Pomona Public Financing Authority
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PRELIMINARY OFFICIAL STATEMENT DATED SEPTEMBER 29, 2016 NEW ISSUE – BOOK-ENTRY ONLY RATINGS: S&P: “AA-” (stable outlook) See “RATINGS.” In the opinion of Orrick, Herrington & Sutcliffe LLP, Bond Counsel to the Authority, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, interest on the BB Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, and is exempt from State of California personal income taxes. In the further opinion of Bond Counsel, interest on the BB Bonds is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes, although Bond Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income. Bond Counsel is also of the opinion that interest on the BD Bonds is exempt from State of California personal income taxes. Bond Counsel observes that interest on the BD Bonds is not excluded from gross income for federal income tax purposes under Section 103 of the Code. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the amount, accrual or receipt of interest on, the Bonds. See “TAX MATTERS.” $12,585,000* POMONA PUBLIC FINANCING AUTHORITY 2016 REVENUE REFUNDING BONDS (SEWER PROJECTS REFUNDING) consisting of $8,930,000* $3,655,000* 2016 REVENUE REFUNDING BONDS 2016 TAXABLE REVENUE REFUNDING BONDS SERIES BB SERIES BD Dated: Date of Delivery Due: December 1, as shown on the inside cover The $8,930,000* Pomona Public Financing Authority 2016 Revenue Refunding Bonds, Series BB (Sewer Projects Refunding) (the “BB Bonds”) and the $3,655,000* Pomona Public Financing Authority 2016 Taxable Revenue Refunding Bonds, Series BD (Sewer Projects Refunding) (the “BD Bonds” and together with the BB Bonds, the “Bonds”) are being issued by the Pomona Public Financing Authority (the “Authority”) pursuant to Articles 1 through 4 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code of the State of California (the “Government Code”), Article 11 (commencing with Section 53580) of Chapter 3 of Part 1 of Division 2 of Title 5 of the Government Code, and an Indenture of Trust, dated as of October 1, 2016 (the “Indenture”), by and between the Authority and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). The proceeds of the Bonds, together with other available funds, will be used to (i) refund the outstanding 2002 Series AF Bonds (as defined herein), (ii) fund or finance an initial reserve account for the Bonds, and (iii) pay costs of issuance with respect to the Bonds. See “REFUNDING PLAN.” Capitalized terms used on this cover page and not otherwise defined shall have the meanings ascribed to them elsewhere in this Official Statement. See APPENDIX C – “DEFINITIONS AND SUMMARY OF PRINCIPAL LEGAL DOCUMENTS – Indenture” and “– Installment Sale Agreement.” The Bonds will be limited obligations of the Authority secured by Revenues consisting primarily of Installment Payments to be made by the City of Pomona, California (the “City”) to the Authority under the Installment Sale Agreement (as defined herein) and other assets pledged therefore under the Indenture. The Installment Payments and certain rights under the Installment Sale Agreement will be assigned by the Authority to the Trustee pursuant to the Indenture. The Bonds will accrue interest from their date of delivery, and interest thereon will be payable on June 1 and December 1 of each year, commencing on June 1, 2017. The Bonds will bear interest at the respective rates set forth on the inside cover page hereof. See “DESCRIPTION OF THE BONDS – General” and APPENDIX C – “DEFINITIONS AND SUMMARY OF PRINCIPAL LEGAL DOCUMENTS.” Maturity Schedules See Inside Cover Page The Bonds will be issued only in fully-registered form in denominations of $5,000 and any integral multiple thereof and, when issued, will be registered in the name of Cede & Co., as the nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository for the Bonds. Ownership interests in the Bonds may be purchased in book-entry form only. So long as DTC or its nominee is the Owner of the Bonds, the principal, the redemption premium, if any, and interest on the Bonds will be made as described in APPENDIX F – “INFORMATION REGARDING THE BOOK-ENTRY ONLY SYSTEM.” The Bonds will be subject to optional redemption as described herein. See “DESCRIPTION OF THE BONDS – Redemption of Bonds.” THE BONDS ARE LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY