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Galveston County PRELIMINARY OFFICIAL STATEMENT DATED: DECEMBER 1, 2017 NEW ISSUE-BOOK-ENTRY-ONLY Ratings: Fitch: “___” Moody’s: “___” (See “RATINGS” herein) In the opinion of Andrews Kurth Kenyon LLP, Houston, Texas, Bond Counsel, interest on the Bonds is excludable from gross income for federal income tax purposes under existing law, subject to matters described under “TAX MATTERS” herein, and is not includable in the alternative minimum taxable income of individuals. See “TAX MATTERS” herein for a discussion of the opinion of Bond Counsel, including the alternative minimum tax consequences for corporations. GALVESTON COUNTY, TEXAS $77,405,000* $14,070,000* $8,315,000* UNLIMITED TAX ROAD LIMITED TAX FLOOD CONTROL LIMITED TAX COUNTY AND REFUNDING BONDS, AND REFUNDING BONDS, BUILDING BONDS, SERIES 2017 SERIES 2017 SERIES 2017A Interest Accrued Date: Date of Delivery CUSIP Prefix: 364195 Due: February 1, as shown on pages ii, iii, and iv herein Galveston County, Texas (the “County”) is issuing its $77,405,000* Unlimited Tax Road and Refunding Bonds, Series 2017 (the “Unlimited Tax Bonds”), its $14,070,000* Limited Tax Flood Control and Refunding Bonds, Series 2017 (the “Flood Control Bonds”), and its $8,315,000* Limited Tax County Building Bonds, Series 2017A (the “Limited Tax Bonds,” collectively with the Unlimited Tax Bonds and the Flood Control Bonds, the “Bonds”). The Unlimited Tax Bonds are issued pursuant to the Constitution and general laws of the State of Texas, including particularly Article III, Section 52 of the Texas Constitution, Chapters 1207, 1371 and 1471, Texas Government Code, and an order adopted by the Commissioners Court of the County authorizing the issuance of the Unlimited Tax Bonds (the “Unlimited Tax Bond Order”) and a pricing certificate executed by the County Judge pursuant to the authority delegated to him under the Unlimited Tax Bond Order (the “Unlimited Tax Pricing Certificate,” and together with the Unlimited Tax Bond Order, the “Unlimited Tax Order”). The Flood Control Bonds are issued pursuant to the Constitution and general laws of the State of Texas, including particularly, Article XI, Section 7 of the Texas Constitution, Chapter 571, Texas Local Government Code, Chapter 1207, Texas Government Code, and an order adopted by the Commissioners Court of the County authorizing the issuance of the Flood Control Bonds and the Limited Tax Bonds (the “Limited Tax Bond Order”) and a pricing certificate executed by the County Judge pursuant to the authority delegated to him under the Limited Tax Bond Order (the “Flood Control Pricing Certificate,” and together with the Limited Tax Bond Order, the “Flood Control Order”). The Limited Tax Bonds are issued pursuant to the Constitution and general laws of the State of Texas, including particularly Article VIII, Section 9 of the Texas Constitution and Chapters 1371 and 1473, Texas Government Code, and the Limited Tax Bond Order and a pricing certificate executed by the County Judge pursuant to the authority delegated to him under the Limited Tax Bond Order (the “Limited Tax Pricing Certificate,” and together with the Limited Tax Bond Order, the “Limited Tax Order”)(collectively, the Limited Tax Order and the Unlimited Tax Order, the “Order”). The Bonds are direct obligations of the County. Principal of and interest on the Unlimited Tax Bonds is payable from the proceeds of a continuing, direct annual ad valorem property tax levied, without limit as to rate or amount, against all taxable property located within the County. Principal of and interest on the Flood Control Bonds and the Limited Tax Bonds is payable from the proceeds of a continuing, direct annual ad valorem property tax levied, within the limits prescribed by law, against all taxable property located within the County. (See “THE BONDS – Security for Payment” and “COUNTY DEBT – Tax Rate Limitations” herein) Interest on the Bonds will accrue from Date of Delivery (as defined below) and will be payable February 1 and August 1 of each year, commencing August 1, 2018, and will be calculated on the basis of a 360-day year composed of twelve 30-day months. The definitive Bonds will be issued as fully registered obligations in book-entry form only and when issued will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository. Book-entry interests in the Bonds will be made available for purchase in the principal amount of $5,000 or any integral multiple thereof. Purchasers of the Bonds (“Beneficial Owners”) will not receive physical delivery of Bonds representing their interest in the Bonds purchased. So long as DTC or its nominee is the registered owner of the Bonds, the principal of and interest on the Bonds will be payable by U.S. Bank National Association, Houston, Texas, as paying agent/registrar for the Bonds (the “Paying