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Series 2019 B Official Statement

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Series 2019 B Official Statement NEW ISSUE – FULL BOOK ENTRY Ratings: Moody’s: Aaa S&P: AAA Fitch Ratings: AAA (See “RATINGS” herein) In the opinion of Bond Counsel, under current law and subject to the conditions described in “TAX MATTERS” herein, interest on the Series 2019B Bonds (a) is excludable from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”), and (b) is not treated as a preference item in calculating the alternative minimum tax. Bond Counsel is further of the opinion that interest on the Series 2019B Bonds is exempt from Virginia income taxation. See “TAX MATTERS” herein regarding certain other tax considerations. $150,000,000 THE RECTOR AND VISITORS OF THE UNIVERSITY OF VIRGINIA General Revenue Pledge Bonds Series 2019B Dated: Date of Delivery Due: See Inside Cover The offered bonds identified above (the “Series 2019B Bonds”) will be issued as fully registered bonds and will be registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”), New York, New York, which will act as securities depository for the Series 2019B Bonds under a book-entry only system. Accordingly, Beneficial Owners of the Series 2019B Bonds will not receive physical delivery of bond certificates. See Appendix D attached hereto. The Series 2019B Bonds are payable solely from Pledged Revenues (as hereinafter defined) available to The Rector and Visitors of the University of Virginia (the “University”). The Series 2019B Bonds will bear interest at fixed rates and will be offered at the prices or yields set forth on the inside of this cover page. Individual purchases of beneficial ownership interests in Series 2019B Bonds may be made in the principal amount of $5,000 or any integral multiple thereof. Interest on the Series 2019B Bonds is payable semi-annually on each March 1 and September 1 commencing on March 1, 2020. The Series 2019B Bonds are subject to optional and extraordinary redemption prior to maturity as described herein. The Bank of New York Mellon Trust Company, N.A. will serve as the initial Paying Agent for the Series 2019B Bonds. The SerIeS 2019B BonDS wIll ConSTITuTe lImITeD oBlIgATIonS of The UNIVERSITY AND WILL BE SECURED BY A PLEDGE OF CERTAIN REVENUES AND RECEIPTS OF THE UNIVERSITY, ALL AS DESCRIBED HEREIN. THE PRINCIPAL OF AND INTEREST ON THE SerIeS 2019B BonDS ShAll Be pAyABle Solely from The funDS pleDgeD Therefor. neITher The CommonweAlTh of VIrgInIA, nor Any polITICAl SuBDIVISIon Thereof, NOR THE UNIVERSITY, SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF OR INTEREST ON The SerIeS 2019B BonDS exCepT from The reVenueS AnD reCeIpTS pleDgeD AnD ASSIgneD Therefor. neITher The fAITh AnD CreDIT nor The TAxIng power of The CommonweAlTh of VIrgInIA, or Any polITICAl SuBDIVISIon Thereof, IS pleDgeD To The prInCIpAl of or InTereST on The SerIeS 2019B BonDS or oTher CoSTS InCIDenT ThereTo. The unIVerSITy hAS no TAxIng powerS. The Series 2019B Bonds are offered when, as and if issued and accepted by the Underwriters subject to the approval of legality by McGuireWoods LLP, Richmond, Virginia, Bond Counsel, and certain other conditions. Certain legal matters will be passed upon for the University by Timothy J. Heaphy, University Counsel and Senior Assistant Attorney General, Charlottesville, Virginia and for the Underwriters by their counsel, Troutman Sanders LLP, Richmond, Virginia. The Series 2019B Bonds are expected to be available for delivery through the facilities of DTC, New York, New York, or its custodial agent, on or about September 17, 2019. Goldman Sachs & Co. LLC TD Securities Wells Fargo Securities Dated: September 10, 2019 $150,000,000 The Rector and Visitors of the University of Virginia General Revenue Pledge Bonds Series 2019B CUSIP(1) (Base No.): 915217 $50,000,000, 5.000% Term Bonds Due September 1, 2049, Yield 2.050%*, CUSIP Suffix: XB4 $100,000,000, 3.000% Term Bonds Due September 1, 2054, Yield 2.810%*, CUSIP Suffix: XC2 * Priced to the first optional redemption date of September 1, 2029. (1) CUSIP is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. Copyright © 2019 CUSIP Global Services. All rights reserved. The CUSIP numbers are not intended to create a database and do not serve in any way as a substitute for the CUSIP Service. CUSIP numbers have been assigned by an independent company not affiliated with the University and are included solely for the convenience of the registered owners of the Series 2019B Bonds. None of the University, the Financial Advisor nor the Underwriters are responsible for the selection or uses of these CUSIP numbers, and no representation is made as to their correctness on the applicable Series 2019B Bonds or as included herein. The CUSIP number for a specific maturity is subject to being changed after the issuance of the Series 2019B Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part or as a result of the procurement of secondary market portfolio insurance and other similar enhancement by investors that is applicable to all or a portion of certain maturities of the Series 2019B Bonds. TABLE OF CONTENTS Page REGARDING USE OF THIS OFFICIAL STATEMENT ............................................................................ i INTRODUCTION ........................................................................................................................................ 1 Purpose ...................................................................................................................................................... 1 The University .......................................................................................................................................... 2 The Master Resolution .............................................................................................................................. 2 Appendices ................................................................................................................................................ 2 Document Summaries ............................................................................................................................... 2 THE SERIES 2019B BONDS ...................................................................................................................... 3 General ...................................................................................................................................................... 3 Construction Fund ..................................................................................................................................... 3 Debt Service Fund ..................................................................................................................................... 3 Redemption ............................................................................................................................................... 4 Exchange and Transfer ............................................................................................................................. 5 APPLICATION OF SERIES 2019B BOND PROCEEDS ........................................................................... 5 SECURITY FOR THE SERIES 2019B BONDS ......................................................................................... 6 Pledge of Pledged Revenues ..................................................................................................................... 6 Qualifying Senior Obligations .................................................................................................................. 7 Existing and Permitted Parity Credit Obligations ..................................................................................... 8 Defeasance ................................................................................................................................................ 8 No Liens or Reserves; Disposition of Assets ............................................................................................ 8 Operating Covenants; Amendments ......................................................................................................... 9 ENFORCEABILITY OF REMEDIES ......................................................................................................... 9 CERTAIN LEGAL MATTERS.................................................................................................................... 9 LITIGATION ................................................................................................................................................ 9 TAX MATTERS ........................................................................................................................................... 9 Opinion of Bond Counsel – Federal Income Tax Consequences ............................................................. 9 Reliance and Assumptions; Effect of Certain Changes .......................................................................... 10 Certain Collateral Federal Tax Consequences ........................................................................................ 10 Original Issue Discount ........................................................................................................................... 11 Bond Premium .......................................................................................................................................
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