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CITY of VIRGINIA BEACH, VIRGINIA $23,500,000 Storm Water Utility Revenue Bonds, Series 2015

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CITY of VIRGINIA BEACH, VIRGINIA $23,500,000 Storm Water Utility Revenue Bonds, Series 2015 SUPPLEMENT TO OFFICIAL STATEMENT DATED JANUARY 14, 2015 relating to CITY OF VIRGINIA BEACH, VIRGINIA $23,500,000 Storm Water Utility Revenue Bonds, Series 2015 This Supplement is intended to make certain amendments to the Official Statement of the City of Virginia Beach, Virginia, dated January 14, 2015 (the “Official Statement”) with respect to the above-referenced bonds. Capitalized terms used but not defined herein have the meanings given such terms in the Official Statement. Amendment to Official Statement The table on the inside cover of the Official Statement is revised to correct the price identified with respect to the $830,000 in principal amount of the Series 2015 Bonds maturing on November 15, 2024. Specifically, the 118.119 figure given in the Official Statement as the price of such 2024 maturity is incorrect. The correct price for the 2024 maturity is 118.199, as shown on the substitute inside cover page which is attached hereto as Exhibit A. All other figures in the table were correct. Date of this Supplement The date of this Supplement to the Official Statement is January 22, 2015. [Remainder of Page Intentionally Left Blank] Exhibit A CITY OF VIRGINIA BEACH, VIRGINIA $23,500,000 Storm Water Utility Revenue Bonds, Series 2015 Maturity Principal Interest (November 15) Amount Rate Price Yield CUSIP** 2015 $ 605,000 3.000% 102.188 0.250% 927747 CA1 2016 625,000 3.000 104.651 0.400 927747 CB9 2017 645,000 3.000 106.503 0.650 927747 CC7 2018 670,000 5.000 115.068 0.950 927747 CD5 2019 705,000 5.000 117.661 1.200 927747 CE3 2020 735,000 3.000 109.462 1.300 927747 CF0 2021 755,000 2.750 107.511 1.580 927747 CG8 2022 775,000 2.000 102.623 1.640 927747 CH6 2023 795,000 4.000 117.823 1.800 927747 CJ2 2024 830,000 4.000 118.199 1.950 927747 CK9 2025 865,000 4.000 117.226 2.050* 927747 CL7 2026 900,000 4.000 116.262 2.150* 927747 CM5 2027 930,000 3.000 106.559 2.250* 927747 CN3 2028 960,000 3.000 104.762 2.450* 927747 CP8 2029 990,000 3.000 103.877 2.550* 927747 CQ6 2030 1,020,000 3.000 103.000 2.650* 927747 CR4 2031 1,050,000 3.000 102.131 2.750* 927747 CS2 2032 1,080,000 3.000 101.271 2.850* 927747 CT0 2033 1,115,000 3.000 100.420 2.950* 927747 CU7 2034 1,150,000 3.000 99.000 3.068 927747 CV5 $2,405,000 3.000% Term Bonds Due November 15, 2036, priced at 97.644 to yield 3.150%, CUSIP 927747 CW3 $3,895,000 3.125% Term Bonds Due November 15, 2039, priced at 98.000 to yield 3.243%, CUSIP 927747 CX1 * Priced at the stated yield to the November 15, 2024 call date at a price of 100%. ** CUSIP numbers have been assigned by an organization not affiliated with the City and are included solely for the convenience of the holders of the Series 2015 Bonds. The City is not responsible for the selection or uses of these CUSIP numbers nor is any representation made as to their correctness on the Series 2015 Bonds or as included herein. The CUSIP number for a specific maturity is subject to being changed after the issuance of the Series 2015 Bonds as a result of various subsequent actions, including, but not limited to, a refunding in whole or in part or as a result of the procurement of secondary market portfolio insurance or similar enhancements by investors that is applicable to all or a portion of the Series 2015 Bonds. NEW ISSUE Ratings: Fitch: “AAA” BOOK-ENTRY ONLY Moody’s: “Aa2” (See “Ratings” herein) This Official Statement has been prepared by the City of Virginia Beach, Virginia (the “City”), to provide information on the Series 2015 Bonds described below, the security therefor, the City, the projects being financed with the proceeds of the Series 2015 Bonds, and other relevant information. Selected information is presented on this cover page for the convenience of the user. To make an informed decision regarding the Series 2015 Bonds, a prospective investor should read this Official Statement in its entirety. CITY OF VIRGINIA BEACH, VIRGINIA $23,500,000 Storm Water Utility Revenue Bonds, Series 2015 Dated: Date of Delivery Due: November 15, as shown on the inside cover Security THE SERIES 2015 BONDS WILL CONSTITUTE LIMITED OBLIGATIONS OF THE CITY, PAYABLE SOLELY FROM PLEDGED REVENUES (AS DEFINED HEREIN). THE SERIES 2015 BONDS SHALL NOT BE DEEMED TO CONSTITUTE INDEBTEDNESS OF, OR A PLEDGE OF THE FAITH AND CREDIT