Dormitory Authority of the State of New York St
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Moody’s: A3 Standard & Poor’s: A- NEW ISSUE ( See “RATINGS” herein) $104,705,000 DORMITORY AUTHORITY OF THE STATE OF NEW YORK ST. JOHN’S UNIVERSITY REVENUE BONDS SERIES 2015A ® Dated: Date of Delivery Due: July 1, as shown on the inside cover Payment and Security: The St. John’s University Revenue Bonds, Series 2015A (the “Series 2015A Bonds”) are special obligations of the Dormitory Authority of the State of New York (“DASNY”) payable solely from and secured by a pledge of (i) certain payments to be made under the Loan Agreement (the “Loan Agreement”), dated as of February 11, 2015, between St. John’s University, New York (the “University”) and DASNY, and (ii) all funds and accounts, except the Arbitrage Rebate Fund, established in connection with the Series 2015A Bonds. The Series 2015A Bonds are to be issued under DASNY’s St. John’s University Revenue Bond Resolution, adopted June 20, 2012 (the “Resolution”), the Series Resolution authorizing the Series 2015A Bonds, adopted February 11, 2015 (the “Series 2015A Resolution”) and the Bond Series Certificate, dated as of March 25, 2015, relating to the Series 2015A Bonds (the “Series 2015A Bond Series Certificate”). The Resolution, the Series 2015A Resolution and the Series 2015A Bond Series Certificate are collectively referred to herein as the “Resolutions.” The Loan Agreement is a general obligation of the University and requires the University to pay, in addition to the fees and expenses of DASNY and The Bank of New York Mellon, as trustee (the “Trustee”), amounts sufficient to pay, when due, the principal and Redemption Price of and interest on the Series 2015A Bonds. The obligations of the University to make such payments under the Loan Agreement will be secured by a pledge of tuition and fees charged to students for academic instruction and a mortgage on certain properties of the University (the “2015A Mortgage”). See “PART 2 – SOURCE OF PAYMENT AND SECURITY FOR THE SERIES 2015A BONDS.” The Series 2015A Bonds will not be a debt of the State of New York (the “State”) and the State will not be liable on the Series 2015A Bonds. DASNY has no taxing power. Description: The Series 2015A Bonds will be issued as fully registered bonds in denominations of $5,000 or any integral multiple thereof. The Series 2015A Bonds will bear interest at the rates and pay interest and mature at the times shown on the inside cover hereof. Interest (due July 1, 2015 and each January 1 and July 1 thereafter) will be payable by check or draft mailed to the registered owners of the Series 2015A Bonds at their addresses as shown on the registration books held by the Trustee or, at the option of a holder of at least $1,000,000 in principal amount of Series 2015A Bonds, by wire transfer to the holder of such Series 2015A Bonds, each as of the close of business on the fifteenth day of the month next preceding an interest payment date. The principal or Redemption Price of the Series 2015A Bonds will be payable at the principal corporate trust office of the Trustee and Paying Agent or, with respect to Redemption Price, at the option of a holder of at least $1,000,000 in principal amount of Series 2015A Bonds, by wire transfer to the holder of such Series 2015A Bonds as more fully described herein. The Series 2015A Bonds will be issued initially under a Book-Entry Only System, registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”). Individual purchases of beneficial interests in the Series 2015A Bonds will be made in Book-Entry form (without certificates). So long as DTC or its nominee is the registered owner of the Series 2015A Bonds, payments of the principal, Redemption Price and Purchase Price of and interest on such Series 2015A Bonds will be made directly to DTC or its nominee. Disbursement of such payments to DTC participants is the responsibility of DTC and disbursement of such payments to the beneficial owners is the responsibility of DTC participants. See “PART 3 – THE SERIES 2015A BONDS – Book-Entry Only System” herein. Redemption or Purchase: The Series 2015A Bonds are subject to redemption or purchase in lieu of optional redemption prior to maturity as more fully described herein. Tax Matters: In the opinion of Nixon Peabody LLP, Co-Bond Counsel, under existing law and assuming compliance with the tax covenants described herein, and the accuracy of certain representations and certifications made by DASNY and the University described herein, interest on the Series 2015A Bonds is excluded from gross income for federal income tax purposes pursuant to Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”). Nixon