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Series 2013 a and B OS (PDF) NEW ISSUEBOOK ENTRY ONLY RATINGS: Fitch: AA+ Standard & Poor's: AA (see "RATINGS" herein) In the opinion of Hawkins Delafield & Wood LLP, New York, New York, Bond Counsel to the City, under existing statutes and court decisions and assuming continuing compliance with certain tax covenants described herein, interest on the Series 2013A Bonds (i) is excluded from gross income for federal income tax purposes pursuant to Section 103 of the Internal Revenue Code of 1986 (the "Code') and (ii) is not treated as a preference item in calculating the federal alternative minimum tax imposed on individuals and corporations under the Code; such interest, however, is included in the adjusted current earnings of certain corporations for purposes of calculating the alternative minimum tax imposed on such corporations. See " TAX MATTERS Series 2013A Bonds In the opinion of Bond Counsel to the City, interest on the Series 2013B Bonds is included in gross income for federal income tax purposes. See "TAXMAITEPS - Series 2013B Bonds In the opinion of Bond Counsel to the City, under existing statutes of the Commonwealth of Virginia, interest on the Bonds is not includable in computing the Virginia income tax. $24,580,000 $15,350,000 City of Roanoke, Virginia, City of Roanoke, Virginia, General Obligation Public Taxable General Obligation , Improvement and Refunding Bonds, Public Improvement ROANOKE Series 2013A Refunding Bonds, (Tax-Exempt) Series 2013B Dated: Date of Delivery Due: As Shown On Inside Cover This Official Statement has been prepared by the City of Roanoke to provide information on the above-referenced Series 2013A Bonds and Series 2013B Bonds (collectively, the "Bonds"). Selected information is presented on this cover page for the convenience of the reader. To make an informed decision regarding the Bonds, a vospective investor should read this Official Statement in its entirety. Purpose The proceeds of the Series 2013A Bonds will be used to pay the costs of various public improvement projects of and for the City and to refund in advance of their stated maturities certain outstanding general obligation bonds of the City. The proceeds of the Series 2013B Bonds will be used to refund in advance of their stated maturities certain outstanding general obligation bonds of the City. (See "INTRODUCTION" on page 1 of this Official Statement.) Issued Pursuant to The Bonds will be issued in accordance with the Public Finance Act of 1991, Title 15.2, Chapter 26. of the Code of Virginia, 1950. The City Council of the City adopted resolutions on May 21, 2012 and January 7, 2013 authorizing the issuance and sale of the Bonds. Security The Bonds will be general obligations of the City, and the full faith and credit of the City will be irrevocably pledged to the punctual payment of the principal of and interest on the Bonds as they become due. Interest Payment Dates January 15 and July 15, beginning January 15, 2014. Record Dates June 30 and December 31, beginning December 31, 2013. Redemption Provisions "DESCRIPTION OF THE BONDS - Optional Redemption" and "- Mandatory Sinking Fund Redemption". Denomination $5,000 or integral multiples thereof. Registration Book-entry only; Cede & Co., as nominee for The Depository Trust Company. Registrar/Paying Agent Regions Bank, Richmond, Virginia. Financial Advisor Public Financial Management, Inc., Arlington, Virginia Bond Counsel Hawkins Delafield & Wood LLP, New York, New York Counsel to the Underwriters Christian & Barton, L.L.P., Richmond, Virginia. Issuer Contact Director of Finance, City of Roanoke, (540) 853-2821. The Bonds are offered when, as and if issued, subject to approval of their validity by Hawkins Delafield & Wood LLP, New York, New York, Bond Counsel to the City, as described herein. Certain legal matters will be passed upon for the City by Daniel J. Callaghan, Esq., City Attorney. Certain legal matters will be passed upon for the Underwriters by their Counsel, Christian & Barton, L.L.P., Richmond, Virginia. It is expected that delivery of the Bonds to DTC will be made in New York, New York, on or about February 27, 2013. RAYMOND JAMESIMORGAN KEEGAN BB&T CAPITAL MARKETS CITIGROUP (a division of BB&T Securities, LLC) Dated: February 13, 2013 MATURITIES, AMOUNTS, INTEREST RATES, PRICES OR YIELDS AND CUSIP NUMBERS General Obligation Public Improvement and Refunding Bonds, Series 2013A Year Principal Interest CUSIP (July 15) Amount Rate Yield Numbers* 2014 $ 590,000 3.00% 0.26% 770077 Y41 