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Modesto Irrigation District PRELIMINARY OFFICIAL STATEMENT DATED MARCH 11, 2021 NEW ISSUE – FULL BOOK-ENTRY ONLY RATINGS: See “RATINGS” herein. In the opinion of Orrick, Herrington & Sutcliffe LLP, Bond Counsel to the District, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, interest on the 2021 Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986 and is exempt from State of California personal income taxes. In the further opinion of Bond Counsel, interest on the 2021 Bonds is not a specific preference item for purposes of the federal alternative minimum tax. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the amount, accrual or receipt of interest on, the 2021 Bonds. See “TAX MATTERS.” $49,115,000* MODESTO IRRIGATION DISTRICT ELECTRIC SYSTEM REFUNDING REVENUE BONDS, SERIES 2021 Dated: Date of Delivery Due: July 1, as shown on the inside cover This cover page contains certain information for general reference only. It is not intended to be a summary of the security or terms of this issue. Investors are advised to read the entire Official Statement to obtain information essential to the making of an informed investment decision. Capitalized terms used on this cover page and not otherwise defined shall have the meanings set forth herein. The Modesto Irrigation District (the “District”) is issuing its Electric System Refunding Revenue Bonds, Series 2021 (the “2021 Bonds”) for the purpose of providing funds, together with other available moneys, to (i) refund all or a portion of the District’s $43.075 million principal amount of outstanding Electric System Refunding Revenue Bonds, Series 2011A and $32.450 million principal amount of outstanding Electric System Refunding Revenue Bonds, Series 2011C, (ii) provide for the funding of a bond reserve fund for the 2021 Bonds, and (iii) pay costs of issuance of the 2021 Bonds, as further described herein. See “PLAN OF REFUNDING.” The 2021 Bonds will be dated their date of delivery. Interest on the 2021 Bonds will be payable on January 1 and July 1 of each year, commencing July 1, 2021. The 2021 Bonds are being delivered in fully registered form and, when delivered, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository of the 2021 Bonds. Individual purchases will be made in book-entry form only, in denominations of $5,000 principal amount or any integral multiple thereof. Payments of principal of, and interest on, the 2021 Bonds are payable by the Trustee to DTC, which is obligated in turn to remit such principal and interest to its DTC Participants for subsequent disbursement to the beneficial owners of the 2021 Bonds, as described herein. The 2021 Bonds are not subject to redemption prior to their maturity. The 2021 Bonds are being issued pursuant to an Indenture, dated as of April 1, 2021 (the “Indenture”), by and between the District and Wells Fargo Bank, National Association, as trustee (the “Trustee”). The 2021 Bonds are payable from, and secured by, a pledge of and lien on Electric System Revenues of the District and certain other funds as provided in the Indenture. Pursuant to the Indenture, Electric System Revenues are first applied to pay Maintenance and Operation Costs of the Electric System (including certain take-or-pay obligations of the District under contracts with joint powers agencies) and are then applied to pay debt service on the 2021 Bonds and other Parity Obligations in accordance with their terms. As of February 1, 2021, the District had outstanding bonds, rental payments and installment payments payable from Electric System Revenues, all constituting Parity Obligations, in the aggregate principal amount of $466.010 million (of which $75.525* million is being refunded by the 2021 Bonds). The District may hereafter issue or incur additional Parity Obligations pursuant to the terms of the Indenture. The 2021 Bonds are special, limited obligations of the District and are payable as to the interest thereon, principal thereof and any premiums upon the redemption of any thereof, solely from Electric System Revenues and certain other funds as provided in the Indenture. The 2021 Bonds do not constitute a debt of the State of California or any political subdivision thereof and neither the State of California nor any political subdivision thereof shall be obligated to pay the principal, premium, if any, or interest thereon (other than the District solely from Electric System Revenues and certain other funds as provided in the Indenture). Neither the faith and credit nor the taxing power of the State of California or any political subdivision