Vassar Series 2020 Official Bond Statement
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NEW ISSUE Moody’s: “Aa3” S&P: “A+” (see “RATINGS” herein) In the opinion of Bond Counsel, under existing law and assuming compliance with the tax covenants described herein, and the accuracy of certain representations and certifications made by the Issuer and the College described herein, interest on the Series 2020 Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”). Bond Counsel is also of the opinion that such interest is not treated as a preference item in calculating the alternative minimum tax imposed under the Code. Bond Counsel is further of the opinion that, under existing law, interest on the Series 2020 Bonds is exempt from personal income taxes imposed by the State of New York or any political subdivision of the State of New York. See “TAX MATTERS” herein regarding certain other tax considerations. $59,095,000 DUTCHESS COUNTY LOCAL DEVELOPMENT CORPORATION REVENUE BONDS, SERIES 2020 (VASSAR COLLEGE PROJECT) Dated: Date of Delivery Due: July 1, as Shown on the Inside Cover The Revenue Bonds, Series 2020 (Vassar College Project) (the “Series 2020 Bonds”) are being issued by the Dutchess County Local Development Corporation (the “Issuer”) pursuant to an Indenture of Trust, dated as of April 1, 2020 (the “Indenture”), by and between the Issuer and The Bank of New York Mellon, as trustee (the “Trustee”) and are payable solely out of the revenues or other receipts, funds or moneys of the Issuer pledged therefor or otherwise available to the Trustee for the payment thereof, including those derived under a Loan Agreement, dated as of April 1, 2020 (the “Loan Agreement”), between the Issuer and Vassar College (the “College”). The Series 2020 Bonds will bear interest at the rates shown on the inside cover to this Official Statement. The Series 2020 Bonds will be subject to optional, mandatory and extraordinary optional redemption and to acceleration prior to maturity as described herein under “THE SERIES 2020 BONDS — Redemption Prior to Maturity”. The Series 2020 Bonds are being issued to (i) refund certain bonds previously issued for the benefit of the College, (ii) finance the costs of construction, renovation, furnishing, equipping and improving the College’s facilities, and (iii) pay certain costs of issuance of the Series 2020 Bonds. See “PLAN OF FINANCE” herein. Interest on the Series 2020 Bonds will be payable on each January 1 and July 1, commencing July 1, 2020. The Series 2020 Bonds will be issued as registered bonds and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”), which will act as Securities Depository for the Series 2020 Bonds. Individual purchases will be made in Book-Entry form only, in the principal amount of $5,000 or any multiple thereof. Purchasers will not receive certificates representing their ownership interest in the Series 2020 Bonds. Principal and interest will be paid by the Issuer to the Trustee which will remit such principal and interest to DTC, which will in turn remit such principal and interest to its Participants (as defined herein) for subsequent distribution to the Beneficial Owners (as defined herein) of the Series 2020 Bonds. See “THE SERIES 2020 BONDS — Book-Entry Only System” herein. THE SERIES 2020 BONDS WILL BE LIMITED OBLIGATIONS OF THE ISSUER PAYABLE SOLELY FROM PAYMENTS MADE BY THE COLLEGE UNDER THE LOAN AGREEMENT AND ANY MONEYS AND SECURITIES HELD BY THE TRUSTEE UNDER THE INDENTURE. THE SERIES 2020 BONDS DO NOT CONSTITUTE AND SHALL NOT BE A DEBT OF THE STATE OF NEW YORK OR OF THE COUNTY OF DUTCHESS, NEW YORK AND NEITHER THE STATE OF NEW YORK OR THE COUNTY OF DUTCHESS, NEW YORK SHALL BE LIABLE THEREON. THE SERIES 2020 BONDS DO NOT GIVE RISE TO A PECUNIARY LIABILITY OR CHARGE AGAINST THE GENERAL CREDIT OR TAXING POWERS OF THE STATE OF NEW YORK OR OF THE COUNTY OF DUTCHESS, NEW YORK. NO RECOURSE SHALL BE HAD FOR THE PAYMENT OF THE PRINCIPAL OR REDEMPTION PRICE OF OR THE INTEREST ON ANY SERIES 2020 BOND AGAINST ANY MEMBER, OFFICER, EMPLOYEE OR AGENT OF THE ISSUER. This cover page contains information for general reference only. It is not intended as a summary of this transaction. Investors are advised to read the entire Official Statement to obtain information essential to making an informed investment decision. The Series 2020 Bonds are offered when, as and if issued and received by the Underwriter and subject to the receipt of the unqualified legal opinion as to the validity of