2015 590,000 3.00 0.40 770077 Y58 2016 590,000 3.00 0.56 770077 Y66 2017 585,000 1.00 0.74 770077 Y74 2018 590,000 3.00 0.98 770077 Y82 2019 1,915.000 1.50 1.20 770077 Y90 2020 590,000 4.00 1.44 770077 Z24 2021 2,440,000 4.00 1.63 770077 Z32 2022 3,930,000 4.00 1.83 770077 Z40 2023 3,970,000 5.00 1.99 770077 Z57 2024 2,025,000 3.00 2.15** 770077 Z65 2025 2,045,000 5.00 2.19** 770077 Z73 2026 590,000 4.00 140** 770077 Z81 2027 590,000 4.00 2.48** 770077 Z99 2028 590,000 4.00 2.55** 770077 2A2 2029 590,000 4.00 2.61** 770077 2130 $2,360,000 5.00% Term Bonds Due July 15, 2033- Yield 2.63%** - CUSIP Number 770077 2C8* **Yield to par call on July 15, 2023. Taxable General Obligation Public Improvement Refunding Bonds, Series 2013B Year Principal Interest CUSIP (July 15) Amount Rate Price Numbers* 2014 $ 550,000 0.370% 100.00% 770077 2D6 2015 1,325,000 0.606 100.00 770077 2E4 2016 2,585,000 0.832 100.00 770077 2F1 2017 3,220,000 1.094 100.00 770077 2G9 2018 2,865,000 1.394 100.00 770077 21-17 2019 2,885,000 1.670 100.00 770077 2J3 2020 395,000 2.020 100.00 770077 2K0 2021 115,000 2.227 100.00 7700772L8 2022 105,000 2.477 100.00 770077 2M6 2023 90,000 2.627 100.00 770077 2N4 2024 1,215,000 2.727 100.00 770077 2P9 * 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 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 Bonds or as indicated above. CITY OF ROANOKE, VIRGINIA CITY COUNCIL DAVID A. BOWERS, Mayor COURT G. ROSEN, Vice Mayor WILLIAM D. BESTPITCH RAPHAEL E. FERRIS SHERMAN P. LEA ANITA J. PRICE DAVID B. TRINKLE CITY COUNCIL APPOINTED OFFICIALS CHRISTOPHER P. MORRILL, City Manager ANN H. SHAWVER, Director of Finance DANIEL J. CALLAGHAN, City Attorney STEPHANIE M. MOON, City Clerk TROY A. HARMON, Municipal Auditor HAWKINS DELAFIELD & WOOD LLP, Bond Counsel One Chase Manhattan Plaza, 42nd Floor New York, New York 10005 (212) 820-9438 PUBLIC FINANCIAL MANAGEMENT, INC., Financial Advisor 4350 North Fairfax Drive Suite 580 Arlington, Virginia 22203 (703) 741-0175 FOR ADDITIONAL INFORMATION Department of Finance, City of Roanoke 215 Church Avenue, S.W., Room 461 Roanoke, Virginia 24011 (540) 853-2821 [This Page Intentionally Left Blank] The Bonds will be exempt from registration under the Securities Act of 1933, as amended, as obligations of a political subdivision of the Commonwealth of Virginia. The Bonds will also be exempt from registration under the securities laws of the Commonwealth of Virginia. No broker, dealer, sales representative or any other person has been authorized by the City to give any information or to make any representation other than as contained in this Official Statement in connection with the offering described in it and, if given or made, such other information or representation must not be relied upon as having been authorized by the City or the Underwriter of the Bonds. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy any securities other than those described on the cover and inside cover pages, nor shall there be any offer to sell, solicitation of an offer to buy or sale of such securities by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. The information contained in this Official Statement (which term shall be deemed to include all Appendices to this Official Statement and all documents incorporated herein by reference) has been obtained from the City and other sources deemed reliable. The information concerning DTC has been obtained from DTC. No representation is made, however, as to the accuracy or completeness of the information contained in this Official Statement, and nothing contained in this Official Statement is, or shall be relied upon as, a promise or representation by the City. This Official Statement is submitted in connection with the sale of the securities described in it and may not be reproduced or used, in whole or in part, for any other purpose. The information contained in this Official Statement is subject to change without notice and neither the delivery of this Official Statement nor any sale made by means of it shall, under any circumstances, create any implication that there have not been changes in the affairs of the City since the date of this Official Statement. The Underwriters have provided the following sentence for inclusion in this Official Statement. The Underwriters have reviewed the information in this Official Statement in accordance with, and as part of, their responsibilities to investors under federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of such information.
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