FROM AND SECURED SOLELY BY THE REVENUES PLEDGED THEREFOR AND AMOUNTS ON DEPOSIT IN THE BOND FUND ESTABLISHED UNDER THE INDENTURE. THE OBLIGATION OF THE CITY TO MAKE INSTALLMENT PAYMENTS UNDER THE INSTALLMENT SALE AGREEMENT DOES NOT CONSTITUTE AN OBLIGATION OF THE CITY FOR WHICH THE CITY IS OBLIGATED TO LEVY OR PLEDGE ANY FORM OF TAXATION OR FOR WHICH THE CITY HAS LEVIED OR PLEDGED ANY FORM OF TAXATION. NEITHER THE FULL FAITH AND CREDIT OF THE AUTHORITY, THE CITY, THE COUNTY OF LOS ANGELES (THE “COUNTY”), THE STATE OF CALIFORNIA (THE “STATE”), OR ANY POLITICAL SUBDIVISION OF THE STATE NOR THE TAXING POWER OF THE CITY, THE COUNTY, THE STATE, OR ANY POLITICAL SUBDIVISION OF THE STATE IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR INTEREST ON THE BONDS. THE AUTHORITY HAS NO TAXING POWER. NEITHER THE BONDS NOR THE OBLIGATION OF THE CITY TO MAKE INSTALLMENT PAYMENTS CONSTITUTES AN INDEBTEDNESS OF THE AUTHORITY, THE CITY, THE COUNTY, THE STATE, OR ANY POLITICAL SUBDIVISION OF THE STATE WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMITATION OR RESTRICTION. This cover page contains information for general reference only. Potential purchasers are advised to read the entire Official Statement to obtain information essential to making an informed investment decision. The Bonds are offered when, as, and if delivered to and received by the Underwriter, subject to the approval of legality by Orrick, Herrington & Sutcliffe LLP, Bond Counsel. Certain legal matters will be passed upon for the Authority and the City by Alvarez-Glasman & Colvin, City Attorney, and for the City by Orrick, Herrington & Sutcliffe LLP, as Disclosure Counsel. Certain legal matters will be passed upon for the Underwriter by its counsel, Fox Rothschild LLP, Los Angeles, California. It is anticipated that the Bonds will be available for delivery through the facilities of DTC in New York, New York on or about October __, 2016. Dated: September __, 2016 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. MATURITY SCHEDULE POMONA PUBLIC FINANCING AUTHORITY 2016 REVENUE REFUNDING BONDS, SERIES BB Base CUSIP No.† ___________ $__________ Serial Bonds Maturity Date Principal Interest Price or (December 1,) Amount Rate Yield CUSIP† $________ ____% Series BB Term Bonds due December 1, 20__ - Yield: ____% CUSIP No. ______† $________ ____% Series BB Term Bonds due December 1, 2042 - Yield: ____% CUSIP No. ______† POMONA PUBLIC FINANCING AUTHORITY 2016 TAXABLE REVENUE REFUNDING BONDS, SERIES BD Base CUSIP No.† ___________ $__________ Serial Bonds Maturity Date Principal Interest Price or (December 1,) Amount Rate Yield CUSIP† 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 $________ ____% Series BD Term Bonds due December 1, 20__ - Yield: ____% CUSIP No. ______† Preliminary, subject to change. † Copyright 2016, American Bankers Association. CUSIP data are provided by Standard & Poor’s CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. (“CUSIP Service Bureau”). Such CUSIP data are provided only for the convenience of the reader and are not intended to create a database and do not serve in any way as a substitute for the services and information provided by the CUSIP Service Bureau. CUSIP is a registered trademark of the American Bankers Association. The City, the Authority and the Underwriter do not assume any responsibility for the accuracy of any CUSIP data set forth herein or for any changes or errors in such data. No dealer, broker, salesperson, or other person has been authorized by the City or the Authority to give any information or to make any representations other than those contained herein and, if given or made, such other information or representations must not be relied upon as having been authorized by the City or the Authority. 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 a person in any jurisdiction in which it is unlawful for such person to make an offer, solicitation, or sale. This Official Statement is not a contract with the purchasers of the Bonds. Statements contained in this Official Statement that involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as a representation of facts. The information set forth herein has been furnished by the City and by other sources that are believed to be reliable including, without limitation, the Los Angeles County Sanitation Districts.