Peabody LLP is also of the opinion that interest on the Series 2015A Bonds is not treated as a preference item in calculating the alternative minimum tax imposed under the Code with respect to individuals and corporations. Nixon Peabody LLP and Drohan Lee LLP, as Co-Bond Counsels are further of the opinion that under existing statutes, interest on the Series 2015A Bonds is exempt from personal income taxes imposed by the State of New York or any political subdivision thereof (including The City of New York and the City of Yonkers). See “PART 12 – TAX MATTERS” herein regarding certain other tax considerations. The Series 2015A Bonds are offered when, as, and if issued and received by the Underwriters. The offer of the Series 2015A Bonds may be subject to prior sale, or withdrawn or modified at any time without notice. The offer is subject to the approval of legality Nixon Peabody LLP, New York, New York, and Drohan Lee LLP, New York, New York, Co-Bond Counsels, and to certain other conditions. Certain legal matters will be passed upon for the University by its counsel, Bond, Schoeneck & King, PLLC, Syracuse, New York. Certain legal matters will be passed upon for the Underwriters by their co-counsel, Winston & Strawn LLP, New York, New York and Law Offices of Joseph C. Reid, P.A., New York, New York. DASNY expects to deliver the Series 2015A Bonds in definitive form in New York, New York, on or about April 15, 2015. Morgan Stanley Ramirez & Co., Inc. Roosevelt & Cross Incorporated March 25, 2015 $104,705,000 DORMITORY AUTHORITY OF THE STATE OF NEW YORK ST. JOHN’S UNIVERSITY REVENUE BONDS, SERIES 2015A Serial Bonds Due Interest CUSIP Due Interest CUSIP July 1 Amount Rate Yield Number† July 1 Amount Rate Yield Number† 2018 $2,220,000 3.00% 1.09% 6499075L2 2027 $5,015,000 5.00% 2.80%* 6499075V0 2019 3,445,000 4.00 1.43 6499075M0 2028 5,270,000 3.00 3.18 6499075W8 2020 3,585,000 4.00 1.66 6499075N8 2029 5,395,000 5.00 3.00* 6499075X6 2021 3,725,000 5.00 1.86 6499075P3 2030 5,665,000 5.00 3.07* 6499075Y4 2022 3,915,000 5.00 2.05 6499075Q1 2031 5,935,000 5.00 3.13* 6499075Z1 2023 4,105,000 5.00. 2.24 6499075R9 2032 6,230,000 5.00 3.17* 6499076A5 2024 4,315,000 5.00 2.41 6499075S7 2033 6,545,000 5.00 3.21* 6499076B3 2025 4,530,000 5.00 2.55 6499075T5 2034 6,870,000 5.00 3.23* 6499076C1 2026 5,200,000 5.00 2.68* 6499075U2 $22,740,000 5.00% Term Bonds Due July 1, 2037 Yield 3.25%* CUSIP† Number: 6499076D9 * Yield to first optional call date of July 1, 2025 at 100%. † CUSIP data herein are provided by Standard & Poor’s, CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. The CUSIP numbers listed above are being provided solely for the convenience of owners of the Series 2015A Bonds only at the time of issuance of the Series 2015A Bonds and DASNY does not make any representation with respect to such numbers or undertake any responsibility for their accuracy now or at any time in the future. The CUSIP number for a specific maturity is subject to being changed after the issuance of the Series 2015A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity. No dealer, broker, salesperson or other person has been authorized by DASNY, the University or the Underwriters to give any information or to make any representations with respect to the Series 2015A Bonds, other than the information and representations contained in this Official Statement. If given or made, any such information or representations must not be relied upon as having been authorized by DASNY, the University or the Underwriters. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor will there be a sale of the Series 2015A Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. Certain information in this Official Statement has been supplied by the University and other sources that DASNY believes are reliable. Neither DASNY nor the Underwriters guarantee the accuracy or completeness of such information, and such information is not to be construed as a representation of DASNY or the Underwriters. The University has reviewed the parts of this Official Statement describing the University, Bondholders’ Risks, the principal and interest requirements, the Refunding Plan, the estimated sources and uses of funds and Appendix B. As a condition to delivery of the Series 2015A Bonds, the University will certify that as of the date of this Official Statement and of delivery of the Series 2015A Bonds, such parts do not contain any untrue statements of a material fact and do not omit to state a material fact necessary in order to make the statements made therein, in the light of the circumstances under which the statements are made, not misleading.