996 4.87 2014 232,443,537 10.61 2015 254,438,208 9.46 2016(2) 138,072,789 --

(1) Subject to revision. Room tax revenue represents a 5% tax allocated to the Las Vegas Convention & Visitors

Authority; a total 9-11% room tax is assessed on all Clark County hotel/motel properties. (2) As of June 30, 2016. Revenue total-to-date reflects a 6.8% increase over the same time period in 2015. Source: Las Vegas Convention and Visitors Authority.

Transportation

Clark County, through its Department of Aviation, operates an airport system comprised of McCarran International Airport (“McCarran”) and a reliever airport in North Las Vegas. Other general aviation airports in the County include Jean Sport, Overton/Perkins Field and Henderson Executive Airport in Henderson. Boulder City Municipal Airport, which is not owned by the County, is located in the southeastern part of Clark County.

Nearly half of all Las Vegas visitors arrive by air via McCarran, making it a major driving force in the southern Nevada economy. McCarran’s long range plan focuses on building and maintaining state-of-the-art facilities, maximizing existing resources, and capitalizing on new and innovative technology. McCarran opened Terminal 3 in 2012, a new 1.9 million-square-foot facility, which eases congestion within garages, ticketing lobbies and security checkpoints. Research conducted by local firm Applied Analysis found that McCarran and the Clark County Aviation System generate $28.4 billion in total economic output annually. Additionally, more than 201,000 jobs and $8.0 billion in labor income can be attributed to County-managed airports. McCarran reported 45.4 million arriving and departing passengers in 2015, making the year the third-busiest year in the airport’s 67-year history. Statistics for 2016 indicate further growth as airport officials report a 5.2% increase through July. A history of passenger statistics is set forth in the following table.

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McCarran International Airport Enplaned & Deplaned Passenger Statistics

Calendar

Year

Scheduled Carriers

Charter, Commuter &

Other Aviation

Total

Percent Change

2011 39,506,442 1,974,762 41,481,204 -- 2012 39,807,361 1,860,235 41,667,596 0.4% 2013 40,334,735 1,522,324 41,857,059 0.5 2014 41,327,024 1,558,326 42,885,350 2.5 2015 43,933,404 1,455,670 45,389,074 5.8 2016(1) 26,502,913 930,748 27,433,661 --

(1) As of July 31, 2016. Total passenger count increased 5.2 % over year-to-date count for the same time period in

2015. Source: McCarran International Airport.

A major railroad crosses Clark County. There are nine federal highways in Nevada, two of which are part of the interstate system. Interstate 15, connecting Salt Lake City and San Diego, passes through Las Vegas and provides convenient access to the Los Angeles area. Interstate 80 connects Salt Lake City with the San Francisco Bay area and passes through the Reno-Sparks area. Several national bus lines and trucking lines serve the State.

U.S. Highways 95 and 93 are major routes north from Las Vegas, through Reno and Ely, Nevada, respectively. South of Las Vegas, U.S. 95 extends to the Mexican border, generally following the Colorado River, and U.S. 93 crosses Hoover Dam into Arizona.

Federal Activities

Operations and facilities of the federal government in the State have been significant, beginning with Hoover Dam in the 1930’s, an Army Air Force gunnery school (which later became Nellis Air Force Base) during World War II, and the subsequent creation of the Nevada Test Site. Currently, the following federal activities are located in the County.

Hoover Dam. Hoover Dam, operated by the Bureau of Reclamation, is a multiple-purpose development. The dam controls floods and stores water for irrigation, municipal and industrial uses, hydroelectric power generation, and recreation. Hoover Dam is still one of the world’s largest hydroelectric installations with a capacity of more than 2,000,000 kilowatts. Hoover Dam also is a major tourist attraction in the County.

Nellis Air Force Base. Nellis Air Force Base, a part of the U.S. Air Force Air Combat Command, is located adjacent to the City of Las Vegas. The base itself covers more than 14,000 acres of land, while the total land area occupied by Nellis Air Force Base and its ranges is over three million acres. The base hosts numerous military programs as well as civilian workers. It is the home base of the “Thunderbirds,” the world famous air demonstration squadron.