thereof (including the District) is pledged to the payment of the principal of, premium, if any, or interest on, the 2021 Bonds. The 2021 Bonds will be offered when, as and if issued and received by the Underwriter, subject to the approval of legality by Orrick, Herrington & Sutcliffe LLP, Bond Counsel to the District. Certain matters will be passed upon for the District by the District’s General Counsel and for the Underwriter by Stradling Yocca Carlson & Rauth, a Professional Corporation. PFM Financial Advisors LLC is serving as municipal advisor to the District in connection with the delivery of the 2021 Bonds. It is expected that the 2021 Bonds will be available for delivery through the DTC book-entry system in New York, New York by Fast Automated Securities Transfer (FAST) on or about April 6, 2021. Citigroup Dated: __________, 2021 * This Preliminary Official Statement and the information contained herein are subject to completion and amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or a solicitation of an offer to buy to Under no circumstances shall this Preliminary to sell or a solicitation of an offer This Preliminary Official Statement constitute an offer contained herein are subject to completion and amendment. Official Statement and the information any such jurisdiction. priorlaws of qualification or filing under the securities to registration, be unlawful solicitation or sale would sale of these securities jurisdictionnor shall there be any in any in which such offer, Preliminary, subject to change. MATURITY SCHEDULE* $49,115,000* MODESTO IRRIGATION DISTRICT ELECTRIC SYSTEM REFUNDING REVENUE BONDS, SERIES 2021 Maturity Date Principal Interest CUSIP (July 1) * Amount* Rate Yield Number† 2021 $3,420,000 2022 6,985,000 2023 3,435,000 2024 3,605,000 2025 7,855,000 2026 4,890,000 2027 3,430,000 2028 3,595,000 2029 3,775,000 2030 3,965,000 2031 4,160,000 * Preliminary, subject to change. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP data herein are provided by CUSIP Global Services, managed on behalf of the American Bankers Association by S&P Global Market Intelligence. CUSIP numbers have been assigned by an independent company not affiliated with the District and are included solely for the convenience of the holders of the 2021 Bonds. None of the District, its Municipal Advisor or the Underwriter is responsible for the selection or use of these CUSIP numbers and no representation is made as to their correctness on the 2021 Bonds or as indicated above. The CUSIP number for a specific maturity is subject to being changed after the issuance of the 2021 Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of the 2021 Bonds. MODESTO IRRIGATION DISTRICT 1231 Eleventh Street P.O. Box 4060 Modesto, California 95352 (209) 526-7373 ___________________ DISTRICT BOARD OF DIRECTORS Paul Campbell, President John Mensinger, Vice President Larry Byrd Stu Gilman Nick Blom ___________________ DISTRICT STAFF Bill Schwandt General Manager Scott Van Vuren Treasurer and Assistant General Manager, Finance James McFall Assistant General Manager, Electric Resources Ed Franciosa Assistant General Manager, Transmission and Distribution Jill De Jong Controller ___________________ PROFESSIONAL SERVICES Atkinson, Andelson, Loya, Ruud & Romo, Orrick, Herrington & Sutcliffe LLP a Professional Law Corporation San Francisco, California Sacramento, California Bond Counsel General Counsel PFM Financial Advisors LLC Wells Fargo Bank, National Association Los Angeles, California San Francisco, California Municipal Advisor Trustee No dealer, broker, salesperson or other person has been authorized by the District or the Underwriter to give any information or to make any representations other than those contained herein and, if given or made, such other information or representations must not be relied upon as having been authorized by the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the 2021 Bonds in any jurisdiction in which it is unlawful to make such offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of the 2021 Bonds. Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations of fact. The information set forth herein has been furnished by the District and other sources which are believed to be reliable, but it is not guaranteed as to accuracy or completeness by, and is not to be construed as a representation by, the Underwriter. The information and expressions of opinions herein are subject to change without notice and neither delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the District since the date hereof.
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