$82,270,000 Sweetwater Union High School District 2014 General Obligation Refunding Bonds 2014-0778

NEW ISSUES – BOOK-ENTRY ONLY RATINGS: S&P – “AA” (Insured Rating) Moody’s – “A1” (Underlying Rating) S&P – “A+” (Underlying Rating) (See “MISCELLANEOUS – Ratings” herein.) In the opinion of Bowie, Arneson, Wiles & Giannone, Newport Beach, California, Bond Counsel, subject, however, to certain qualifications described herein, and 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 Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (“Code”). In the further opinion of Bond Counsel interest on the Bonds is not an item of tax preference for purposes of the federal alternative minimum taxes imposed on individuals and corporations; however Bond Counsel observes that such interest is included as an adjustment in the calculation of federal corporate alternative minimum taxable income and may therefore affect a corporation’s alternative minimum tax liabilities. In the further opinion of Bond Counsel, interest on the Bonds is exempt from State of California personal income taxation. Bond Counsel expresses no opinion regarding or concerning any other tax consequences related to the ownership or disposition of the accrual or receipt of interest on the Bonds. See “TAX MATTERS – Opinion of Bond Counsel” herein. $82,270,000 SWEETWATER UNION HIGH SCHOOL DISTRICT 2014 GENERAL OBLIGATION REFUNDING BONDS Dated: Date of Delivery Due: August 1, 2029 (see inside cover page) The Sweetwater Union High School District 2014 General Obligation Refunding Bonds (the “Bonds”) are being issued by the Sweetwater Union High School District (the “District”) pursuant to Articles 9 and 11 of Chapter 3 of Part 1 of Division 2 of Title 5 of the California Government Code (the “Government Code”), other applicable law and a Resolution of the Board of Trustees of the District (Resolution No. 4307) adopted on June 30, 2014 (the “Bond Resolution”). The Bonds are being issued to provide funds to refund and redeem the Sweetwater Union High School District Election of 2000 General Obligation Bonds, Series B (“2000-B Bonds”) and the current interest bonds of the Sweetwater Union High School District Election of 2000 General Obligation Bonds, Series C (“2000-C Bonds” and, together with the 2000-B Bonds, the “Prior Bonds”) and to pay certain costs of issuing the Bonds. See “PLAN OF REFUNDING” and “ESTIMATED SOURCES AND USES OF FUNDS” herein. The Bonds are payable from ad valorem taxes to be levied within the District pursuant to the California Constitution and other State law. The Board of Supervisors of the County is empowered and obligated to levy ad valorem taxes upon all property subject to taxation by the District, without limitation as to rate or amount (except as to certain personal property which is taxable at limited rates), for the payment of principal of and interest on the Bonds, all as more fully described herein. See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS” herein. The interest and principal on the Bonds shall be payable on February 1 and August 1 of each year, commencing on February 1, 2015 (each a “Bond Payment Date”) to their maturity. Pursuant to the Bond Resolution, the San Diego County Treasurer’s Office is appointed as initial paying agent and registrar (the “Paying Agent”) for the Bonds. The Bonds are subject to optional redemption prior to maturity. The scheduled payment of principal of and interest on the Bonds when due will be guaranteed under a municipal bond insurance policy to be issued concurrently with the delivery of the Bonds by BUILD AMERICA MUTUAL ASSURANCE COMPANY. The Bonds will be issued in fully registered book-entry only form, initially registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). Purchasers will not receive certificates representing their interest in the Bonds. Individual purchases will be in denominations of $5,000 principal amount and any integral multiple thereof. The principal amount of, and interest on, the Bonds will be paid by the Paying Agent to DTC for subsequent disbursement to DTC Participants who are obligated to remit such payments to the beneficial owners of the Bonds. See “THE BONDS” and APPENDIX C – “BOOK-ENTRY ONLY SYSTEM” herein. This cover page contains information for quick reference only. It is not a complete summary of the Bonds. Investors should read the entire Official Statement to obtain information essential to the making of an informed investment decision. Capitalized terms used in this