Development Activity

The Nevada Development Authority (“NDA”) is a nonprofit organization dedicated to the expansion and diversification of the entire southern Nevada community. Now in

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its fifth decade of service, NDA’s membership is comprised of hundreds of business-oriented individuals. NDA’s primary function is to provide information to companies considering relocation as well as to firms already doing business in southern Nevada. Nevada does not have corporate or personal income tax; inheritance or gift tax; unitary franchise on income; admission’s tax; inventory tax; chain-store tax; special intangible tax; or franchise tax, which attracts many businesses to the area.

Complementing the area’s emphasis on economic diversification are the numerous business incentives unique to the State of Nevada. Competitive wage rates, an expanding labor force, low out-bound freight transportation costs to other prominent southwestern markets and a graduated schedule for payment of sales and use tax on new capital equipment combine to give business and industry an attractive advantage. The State also abates sales and use taxes on capital equipment for qualified relocating or expanding companies. Additional incentives include a customized job training program (Train Employees Now) as well as no corporate, personal or inventory taxes.

Utilities

Electric utility services are provided to the vast majority of southern Nevada residents by NV Energy (formerly Nevada Power Company, a stand-alone subsidiary of Sierra Pacific Resources) with headquarters in Las Vegas, Nevada, and natural gas is provided by Southwest Gas Corporation.

CenturyLink (formerly Embarq) is the largest provider of local telephone service to the greater Las Vegas area, including the smaller communities of Blue Diamond, Boulder City, Cal-Nev-Ari, Cottonwood Cove, Goodsprings, Jean, Laughlin, Mt. Charleston, Nelson, Primm and Searchlight.

Clean Air

The County is subject to various clean air requirements imposed by the federal government and enforced by the U.S. Environmental Protection Agency (“EPA”). These include carbon monoxide, dust and ozone concerns. The County has submitted a clean air plan for the Las Vegas Valley serious carbon monoxide (“CO”) nonattainment area and the EPA has issued a finding that the applicable standard has been met. The County must prepare a CO maintenance plan for EPA approval in order to be designated as a CO attainment area.

The County finalized and submitted a clean air plan to address PM10 (dust) concerns in the Las Vegas Valley in accordance with the Federal Clean Air Act on June 19, 2001 and has attained the PM10 standard and submitted a final report as required by EPA.

On April 30, 2004, the U.S. EPA published in the Federal Register nonattainment designations for the new 8-hour ozone standard, classifying Clark County as a Subpart 1 ozone nonattainment area. The classification requires Clark County to attain the 8-hour ozone standard no later than 2009. In December 2006, the District of Columbia circuit court vacated EPA’s Phase I implementation rule, which contained the standards for Subpart 1 designated areas. The court’s action remanded the rule back to EPA for further action. However, Clark County is currently in attainment with the ozone standard for the latest three-year average of the 4th highest reading (2004, 2005, 2006) and can demonstrate attainment through 2018. Therefore,

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the County is working with EPA on receiving a clean data finding and submission of an ozone maintenance plan. Clark County submitted the request to the EPA on June 7, 2007, and is awaiting their decision.

If the U.S. EPA disapproves a clean air plan, the County could face sanctions, including withholding federal funds for new transportation projects, and could include the diversion of federal funds to projects outside the Las Vegas valley until acceptable plans are approved. The County cannot predict the effect of a plan disapproval on highway and road projects or other possible effects of the withholding of federal funds or its effect on growth in the County. The nature and scope of these effects will depend, among other things, on the projects and the period of time for which funding is withheld.

Education

Clark County School District provides public education services to the residents of the County and enrolls approximately 68% of all school children in the State; it is one of the largest school districts in the United States. Higher education is provided by numerous private institutions and also by the following public institutions, which are part of the Nevada System of Higher Education: the College of Southern Nevada (a two-year institution), Nevada State College in Henderson (a four-year institution) and the University of Nevada, Las Vegas (a four-year university).

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