12215000 CITY of FREMONT 2017 General Obligation Refunding Bonds
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NEW ISSUE - FULL BOOK-ENTRY RATING: Standard & Poor's: "AA+" See "RATING" herein. In the opinion of Jones Hall, A Professional Law Corporation, San Francisco, California, Bond Counsel, subject, however to cerlain qualifications described herein, under existing law, the interest on the Refunding Bonds is excluded from gross income for federal income tax purposes, and such interest is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, provided, however, that, for the purpose of computing the alternative minimum tax imposed on cerlain corporations, such interest is taken into account in determining cerlain income and earnings. In the furlher opinion of Bond Counsel, interest on the Refunding Bonds is exempt from California personal income taxes. See "TAX MATTERS." $12,215,000 CITY OF FREMONT 2017 General Obligation Refunding Bonds (Election of 2002) Dated: Date of Delivery Due: August 1, as shown on inside cover Authority for Issuance. The general obligation refunding bonds captioned above (the "Refunding Bonds") are being issued by the City of Fremont, California (the "City") under provisions of the California Government Code and under a Resolution adopted by the City Council of the City (the "City Council") on July 11, 2017 (the "Bond Resolution"). See "THE REFUNDING BONDS - Authority for Issuance." Purpose. The Refunding Bonds are being issued to refinance the City's outstanding General Obligation Bonds, Election of 2002, Series C (2009) (Fire Safety Project) (the "2009 Bonds"). The 2009 Bonds were issued to fund seismic and certain other improvements to various City fire stations and construction of certain training facilities for use by City fire and police departments. See "FINANCING PLAN." Security. The Refunding Bonds are general obligations of the City, and the City Council has the power to direct Alameda County (the "County") to levy ad valorem taxes upon all property within the City subject to taxation without limitation of rate or amount, for the payment of the Refunding Bonds and the interest thereon. Under the Bond Resolution, the City directs the County to levy on all the taxable property in the City, in addition to all other taxes, a continuing direct and ad valorem tax annually during the period the Refunding Bonds are Outstanding in an amount sufficient to pay the principal of and interest on the Refunding Bonds when due, without limitation of rate or amount (except certain personal property which is taxable at limited rates). See "SECURITY FOR THE REFUNDING BONDS." Book-Entry Only. The Refunding Bonds will be issued in book-entry form only, and will be initially issued and registered in the name of Cede & Co. as nominee of The Depository Trust Company, New York, New York ("DTC"). The Refunding Bonds are issuable as fully registered securities in denominations of $5,000 or any integral multiple of $5,000. Purchasers of the Refunding Bonds (the "Beneficial Owners") will not receive physical certificates representing their interest in the Refunding Bonds. See "THE REFUNDING BONDS" and "APPENDIX F - DTC AND THE BOOK-ENTRY ONLY SYSTEM." Payments. Interest on the Refunding Bonds accrues from the date of delivery and is payable semiannually on February 1 and August 1 of each year, commencing February 1, 2018. Payments of principal and interest on the Refunding Bonds will be paid by Wells Fargo Bank, National Association, as Paying Agent, to OTC for subsequent disbursement to OTC Participants, which will remit such payments to the Beneficial Owners of the Refunding Bonds. See "THE REFUNDING BONDS - Description of the Refunding Bonds." Redemption. The Refunding Bonds are subject to redemption prior to maturity. See "THE REFUNDING BONDS - Redemption." Municipal Advisor. The following firm, serving as municipal advisor to the City, has structured this issue. opfm Maturity Schedule (See inside cover) Cover Page. This cover page contains certain information for general reference only. It is not a summary of all the provisions of the Refunding Bonds. Prospective investors must read the entire Official Statement to obtain information essential to making an informed investment decision. The Refunding Bonds were sold and awarded pursuant to a competitive bidding process held on August 10, 2017, as set forth in the Official Notice of Sale. The Refunding Bonds are offered when, as and if issued and received by the Purchaser, and subject to the approval as to their legality by Jones Hall, A Professional Law Corporation, San Francisco, California, Bond Counsel. Certain legal matters will also