cover page shall have the meanings given such terms herein. The Bonds will be offered when, as and if issued by the District and received by the Underwriter, subject to approval of their legality by Bowie, Arneson, Wiles & Giannone, Newport Beach, California, Bond Counsel to the District. Certain legal matters will be passed upon for the District by Orrick, Herrington & Sutcliffe LLP, as Disclosure Counsel to the District, and for the Underwriter by Nossaman LLP, as counsel to the Underwriter. It is anticipated that the Bonds, in book-entry form, will be available for delivery through DTC, on or about July 30, 2014. Dated: July 16, 2014 MATURITY SCHEDULE $82,270,000 SWEETWATER UNION HIGH SCHOOL DISTRICT 2014 GENERAL OBLIGATION REFUNDING BONDS Maturity Date Principal (August 1) Amount Interest Rate Yield Price CUSIP No. † 2015 $ 1,120,000 3.000% 0.250% 102.752% 870462 QX9 2016 1,260,000 3.000 0.480 105.016 870462 QY7 2017 1,400,000 3.000 0.810 106.483 870462 QZ4 2018 1,550,000 4.000 1.160 111.076 870462 RA8 2019 1,730,000 4.000 1.530 111.852 870462 RB6 2020 1,910,000 4.000 1.840 112.222 870462 RC4 2021 2,115,000 5.000 2.140 118.507 870462 RD2 2022 2,340,000 5.000 2.390 118.908 870462 RE0 2023 2,585,000 5.000 2.610 119.065 870462 RF7 2024 2,840,000 5.000 2.810 118.981 870462 RG5 2025 3,110,000 5.000 3.010 117.078 870462 RH3 2026 12,080,000 5.000 3.200 115.304* 870462 RJ9 2027 15,050,000 5.000 3.320 114.199* 870462 RK6 2028 16,375,000 5.000 3.410 113.380* 870462 RL4 2029 16,805,000 5.000 3.490 112.657* 870462 RM2 † CUSIP data included herein is subject to Copyright 2014, American Bankers Association. CUSIP data included herein is provided by the Standard & Poor’s CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. and is provided for convenience of reference only. Neither the District nor the Underwriter shall be responsible for the selection or correctness of the CUSIP numbers set forth herein. Price reflects a par call on August 1, 2024. This Official Statement does not constitute an offering of any security other than the original offering of the Bonds by the District. No dealer, broker, salesperson or other person has been authorized by the District to give any information or to make any representations other than as contained in this Official Statement, and if given or made, such other information or representation not so authorized should not be relied upon as having been given or authorized by the District. This Official Statement does not constitute an offer to sell or a solicitation of an offer to buy Bonds in any state in which such offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so, or to any person to whom it is unlawful to make such offer or solicitation. The information set forth herein other than that furnished by the District, although obtained from sources which are believed to be reliable, is not guaranteed as to accuracy or completeness, and is not to be construed as a representation by the District. The information and expressions of opinion herein are subject to change without notice and neither delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the District since the date hereof. This Official Statement is submitted in connection with the sale of the Bonds referred to herein and may not be reproduced or used, in whole or in part, for any other purpose. The Underwriter has provided the following sentence for inclusion in this Official Statement: The Underwriter has reviewed the information in this Official Statement in accordance with, and as part of, its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guarantee the accuracy or completeness of such information. Certain statements included or incorporated by reference in this Official Statement constitute “forward- looking statements.” Such statements are generally identifiable by the terminology used, such as “plan,” “expect,” “estimate,” “budget” or other similar words. The achievement of certain results or other expectations contained in such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements described to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The District does not plan to issue any updates or revisions to those forward-looking statements if or when their expectations, or events, conditions or circumstances on which such statements are based, occur. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICES OF THE BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET.

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