Board of Trustees of the University of Arkansas Various Facility Revenue Bonds (Fayetteville Campus) Refunding Series 2015A
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OFFICIAL STATEMENT NEW ISSUE RATING: Moody’s: “Aa2” (stable outlook)* (Book-Entry Only) In the opinion of bond counsel, under existing law, assuming compliance with certain covenants described herein, interest on the Bonds is excludable from gross income for federal income tax purposes, and interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, provided that with respect to corporations, interest on the Bonds will be taken into account in determining adjusted current earnings for the purpose of computing the federal alternative minimum tax. The Bonds and interest thereon are exempt from all present State, county and municipal taxation in the State of Arkansas (See TAX MATTERS herein.). $70,360,000 BOARD OF TRUSTEES OF THE UNIVERSITY OF ARKANSAS VARIOUS FACILITY REVENUE BONDS (FAYETTEVILLE CAMPUS) REFUNDING SERIES 2015A Dated: Date of Delivery Due: November 1, as shown on the inside cover The Bonds are general obligations only of the Board of Trustees of the University of Arkansas (the “Board”). The Bonds will be secured by a specific pledge of, and payable first from, Pledged Revenues (as hereinafter defined). Neither the faith and credit nor the taxing power of the State of Arkansas are pledged to the payment of the principal of or the interest on the Bonds, and the Bonds are not secured by a mortgage or lien on any lands or buildings of the State of Arkansas or the Board. The Board has no taxing power. The Bonds are being issued for the purpose of (i) refunding certain outstanding indebtedness of the Board previously issued to finance and refinance various improvements on the Fayetteville campus of the University of Arkansas and (ii) paying the costs of issuance of the Bonds. The Bonds are issuable as fully registered bonds and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York, to which principal and interest payments on the Bonds will be made so long as Cede & Co. is the registered owner of the Bonds. Individual purchases of the Bonds will be made only in book-entry form, in the denominations of $5,000 or any integral multiple thereof. Individual purchasers of the Bonds (“Beneficial Owners”) will not receive physical delivery of bond certificates. SeeBOOK-ENTRY ONLY SYSTEM herein. Interest on the Bonds is payable semiannually on May 1 and November 1, commencing May 1, 2015. All such interest payments shall be payable to the person in whose name such Bonds are registered on the bond registration books maintained by Simmons First Trust Company, N.A., Pine Bluff, Arkansas, as Trustee (the “Trustee”). Disbursement of such payments to DTC participants is the responsibility of DTC, and disbursement of such payments to Beneficial Owners is the responsibility of DTC participants or indirect participants, as more fully described herein. The Bonds mature, bear interest and are priced as set forth on the inside cover of this Official Statement. The Bonds are subject to redemption prior to maturity as is more fully described in REDEMPTION herein. The Bonds are offered when, as and if issued, subject to the approval of Friday, Eldredge & Clark, LLP, Little Rock, Arkansas, bond counsel. Certain legal matters will be passed upon for the underwriters by Kutak Rock LLP, Little Rock, Arkansas, counsel to the underwriters. It is expected that the Bonds will be available for delivery at the facilities of DTC in New York, New York on or about February 12, 2015. Official Statement dated January 13, 2015. * See DESCRIPTION OF RATING herein. $70,360,000 BOARD OF TRUSTEES OF THE UNIVERSITY OF ARKANSAS VARIOUS FACILITY REVENUE BONDS (FAYETTEVILLE CAMPUS) REFUNDING SERIES 2015A Year Principal Interest (November 1) Amount Rate Yield CUSIP** 2015 $ 2,770,000 2.000% 0.190% 914072 VW0 2016 2,875,000 2.000% 0.500% 914072 VX8 2017 3,040,000 4.000% 0.770% 914072 VY6 2018 2,285,000 4.000% 1.060% 914072 VZ3 2019 2,465,000 5.000% 1.310% 914072 WA7 2020 2,675,000 5.000% 1.500% 914072 WB5 2021 2,875,000 4.000% 1.710% 914072 WC3 2022 2,305,000 5.000% 1.870% 914072 WD1 2023 2,480,000 3.000% 1.990% 914072 WE9 2024 2,640,000 3.000% 2.120% 914072 WF6 2025 3,655,000 5.000% 2.190%* 914072 WG4 2026 2,385,000 5.000% 2.320%* 914072 WH2 2027 2,615,000 5.000% 2.390%* 914072 WJ8 2028 2,860,000 5.000% 2.440%* 914072 WK5 2029 3,120,000 5.000% 2.480%* 914072 WL3 2030 3,405,000 5.000% 2.540%* 914072 WM1 2031 3,705,000 5.000% 2.590%* 914072 WN9 2032 3,755,000 5.000% 2.640%* 914072 WP4 2033 4,075,000 5.000% 2.690%* 914072 WQ2 2034 4,420,000 5.000% 