be passed upon for the the City by Jones Hall, A Professional Law Corporation, as Disclosure Counsel. Cerlain legal matters will be passed upon for the City by the City Attorney It is anticipated that the Refunding Bonds will be delivered in book-entry form through the facilities of OTC on or about August 23, 2017. The date of this Official Statement is August 10, 2017 CITY OF FREMONT 2017 General Obligation Refunding Bonds (Election of 2002) MATURITY SCHEDULE (Base CUSIP:t 357113) $12,215,000 Serial Bonds Maturity Date Principal Interest (August 1) Amount Rate Yield Price CUSIPt 2018 $370,000 5.000% 0.730% 103.987% ED7 2019 380,000 5.000 0.810 108.043 EE5 2020 400,000 5.000 0.890 111.895 EF2 2021 415,000 5.000 0.980 115.494 EGO 2022 435,000 5.000 1.090 118.750 EH8 2023 445,000 5.000 1.230 121.526 EJ4 2024 470,000 5.000 1.390 123.799 EK1 2025 490,000 5.000 1.550 125.676 EL9 2026 515,000 5.000 1.690 127.353 EM7 2027 535,000 5.000 1.870 128.267 EN5 2028 565,000 5.000 1.980 127.124 C EPO 2029 595,000 5.000 2.080 126.094 C EQ8 2030 620,000 5.000 2.170 125.177 C ER6 2031 655,000 5.000 2.250 124.367 C ES4 2032 685,000 4.000 2.540 112.751 C ET2 2033 710,000 3.000 2.950 100.426 C EU9 2034 735,000 3.000 3.000 1 OD.ODO EV7 2035 760,000 3.000 3.050 99.311 EW5 2036 785,000 3.000 3.100 98.574 EX3 2037 810,000 3.000 3.150 97.790 EY1 2038 840,000 3.000 3.198 97.000 EZ8 C Priced to first par option redemption date of August 1, 2027. t CUSIP Copyright 2017, CUSIP Global Services, and a registered trademark of American Bankers Association. CUSIP data herein is provided by CUSIPG/obal Services, which is managed on behalf ofAmerican Bankers Association by S&P Capital IQ. Neither the City nor the Purchaser takes any responsibility for the accuracy of the CUS/Pdata. CITY OF FREMONT (ALAMEDA COUNTY, CALIFORNIA) CITY COUNCIL Lily Mei, Mayor Rick Jones, Vice Mayor Vinnie Bacon, Council Member Raj Salwan, Council Member David Bonaccorsi, Council Member CITY OFFICIALS AND STAFF Fred Diaz, City Manager David Persselin, Finance Director Susan Gauthier, City Clerk PROFESSIONAL SERVICES BOND AND DISCLOSURE COUNSEL Jones Hall, A Professional Law Corporation San Francisco, California MUNICIPAL ADVISOR PFM Financial Advisors LLC San Francisco, California BOND REGISTRAR, TRANSFER AGENT, AND PAYING AGENT Wells Fargo Bank, National Association Minneapolis, Minnesota GENERAL INFORMATION ABOUT THIS OFFICIAL STATEMENT Use of Official Statement. This Official Statement is submitted in connection with the sale of the Refunding Bonds referred to herein and may not be reproduced or used. in whole or in part. for any other purpose. This Official Statement is not a contract between any bond owner and the City or the Purchaser. No Offering Except by This Official Statement. No dealer. broker. salesperson or other person has been authorized by the City or the Purchaser to give any information or to make any representations other than those contained in this Official Statement and. if given or made. such other information or representation must not be relied upon as having been authorized by the City or the Purchaser. No Unlawful Offers or Solicitations. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor may there be any sale of the Refunding Bonds by a person in any jurisdiction in which it is unlawful for such person to make such an offer. solicitation or sale. Information in Official Statement. The information set forth in this Official Statement has been furnished by the City and other sources which are believed to be reliable. but it is not guaranteed as to accuracy or completeness. Estimates and Forecasts. When used in this Official Statement and in any continuing disclosure by the City in any press release and in any oral statement made with the approval of an authorized officer of the City or any other entity described or referenced herein. the words or phrases "will likely result."" "are expected to"". "will continue··. "is anticipated"". "estimate··. "project··. "forecast··. "expect··. "intend"" and similar expressions identify "forward looking statements"" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements. Any forecast is subject to such uncertainties. Inevitably. some assumptions used to develop the forecasts will not be realized and unanticipated events and circumstances may occur. Therefore. there are likely to be differences between forecasts and actual results. and those differences may be material. The information 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. give rise to any implication that there has been no change in the affairs of the City or any other entity described or referenced herein since the date hereof.