Agent/Registrar”), to DTC, which will in turn remit such principal and interest to its participants, which will in turn remit such principal and interest to the Beneficial Owners of the Bonds. (See “THE BONDS – Book-Entry Only System” herein). The Unlimited Tax Bonds are being issued to (i) construct, purchase, maintain and/or operate macadamized, graveled and paved roads and turnpikes, (ii) to refund certain of the County’s outstanding Unlimited Tax Road Bonds, Series 2009A (Build America Bonds), as more fully described in Appendix B-1 attached hereto (the “Unlimited Tax Refunded Bonds”), and (iii) pay the costs of issuance of the Unlimited Tax Bonds. See “Appendix B-1 – The Refunded Bonds – The Unlimited Tax Refunded Bonds.” The Flood Control Bonds are being used to (i) establish, construct, extend, maintain, or improve a seawall, breakwater, levee, floodway and/or drainway, (ii) refund certain of the County’s outstanding Limited Tax Flood Control Bonds, Series 2009C-2 (Build America Bonds), as more fully described in Appendix B-2 attached hereto (the “Flood Control Refunded Bonds”), and (iii) pay the costs associated with the issuance of the Flood Control Bonds. See “Appendix B-2 – The Refunded Bonds – The Flood Control Refunded Bonds.” The Limited Tax Bonds are being issued to (i) purchase, construct, reconstruct, improve, and/or equip buildings or rooms for the housing of offices, courts, records or equipment, or for the conducting of other public business and (ii) pay the costs of issuance of the Limited Tax Bonds. MATURITY SCHEDULE – SEE PAGES ii, iii, and iv HEREIN The Bonds are offered for delivery, when, as and if issued and received by the underwriters listed below (the “Underwriters”) and subject to the approving opinion of the Attorney General of the State of Texas and the approval of certain legal matters by Andrews Kurth Kenyon LLP, Houston, Texas, Bond Counsel. Certain matters will be passed upon by Bracewell LLP, Houston, Texas, as Special Disclosure Counsel. Certain matters will be passed upon for the Underwriters by Allen Boone Humphries Robinson LLP, Houston, Texas, as counsel to the Underwriters. It is expected that the Bonds will be available for delivery through DTC on or about December 28, 2017 (the “Date of Delivery”). HILLTOPSECURITIES FTN FINANCIAL CAPITAL Markets RAYMOND James ESTRADA HINOJOSA & COMPANY, INC. 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 a solicitation of an offer to buy to Under no circumstances shall this Preliminary to sell or a solicitation of an offer This Preliminary Official Statement constitute an offer contained herein are subject to completion or amendment. Official Statement and the information jurisdiction. prior of any or qualification under the securities to registration be unlawful law solicitation or sale would sale of these securities jurisdictionnor shall there be any in any in which such offer, * Preliminary, subject to change. $77,405,000* GALVESTON COUNTY, TEXAS UNLIMITED TAX ROAD AND REFUNDING BONDS, SERIES 2017 CUSIP Prefix(c) 364195 Stated Maturity(a) Principal Interest Initial Reoffering CUSIP (February 1) Amount Rate Price/Yield(b) Suffix(c) 2019 $ % % 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 * Preliminary, subject to change. (a) The Unlimited Tax Bonds maturing on and after February 1, 202_, are subject to redemption at the option of the County on February 1, 202_ or any date thereafter in whole or in part, in principal amounts of $5,000 or any integral multiple thereof, at a redemption price of par plus accrued interest to the date fixed for redemption, as further described herein. (See “THE BONDS - Redemption Provisions” herein). (b) The initial reoffering prices or yields on the Unlimited Tax Bonds are furnished by the Underwriters and represent the initial offering prices or yields to the public, which may be changed by the Underwriters at any time. (c) CUSIP numbers are included solely for the convenience of owners of the Unlimited Tax Bonds. CUSIP is a registered trademark of the American Bankers Association. CUSIP data herein is provided by CUSIP Global Services, managed by S&P Global Market Intelligence on behalf of The American Bankers Association. This data is not intended to create a database and does not serve in any way as a substitute for the CUSIP services. CUSIP numbers are provided for a convenience of reference only. The County, the Financial Advisor and the Underwriters take no responsibility for the accuracy of such numbers. ii $14,070,000* GALVESTON COUNTY, TEXAS LIMITED TAX FLOOD CONTROL AND REFUNDING BONDS, SERIES 2017 CUSIP Prefix(c) 364195 Stated Maturity(a) Principal Interest Initial Reoffering CUSIP (February 1) Amount Rate Price/Yield(b) Suffix(c) 2019 $ % % 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 * Preliminary, subject to change.
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