Parking Revenue Bonds Refunding Series 2012
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PRELIMINARY OFFICIAL STATEMENT DATED MAY 30, 2012 t NEW ISSUE RATING: S&P: “AA-” See “RATING” herein. In the opinion of Bond Counsel, under existing statutes and court decisions, assuming continuing compliance with y jurisdiction in certain conditions imposed by applicable federal tax law as described herein, interest on the Series 2012 Bonds is excludable from the gross income of the owners thereof for federal income tax purposes. Interest on the Series 2012 Bonds will not be treated as a preference item in calculating the alternative minimum tax imposed under the Internal Revenue Code of 1986, as amended, with respect to individuals and corporations. Such interest, however, is included in the adjusted current earnings of a corporation for purposes of computing the alternative minimum tax imposed on corporations. Interest on the Series 2012 Bonds e securities in an e securities is exempt from Oklahoma income taxation. See “TAX EXEMPTION” herein. $17,895,000* TULSA PARKING AUTHORITY accepted prior to the time the Official Statemen the to the time accepted prior (Tulsa, Oklahoma) PARKING REVENUE BONDS REFUNDING SERIES 2012 shall there be any sale of thes there be any sale shall Dated: Date of delivery Due: As shown on inside cover The Series 2012 Bonds are being issued pursuant to a Master Bond Indenture (the “Master Bond Indenture”), dated as of June 1, 2012, by and between the Tulsa Parking Authority (the “Authority”) and BOKF, NA dba Bank of Oklahoma, as trustee (the “Trustee”), as supplemented by a First Supplemental Bond Indenture (the “First Supplemental Indenture”) dated as of June 1, 2012, by and between the Authority and the Trustee (the Master Bond Indenture, as amended by the First Supplemental Indenture . is collectively referred to herein as the “Bond Indenture”). Interest on the Series 2012 Bonds is payable on January 1 and July 1 of each year commencing January 1, 2013. The ies may not be sold nor may offers to buy be buy offers to nor may be sold not ies may Series 2012 Bonds are subject to optional and extraordinary optional redemption at the prices and in the manner described herein. solicitation of an offer to buy nor of an offer to buy solicitation The Series 2012 Bonds will be issued as registered bonds in book-entry form in authorized denominations as described y such jurisdiction herein and, when issued, will be initially registered in the name of Cede & Co., as registered owner and nominee for The Depository Trust Company, New York, New York (“DTC”), which will act as a securities depository therefor (the “Securities Depository”). Purchases of the Series 2012 Bonds may be made only in book-entry form in authorized denominations by credit to participating broker-dealers and other institutions on the books of DTC as described herein. Purchasers will not receive certificates representing their interests in the Series 2012 Bonds purchased. Principal of, premium, if any, and interest on the Series 2012 Bonds will be payable by the Trustee, as Paying Agent and Registrar, to the Securities Depository, which will remit such payments in accordance with its normal procedures, as described herein. The Series 2012 Bonds do not constitute obligations or debts of the State of Oklahoma, Tulsa County, Oklahoma, the City of Tulsa, Oklahoma (the “City”), or any municipality, county, political subdivision, governmental unit or agency completion or amendment. These securit completion of the State of Oklahoma, or personal obligations of the Trustees of the Authority or general obligations of the Authority, Statement constitute an offer to sell or a Statement an constitute but are limited and special obligations of the Authority payable solely from the revenues and receipts derived by the Authority from the operation of the System (as described herein). Neither the faith and credit nor the taxing power of the qualification under the securities laws of an State of Oklahoma, any county, municipality, political subdivision or governmental unit or agency thereof or of the City is or shall be pledged to the payment of the principal of or interest on the Series 2012 Bonds. THE AUTHORITY HAS NO TAXING POWER. The Series 2012 Bonds are offered when, as and if issued and received by the Underwriter, subject to prior sale, to withdrawal or modification of the offer without notice, and to the approval of legality by Hilborne & Weidman, a professional corporation, Tulsa, Oklahoma, Bond Counsel. Certain legal matters will be passed upon for the Authority by its counsel, GableGotwals, Tulsa, Oklahoma, and for the Underwriter by its counsel, Kutak Rock LLP. It is expected that the Series 2012 Bonds in definitive form will be available for delivery to DTC in New York, New York, on or about June 20, 2012. information contained herein are subject to are herein contained information umstances shall this Preliminary Official ould be unlawful prior to registration or The date of this Official Statement is June ___, 2012 __________________________ *Preliminary, subject to change. This Preliminary Official Statement and the is delivered in final form. Under no circ which such offer, solicitation or sale w $17,895,000* TULSA PARKING AUTHORITY (Tulsa, Oklahoma) PARKING REVENUE BONDS REFUNDING SERIES 2012 Amounts, Maturities, Interest Rates and Yields* Due Principal Interest CUSIP July 1 Amount Rate Yield Base: 899672 2013 $ 1,675,000 2014 1,715,000 2015 1,750,000 2016 1,795,000 2017 1,855,000 2018 1,915,000 2019 970,000 2020 535,000 2021 560,000 2022 580,000 2023 605,000 2024 630,000 2025 655,000 2026 680,000 2027 700,000 2028 1,275,000 CUSIP is a registered trademark of the American Bankers Association. CUSIP numbers have been assigned to this issue by CUSIP Global Services, managed by Standard & Poor’s Financial Services LLC, on behalf of the American Bankers Association, and are included solely for the convenience of the Owners of the Series 2012 Bonds. Neither the Authority nor the Underwriter shall be responsible for the selection or correctness of the CUSIP numbers set forth above. _______________________ *Preliminary, subject to change. REGARDING USE OF THE OFFICIAL STATEMENT No dealer, broker, salesman or other person has been authorized to give any information or to make any representations, other than as contained in this Official Statement, and if given or made, any such other information or representations must not be relied upon. 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 Series 2012 Bonds, by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth herein has been furnished by the Authority, the City of Tulsa, Oklahoma (the “City”), and other sources which are believed to be reliable. The Underwriter has provided the following sentence for inclusion in this Official Statement. The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of, its responsibilities under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information and this Official Statement is not to be construed as the promise or guarantee of the Underwriter. The information and expressions of opinion herein are subject to change without notice, and neither the 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 information or opinions set forth herein after the date of this Official Statement. This Official Statement contains statements 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,” “intend,” “expect” and similar expressions are intended to identify forward-looking statements. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. THE COVER PAGE CONTAINS CERTAIN INFORMATION FOR QUICK REFERENCE ONLY. THE COVER PAGE IS NOT A SUMMARY OF THIS ISSUE. INVESTORS MUST READ THE ENTIRE OFFICIAL STATEMENT, INCLUDING ALL APPENDICES ATTACHED HERETO TO OBTAIN INFORMATION ESSENTIAL TO THE MAKING OF AN INFORMED INVESTMENT DECISION. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICES OF THE SERIES 2012 BONDS AT LEVELS ABOVE THOSE WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THIS PRELIMINARY OFFICIAL STATEMENT IS DEEMED TO BE FINAL (EXCEPT FOR PERMITTED OMISSIONS) BY THE AUTHORITY AND THE CITY FOR PURPOSES OF COMPLYING WITH RULE 15c2-12 OF THE SECURITIES AND EXCHANGE COMMISSION. [This Page Intentionally Left Blank] TABLE OF CONTENTS Page INTRODUCTION....................................................................................................................................................... 1 SOURCES OF PAYMENT FOR THE SERIES 2012 BONDS.................................................................................. 2 THE SERIES 2012 BONDS.......................................................................................................................................