The Trustees of Purdue University
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PRELIMINARY OFFICIAL STATEMENT DATED AUGUST 27, 2018 NEW ISSUE RATINGS: BOOK-ENTRY-ONLY Moody’s: Aaa Standard & Poor’s: AAA (See “RATINGS” herein) In the opinion of Ice Miller LLP, Indianapolis, Indiana, Bond Counsel, under existing laws, regulations, judicial decisions and rulings, interest on the Series DD Bonds (as hereinafter defined) is excludable from gross income for federal income tax purposes pursuant to Section 103 of the Internal Revenue Code of 1986, as amended, and is not a specific preference item for purposes of the federal alternative minimum tax, although Bond Counsel observes that it is included in adjusted current earnings in calculating corporate alternative minimum taxable income for taxable years that began prior to January 1, 2018. Such exclusion is conditioned on continuing compliance by the Corporation with the Tax Covenants (as hereinafter defined). In the opinion of Bond Counsel, under existing laws, regulations, judicial decisions and rulings, interest on the Series DD Bonds is exempt from income taxation in the State of Indiana. See “TAX MATTERS,” “ORIGINAL ISSUE DISCOUNT,” “BOND PREMIUM” and APPENDIX C herein. $90,150,000* THE TRUSTEES OF PURDUE UNIVERSITY Purdue University Student Fee Bonds, Series DD Dated: Date of Delivery Due: January 1, 2019, then July 1, as shown on the inside cover page The Trustees of Purdue University (the “Corporation”) will issue its Purdue University Student Fee Bonds, Series DD, dated the date of delivery (the “Series DD Bonds”), in the original aggregate principal amount of $90,150,000*. The Series DD Bonds are being issued pursuant to resolutions adopted and actions authorized by the Board of Trustees of the Corporation and under an Amended and Restated Trust Indenture dated as of May 1, 1996, as heretofore supplemented and amended from time to time (the “Amended and Restated Indenture”), and as further supplemented by a Thirty-First Supplemental and Amendatory Indenture dated as of September 1, 2018 (the “Thirty-First Supplemental Indenture” and, collectively with the Amended and Restated Indenture, the “Indenture”), by and between the Corporation and The Bank of New York Mellon Trust Company, N.A. (as successor to NBD Bank, N.A.), Indianapolis, Indiana, as trustee (the “Trustee”), for the purpose of financing, refinancing, or reimbursing the Corporation for the costs of certain projects, and paying costs of issuance of the Series DD Bonds. See “PLAN OF FINANCE.” Interest on the Series DD Bonds is payable on January 1 and July 1 of each year, commencing January 1, 2019, by check mailed to the registered owners or by wire transfer to owners of $1,000,000 or more in aggregate principal amount who have requested the same of the Trustee. The Series DD Bonds are issuable only as fully registered bonds, and will be issued in denominations of $5,000 or any integral multiple thereof. The Series DD Bonds will be registered in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York (“DTC”). Purchases of beneficial interests in the Series DD Bonds will be made in book- entry-only form, and purchasers of a beneficial interest in the Series DD Bonds will not receive physical delivery of the certificates representing their interests in the Series DD Bonds. The principal of and interest on the Series DD Bonds will be paid to DTC or its nominee as the registered owner of the Series DD Bonds. Disbursement of such payments to owners of beneficial interests in the Series DD Bonds will be the responsibility of DTC and its participants and indirect participants. See “DESCRIPTION OF SERIES DD BONDS--Book-Entry-Only System.” Certain Series DD Bonds are subject to redemption prior to maturity, as set forth herein. See “DESCRIPTION OF SERIES DD BONDS -- Redemption.” The Series DD Bonds are limited obligations of the Corporation secured exclusively by and payable solely from a pledge of and parity first lien on Student Fees, Qualified Swap Receipts (if any) and certain other Pledged Funds. The Series DD Bonds are not a general obligation, debt or liability of the Corporation or the State of Indiana, and no recourse will be had for the payment of the principal of or interest on the Series DD Bonds against the State of Indiana or the Corporation, or against the property or funds of the Corporation or the State of Indiana, except to the extent of the pledge of Student Fees, Qualified Swap Receipts (if any) and certain funds under the Indenture for payment of the Series DD Bonds. The Corporation has no taxing power. See “SECURITY AND SOURCES OF PAYMENT FOR STUDENT FEE BONDS.” See the inside cover page for maturities, principal amounts, interest rates, yields and CUSIP numbers This cover page contains certain information for quick reference only. It is not a summary of this issue. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. The Series DD Bonds are offered when, as and if issued by the Corporation and received by the Underwriters, subject to prior sale, to withdrawal or modification of the offer without notice and to the approval of legality by Ice Miller LLP, Indianapolis, Indiana, Bond Counsel and Disclosure Counsel. Certain legal matters will be passed on for the Corporation by its internal counsel, Steven R. Schultz, Esq., General Counsel to the Corporation, West Lafayette, Indiana, and for the Underwriters by Barnes & Thornburg LLP, Indianapolis, Indiana. Blue Rose Capital Advisors, LLC is serving as financial advisor to the Corporation. It is anticipated that the Series DD Bonds will be available for delivery to DTC in New York, New York, on or about September 18, 2018. Goldman Sachs & Co. LLC Wells Fargo Securities Ramirez & Co., Inc. Official Statement dated: September ___, 2018 This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, buy, to Under no circumstances shall this Preliminary to sell or the solicitation of an offer This Preliminary Official Statement constitute an offer contained herein are subject to completion or amendment. Official Statement and the information any such jurisdiction. priorlaws of qualification or filing under the securities to registration, be unlawful solicitation or sale would sale of these securities jurisdictionnor shall there be any in any in which such offer, * Preliminary, subject to change MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS AND CUSIP1 NUMBERS $90,150,000* The Trustees of Purdue University Purdue University Student Fee Bonds, Series DD Principal Interest Due* Amount Rate Yield CUSIP1 January 1, 2019 July 1, 2019 July 1, 2020 July 1, 2021 July 1, 2022 July 1, 2023 July 1, 2024 July 1, 2025 July 1, 2026 July 1, 2027 July 1, 2028 July 1, 2029 July 1, 2030 July 1, 2031 July 1, 2032 July 1, 2033 July 1, 2034 July 1, 2035 July 1, 2036 July 1, 2037 July 1, 2038 1 Copyright 2018, American Bankers Association. CUSIP data herein is provided by Standard & Poor’s CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. The CUSIP numbers are provided for convenience and reference only. Neither the Corporation nor the Underwriters are responsible for the selection or use of the CUSIP numbers, nor is any representation made as to their correctness on the Series DD Bonds or as indicated above. * Preliminary, subject to change THE TRUSTEES OF PURDUE UNIVERSITY West Lafayette, Indiana The Board of Trustees of the Corporation Sonny Beck1 Michael Klipsch Michael R. Berghoff Gary J. Lehman JoAnn Brouillette Daniel Romary1 Vanessa Castagna Thomas E. Spurgeon Malcolm S. DeKryger1 Don Thompson1 Officers of the Corporation Michael R. Berghoff, Chairman Thomas E. Spurgeon, Vice Chairman William E. Sullivan, Treasurer James S. Almond, Assistant Treasurer and Assistant Secretary Janice A. Indrutz, Corporate Secretary Steven R. Schultz, General Counsel Trenton D. Klingerman, Deputy General Counsel and Chief Privacy Officer Principal Administrative Officers of the University Mitchell E. Daniels, Jr., President Jay T. Akridge, Provost and Executive Vice President for Academic Affairs and Diversity Mike Bobinski, Vice President and Director of Intercollegiate Athletics Gina C. DelSanto, Chief of Staff Suresh Garimella, Executive Vice President for Research and Partnerships William G. McCartney, Executive Vice President for Information Technology and System Chief Information Officer Alysa Christmas Rollock, Vice President for Ethics and Compliance Steven R. Schultz, General Counsel William E. Sullivan, Treasurer and Chief Financial Officer Regional Campus Staff Ronald L. Elsenbaumer, Chancellor, Purdue University Fort Wayne Thomas L. Keon, Chancellor, Purdue University Northwest Stephen R. Turner, Vice Chancellor for Finance and Administration, Purdue University Northwest David Wesse, Vice Chancellor for Financial and Administrative Affairs, Purdue University Fort Wayne Betty Vandenbosch, Chancellor, Purdue University Global 1 Term expires June 2019 - i - NO DEALER, BROKER, SALESMAN OR ANY OTHER PERSON HAS BEEN AUTHORIZED BY THE CORPORATION OR THE UNDERWRITERS TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS OFFICIAL STATEMENT AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE CORPORATION OR ANY OF THE FOREGOING. CERTAIN INFORMATION IN