$23,815,000* City of Reading Berks County, Pennsylvania General Obligation Bonds, Series of 2017
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PRELIMINARY OFFICIAL STATEMENT DATED FEBRUARY 15, 2017 NEW ISSUE RATINGS: Moody’s Underlying Baa2 (Stable Outlook) BOOK ENTRY S&P Insured AA (Stable Outlook) See “RATINGS” herein In the opinion of Stevens & Lee, P.C., Reading, Pennsylvania, Bond Counsel, assuming continuing compliance by the City with certain covenants to comply with provisions of the Internal Revenue Code of 1986, as amended (the “Code”) and any applicable regulations thereunder, interest on the Bonds is not includable in gross income under Section 103(a) of the Code and interest on the Bonds is not an item of tax preference for purposes of the federal individual and corporate alternative minimum taxes, see “TAX MATTERS - Tax Exemption” in this Official Statement. Other provisions of the Code may affect purchasers and holders of the Bonds. See “TAX MATTERS – Federal Income Tax Treatment of the Bonds” herein for a brief description of these provisions. Under the laws of the Commonwealth of Pennsylvania, the Bonds and interest on the Bonds shall be free from taxation for State and local purposes within the Commonwealth of Pennsylvania, but this exemption does not extend to gift, estate, succession or inheritance taxes or any other taxes not levied or assessed directly on the Bonds or the interest thereon. Under the laws of the Commonwealth of Pennsylvania, profits, gains or income derived from the sale, exchange or other disposition of the Bonds shall be subject to State and local taxation within the Commonwealth of Pennsylvania. $23,815,000* CITY OF READING BERKS COUNTY, PENNSYLVANIA GENERAL OBLIGATION BONDS, SERIES OF 2017 Dated: Date of Delivery Principal Due: November 1 Interest Due: May 1 and November 1 First Interest Payment: May 1, 2017 The City of Reading, Berks County, Pennsylvania (the “City”) will issue its General Obligation Bonds, Series of 2017 (the “Bonds”), in fully registered form, without coupons in denominations of $5,000 or any integral multiples thereof. Interest on the Bonds is payable each May 1 and November 1 and semiannually thereafter, commencing May 1, 2017. The Bonds will initially be registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), New York, New York, an automated depository for securities and clearing house for securities transactions. Individual purchases of the Bonds will initially be made in book-entry form only in denominations of $5,000 or any integral multiples thereof under the book-entry only system maintained by DTC. Purchasers of the Bonds will not receive physical delivery of the Bonds. Transfer of the Bonds will be affected through a book-entry system as described herein. For so long as any purchaser is the beneficial owner of a Bond, that purchaser must maintain an account with a broker or a dealer who is, or acts through, a DTC participant to receive payment of principal of and interest on the Bonds. See “BOOK-ENTRY ONLY SYSTEM” herein. So long as DTC or its nominee, Cede & Co., is the registered owner of the Bonds, payments of the principal of and interest on the Bonds when due for payment, will be paid directly to DTC or its nominee, Cede & Co., which will in turn remit such payments to DTC participants for subsequent disbursement to the beneficial owners of the Bonds. If the use of a book-entry system for the Bonds is ever discontinued, Bonds will be issued in certificated form, the principal of the Bonds will be payable when due, upon surrender of such Bonds at the designated corporate trust office of Manufacturers and Traders Trust Company, Buffalo, New York, as paying agent (the “Paying Agent”) (or any successor paying agent at its designated offices), interest on such Bonds will be payable by check and mailed to the persons in whose name such Bonds are registered as of the Record Date with respect to the particular interest payment date, and the Bonds will be subject to registration of transfer, exchange and payment as described herein (see “THE BONDS” herein). The Bonds are subject to optional and mandatory redemption prior to maturity as described herein. The Bonds are general obligations of the City, payable from its tax and other general revenues. The City has covenanted that it will include in its budget in each fiscal year, and will appropriate from its general revenues in each fiscal year, the amount of the debt service on the Bonds for such fiscal year and will duly and punctually pay or cause to be paid from its sinking fund or any other of its revenues or funds, the principal of the Bonds and the interest due thereon at the dates and place and in the manner stated in the Bonds, and for such budgeting, appropriation and payment the City irrevocably has pledged its full faith, credit and taxing power, which taxing power presently includes the power to levy ad valorem taxes on all taxable property within the City, presently unlimited as to rate or amount for such purpose. The scheduled payment of the principal of and interest on the Bonds when due will be guaranteed