OF, THE COMMONWEALTH OF VIRGINIA (THE “COMMONWEALTH”) OR OF ANY COUNTY, CITY, TOWN OR OTHER POLITICAL SUBDIVISION OF THE COMMONWEALTH, INCLUDING THE CITY. THE ISSUANCE OF THE SERIES 2015 BONDS DOES NOT DIRECTLY, INDIRECTLY OR CONTINGENTLY OBLIGATE THE COMMONWEALTH OR ANY OTHER POLITICAL SUBDIVISION OF THE COMMONWEALTH, INCLUDING THE CITY, TO LEVY AND COLLECT ANY TAXES WHATSOEVER OR MAKE ANY APPROPRIATION THEREFOR, EXCEPT FROM THE PLEDGED REVENUES, TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST ON THE SERIES 2015 BONDS. See “SECURITY FOR AND SOURCES OF PAYMENT OF THE SERIES 2015 BONDS” in Section Two. Tax Exemption Interest on the Series 2015 Bonds (a) is not included in gross income for Federal income tax purposes and (b) is not an item of tax preference for purposes of the Federal alternative minimum income tax imposed on individuals and corporations; however, with respect to corporations (as defined for Federal income tax purposes) subject to the alternative minimum income tax, interest on the Series 2015 Bonds is taken into account in determining adjusted current earnings for purposes of computing such tax. Interest on the Series 2015 Bonds is exempt from income taxation by the Commonwealth. See “TAX EXEMPTION” in Section Four, and Appendix F. Bondholder Consent By purchasing the Series 2015 Bonds, the Bondholder shall be deemed to have consented to amendments to the Agreement of Trust (as defined herein) to provide that that there shall be one Debt Service Reserve Fund for all of the Bonds secured by the Agreement of Trust, rather than a separate debt service reserve account for each separate series of Bonds. See “INTRODUCTION – Bondholder Consent” in Section One. Redemption The Series 2015 Bonds are subject to redemption prior to maturity at the option of the City as more fully set forth herein. See “DESCRIPTION OF THE SERIES 2015 BONDS – Redemption” in Section Two. Purpose The proceeds of the Series 2015 Bonds will be used to finance improvements and expansions to the System (as defined herein). See “AUTHORIZATION AND PURPOSE OF THE SERIES 2015 BONDS – Plan of Finance” in Section Two. Interest Rates/Yields See inside cover. Interest Payment Dates May 15 and November 15, commencing May 15, 2015. Denominations $5,000 and integral multiples thereof. Closing/Delivery Date January 28, 2015. Registration Book-entry only through The Depository Trust Company, New York, New York. See “DESCRIPTION OF THE SERIES 2015 BONDS – Book-Entry System” in Section Two, and Appendix D. Trustee/Registrar U.S. Bank National Association (successor to First Union National Bank), Richmond, Virginia. Bond Counsel Kaufman & Canoles, a Professional Corporation, Norfolk, Virginia. Financial Advisor Public Resources Advisory Group, New York, New York. Official Statement Dated January 14, 2015 CITY OF VIRGINIA BEACH, VIRGINIA $23,500,000 Storm Water Utility Revenue Bonds, Series 2015 Maturity Principal Interest (November 15) Amount Rate Price Yield CUSIP** 2015 $ 605,000 3.000% 102.188 0.250% 927747 CA1 2016 625,000 3.000 104.651 0.400 927747 CB9 2017 645,000 3.000 106.503 0.650 927747 CC7 2018 670,000 5.000 115.068 0.950 927747 CD5 2019 705,000 5.000 117.661 1.200 927747 CE3 2020 735,000 3.000 109.462 1.300 927747 CF0 2021 755,000 2.750 107.511 1.580 927747 CG8 2022 775,000 2.000 102.623 1.640 927747 CH6 2023 795,000 4.000 117.823 1.800 927747 CJ2 2024 830,000 4.000 118.119 1.950 927747 CK9 2025 865,000 4.000 117.226 2.050* 927747 CL7 2026 900,000 4.000 116.262 2.150* 927747 CM5 2027 930,000 3.000 106.559 2.250* 927747 CN3 2028 960,000 3.000 104.762 2.450* 927747 CP8 2029 990,000 3.000 103.877 2.550* 927747 CQ6 2030 1,020,000 3.000 103.000 2.650* 927747 CR4 2031 1,050,000 3.000 102.131 2.750* 927747 CS2 2032 1,080,000 3.000 101.271 2.850* 927747 CT0 2033 1,115,000 3.000 100.420 2.950* 927747 CU7 2034 1,150,000 3.000 99.000 3.068 927747 CV5 $2,405,000 3.000% Term Bonds Due November 15, 2036, priced at 97.644 to yield 3.150%, CUSIP 927747 CW3 $3,895,000 3.125% Term Bonds Due November 15, 2039, priced at 98.000 to yield 3.243%, CUSIP 927747 CX1 * Priced at the stated yield to the November 15, 2024 call date at a price of 100%. ** CUSIP numbers have been assigned by an organization not affiliated with the City and are included solely for the convenience of the holders of the Series 2015 Bonds. The City is not responsible for the selection or uses of these CUSIP numbers nor is any representation made as to their correctness on the Series 2015 Bonds or as included herein.
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