the Series 2020 Bonds of Nixon Peabody LLP, New York, New York, Bond Counsel. Certain legal matters will be passed upon for the College by its counsel, Orrick, Herrington & Sutcliffe LLP, New York, New York. Certain legal matters will be passed upon for the Issuer by its counsel, Cappillino, Rothschild & Egan LLP, Pawling, New York. Certain legal matters will be passed upon for the Underwriter by its counsel, Hawkins Delafield & Wood LLP, New York, New York. It is anticipated that the Series 2020 Bonds will be available for delivery in book-entry only form to DTC on or about April 2, 2020. Goldman Sachs & Co. LLC March 3, 2020 $59,095,000 DUTCHESS COUNTY LOCAL DEVELOPMENT CORPORATION REVENUE BONDS, SERIES 2020 (VASSAR COLLEGE PROJECT) Maturities, Amounts, Interest Rates, and Yields $11,450,000 Serial Bonds Due July 1 Principal Amount Interest Rate Yield CUSIP† 2021 $275,000 5.000% 0.740% 267045ML3 2022 470,000 5.000 0.760 267045MM1 2023 675,000 5.000 0.780 267045MN9 2024 715,000 5.000 0.800 267045MP4 2025 745,000 5.000 0.820 267045MQ2 2026 785,000 5.000 0.850 267045MR0 2027 825,000 5.000 0.930 267045MS8 2028 865,000 5.000 1.000 267045MT6 2029 905,000 5.000 1.050 267045MU3 2030 955,000 5.000 1.100 267045MV1 2031 1,000,000 5.000 1.180 * 267045MW9 2032 1,050,000 5.000 1.240 * 267045MX7 2033 650,000 5.000 1.290 * 267045MY5 2034 225,000 5.000 1.340 * 267045MZ2 2035 235,000 5.000 1.390 * 267045NA6 2036 250,000 5.000 1.440 * 267045NB4 2037 260,000 5.000 1.480 * 267045NC2 2038 275,000 5.000 1.520 * 267045ND0 2039 290,000 5.000 1.560 * 267045NE8 $28,900,000 5.000% Term Bonds, due July 1, 2045, Yield* 1.850% CUSIP† 267045NF5 $18,745,000 4.000% Term Bonds, due July 1, 2049, Yield* 2.060% CUSIP† 267045NG3 * Yield to the first optional redemption date of July 1, 2030. † The CUSIP (Committee on Uniform Securities Identification Procedures) numbers on the inside cover page of this Official Statement have been assigned by an organization not affiliated with the Issuer, the College, the Underwriter or the Trustee, and such parties are not responsible for the selection or use of the CUSIP numbers. The CUSIP numbers are included solely for the convenience of holders and no representation is made as to the correctness of the CUSIP numbers printed above. CUSIP numbers assigned to the Series 2020 Bonds may be changed during the term of the Series 2020 Bonds based on a number of factors, including, but not limited to, the refunding or defeasance of Series 2020 Bonds or the use of secondary market financial products. None of the Issuer, the College, the Underwriter or the Trustee has agreed to, nor is there any duty or obligation to, update this Official Statement to reflect any change or correction in the CUSIP numbers printed above. No broker, dealer, salesperson or other person has been authorized by the Issuer or the College to give any information or to make any representations not contained in this Official Statement, and, if given or made, such information or representations must not be relied upon as having been authorized. This Official Statement does not constitute an offer to sell or solicitation of an offer to buy, nor shall there be any sale of the Series 2020 Bonds by any person in any jurisdiction in which it is unlawful to make such offer, solicitation or sale. The information, estimates and expressions of opinion herein are subject to change without notice, and neither the 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 College. THE SERIES 2020 BONDS HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR HAS THE INDENTURE BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS. THE REGISTRATION OR QUALIFICATION OF THE SERIES 2020 BONDS IN ACCORDANCE WITH APPLICABLE PROVISIONS OF THE SECURITIES LAWS OF THE STATES, IF ANY, IN WHICH THE SERIES 2020 BONDS HAVE BEEN REGISTERED OR QUALIFIED AND THE EXEMPTION FROM REGISTRATION OR QUALIFICATION IN CERTAIN OTHER STATES CANNOT BE REGARDED AS A RECOMMENDATION THEREOF. NEITHER THESE STATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THE SERIES 2020 BONDS OR THE ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE. This Official Statement contains a general description of the Series 2020 Bonds, the Issuer, the College, and the plan of refunding, and sets forth summaries of certain provisions of the Act, the Loan Agreement and the Indenture. The descriptions and summaries herein do not purport to be complete and are not to be construed to be a representation of the Issuer or the College.