2.730%* 914072 WR0 2035 4,785,000 5.000% 2.820%* 914072 WS8 2036 5,170,000 5.000% 2.860%* 914072 WT6 ____________________________ * Priced to the first optional redemption date of November 1, 2024. ** CUSIP® is a registered trademark of the American Bankers Association. CUSIP data herein is provided by the CUSIP Service Bureau, operated by Standard & Poor’s, a division of The McGraw-Hill Companies, Inc. This data is not intended to create a database and does not serve in any way as a substitute for the CUSIP Services Bureau. CUSIP numbers have been assigned by an independent company not affiliated with the Board and are included solely for the convenience of the registered owners of the Bonds. The Board and the Underwriters are not responsible for the selection or uses of these CUSIP numbers, and no representation is made as to their correctness by the Board on the Bonds and by the Underwriters on the Bonds or as included herein. The CUSIP number 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 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 certain maturities of the Bonds. NO DEALER, BROKER, SALESMAN OR OTHER PERSON HAS BEEN AUTHORIZED BY THE BOARD TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATION WITH RESPECT TO THE BONDS OTHER THAN THOSE CONTAINED IN THIS OFFICIAL STATEMENT AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED. NEITHER THE DELIVERY OF THIS OFFICIAL STATEMENT, NOR ANY SALES HEREUNDER, SHALL UNDER ANY CIRCUMSTANCES CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE BOARD SINCE THE DATE HEREOF. CERTAIN OF THE INFORMATION CONTAINED HEREIN HAS BEEN OBTAINED FROM SOURCES WHICH ARE BELIEVED TO BE RELIABLE, BUT IT IS NOT GUARANTEED AS TO ACCURACY OR COMPLETENESS. THE INFORMATION AND EXPRESSIONS OF OPINION HEREIN ARE SUBJECT TO CHANGE WITHOUT NOTICE. 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 BONDS BY ANY PERSON IN ANY STATE IN WHICH IT IS UNLAWFUL FOR SUCH PERSON TO MAKE SUCH OFFER, SOLICITATION OR SALE. TABLE OF CONTENTS Page SUMMARY STATEMENT .......................................................................................................................... i INTRODUCTION ........................................................................................................................................ 1 PURPOSES FOR THE BONDS ................................................................................................................... 2 SOURCES AND USES ................................................................................................................................ 3 DESCRIPTION OF THE BONDS ............................................................................................................... 3 REDEMPTION ............................................................................................................................................. 3 SECURITY FOR THE BONDS ................................................................................................................... 4 BOOK-ENTRY ONLY SYSTEM ................................................................................................................ 5 CONCERNING THE TRUSTEE ................................................................................................................. 7 SUMMARY OF THE MASTER INDENTURE AS SUPPLEMENTED .................................................... 8 THE UNIVERSITY OF ARKANSAS ....................................................................................................... 12 THE FAYETTEVILLE CAMPUS OF THE UNIVERSITY ..................................................................... 15 FINANCIAL STATEMENTS .................................................................................................................... 22 TAX MATTERS ......................................................................................................................................... 23 CONTINUING DISCLOSURE .................................................................................................................. 24 ENFORCEABILITY OF REMEDIES ....................................................................................................... 24 FINANCIAL ADVISOR ............................................................................................................................ 24 LEGAL MATTERS .................................................................................................................................... 24 UNDERWRITING ....................................................................................................................................