under an insurance policy to be issued concurrently with the delivery of the Bonds by Build America Mutual Assurance Company (“BAM” or the “Insurer”). See “BOND INSURANCE” herein. The Bonds are offered for delivery when, as and if issued by the City and received by the Underwriters, subject to the approving legal opinion of Stevens & Lee, P.C., Bond Counsel, Reading, Pennsylvania. Certain legal matters will be passed upon for the City by Charles D. Younger, Esquire, City Solicitor and for the Underwriters by their counsel, McNees Wallace & Nurick LLC, Lancaster, Pennsylvania. Financial S&Lutions LLC, Reading, Pennsylvania, has acted as financial advisor to the City in connection with the issuance of the Bonds. It is expected that delivery of the Bonds will be made through the facilities of DTC in New York, New York, on or about ________ 2017, against payment therefor. This Preliminary Official Statement and the information contained herein are subject to completion, amendment or other changes without notice. The Bonds may not be sold nor may offersdelivered in final form.to buy Under no circumstances shall thisbe accepted Preliminary Official Statement prior constitute an offer to sellto the or the solicitation buy, time of nor shall an offer there to be any of thesale of Bonds Official in any jurisdiction offer, Statement in which solicitation such or is sale would be unlawful prior to registration or qualification under the applicable securities laws of any such jurisdiction. *Preliminary, subject to change. $23,815,000* CITY OF READING BERKS COUNTY, PENNSYLVANIA GENERAL OBLIGATION BONDS, SERIES OF 2017 Dated: Date of Delivery Principal Due: November 1, as shown below Interest Due: May 1 and November 1 First Interest Payment: May 1, 2017 Due Principal (November 1) Amount Rate Yield Price CUSIP No. ** 2017 755553 2018 755553 2019 755553 2020 755553 2021 755553 2022 755553 2023 755553 2024 755553 2025 755553 2026 755553 2027 755553 2028 755553 2029 755553 2030 755553 2031 755553 2032 755553 2033 755553 $________ Term Bonds due November 1, 20__ @ ____% Priced to Yield ____% CUSIP No. **755553 Preliminary, subject to change. ** CUSIP is a registered trademark of the American Bankers Association. CUSIP data herein is provided by CUSIP Global Services, managed by Standard & Poor’s on behalf of the American Bankers Association. This data is not intended to create a database and does not serve in any way as a substitute for the CUSIP Services. CUSIP numbers are provided for convenience or reference only. Neither the City, the Financial Advisor nor the Underwriters take any responsibility for the accuracy of such CUSIP numbers. The CUSIP numbers for a specific maturity is subject to being changed after the issuance of the Bonds as a result of various subsequent actions, including, but not limited to, a refunding in whole or in part of such maturity. CITY OF READING Berks County, Pennsylvania CITY COUNCIL MEMBERS Jeffrey S. Waltman President Christopher Daubert Councilman Marcia Goodman-Hinnershitz Councilwoman Stratton P. Marmarou Councilman Donna Reed Councilwoman John Slifko Councilman Brian Twyman Councilman MAYOR Wally Scott MANAGING DIRECTOR Glenn Steckman ACTING DIRECTOR OF ADMINISTRATIVE SERVICES Josephina Encarnacion CITY SOLICITOR Charles D. Younger, Esquire BOND COUNSEL Stevens & Lee, P.C. Reading, Pennsylvania FINANCIAL ADVISOR Financial S&Lutions LLC Reading, Pennsylvania UNDERWRITERS PNC Capital Markets LLC Boenning & Scattergood, Inc. Philadelphia, Pennsylvania West Conshohocken, Pennsylvania UNDERWRITERS’ COUNSEL McNees Wallace & Nurick LLC Lancaster, Pennsylvania PAYING AGENT/BOND REGISTRAR/SINKING FUND DEPOSITARY Manufacturers and Traders Trust Company Buffalo, New York and Harrisburg, Pennsylvania CITY ADDRESS 815 Washington Street Reading, Pennsylvania 19601 No dealer, broker, salesperson or other person has been authorized by the City of Reading, Berks County, Pennsylvania (the “City”) or by PNC Capital Markets LLC and Boenning & Scattergood, Inc. (collectively, the “Underwriters”), to give any information or to make any representations with respect to the Bonds, other than the information contained in this Official Statement, and if given or made, such other information or representations must not be relied upon as having been authorized by the City or the Underwriters. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, and there shall not be any sale of the Bonds by any person in any state in which it is unlawful for such person to make such offer, solicitation or sale. The information set forth herein has been obtained from the City, The Depository Trust Company and other sources that are believed to be reliable, and is in form deemed final by the City for the purpose of Rule 15c2-12 under the Securities Exchange Act of 1934, as amended, but the Underwriters do not guarantee the accuracy or completeness of such information, such information is not to be construed as a representation by the Underwriters, and except for the information concerning the City, such information is not to be construed as a representation by the City.