Series 2007 Sales Tax Bonds Official Statement
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NEW ISSUE RATINGS: Moody’s and Standard & Poor’s BOOK-ENTRY ONLY See “RATINGS” In the opinion of Bond Counsel, under existing federal law and assuming compliance with applicable requirements of the Internal Revenue Code of 1986, as amended (the “Code”), that must be satisfied subsequent to the issue date of the 2007A Bonds, interest on the 2007A Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of the alternative minimum tax applicable to individuals. However, while interest on the 2007A Bonds also is not an item of tax preference for purposes of the alternative minimum tax applicable to corporations, interest on the 2007A Bonds received by corporations is taken into account in the computation of adjusted current earnings for purposes of the alternative minimum tax applicable to corporations, interest on the 2007A Bonds received by certain S corporations may be subject to tax, and interest on the 2007A Bonds received by foreign corporations with United States branches may be subject to a foreign branch profits tax. Receipt of interest on the 2007A Bonds may have other federal tax consequences for certain taxpayers. See “TAX EXEMPTION.” $450,000,000 The Central Puget Sound Regional Transit Authority Sales Tax Bonds, Series 2007A Dated: Date of initial delivery Base CUSIP No.: 15504R Due: November 1, as set forth on the inside cover The Central Puget Sound Regional Transit Authority (“Sound Transit”), a Washington regional transit authority, is issuing its Sales Tax Bonds, Series 2007A in the aggregate principal amount of $450,000,000 (the “2007A Bonds”), under a book-entry system, initially registered to Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York, which will act as initial securities depository for the 2007A Bonds. Individual purchases of 2007A Bonds are to be made in authorized denominations, in book-entry form only, and purchasers will not receive certificates representing their interest in the 2007A Bonds, except as described herein. Payments of principal of and premium, if any, and interest on the 2007A Bonds are to be made to DTC by the fiscal agent of the State of Washington (currently The Bank of New York in New York, New York) (the “Bond Registrar”). Disbursement of payments to DTC participants is the responsibility of DTC and disbursement of payments to beneficial owners of the 2007A Bonds is the responsibility of DTC participants. The 2007A Bonds are subject to redemption prior to maturity upon the terms and conditions and at the prices described herein. The scheduled payment of principal of and interest on the Insured 2007A Bonds (as set forth on the inside cover) when due will be guaranteed under an insurance policy to be issued concurrently with the delivery of the Insured 2007A Bonds by FINANCIAL SECURITY ASSURANCE INC. The 2007A Bonds are special limited obligations of Sound Transit payable from and secured solely by a pledge of the taxes described herein, including the proceeds of certain sales and use and rental car taxes imposed by Sound Transit, and amounts, if any, in certain accounts held by Sound Transit. The 2007A Bonds are not obligations of the State of Washington or any political subdivision thereof other than Sound Transit. The 2007A Bonds do not constitute a lien or charge upon any general fund or upon any money or other property of Sound Transit not specifically pledged thereto. The pledge for the payment of the 2007A Bonds of certain taxes and certain amounts in certain accounts is subordinate to the pledge thereon securing the Prior Bonds, as described herein. Sound Transit has reserved the right to issue obligations in the future that are secured by prior or parity pledges of those taxes and the amounts in those accounts. This cover contains certain information for quick reference only. It is not a summary of this issue. Investors must read the entire Official Statement to obtain information essential to the making of an informed investment decision. The 2007A Bonds are offered when, as and if issued and received by the Underwriters, subject to the approval of legality by Foster Pepper PLLC, Seattle, Washington, Bond Counsel, and to certain other conditions. Certain legal matters will be passed upon for Sound Transit by its General Counsel and by Foster Pepper PLLC, Seattle, Washington, Disclosure Counsel. Certain legal matters will be passed upon for the Underwriters by their counsel, Orrick, Herrington & Sutcliffe LLP, Seattle, Washington. It is expected that the 2007A Bonds will be available for delivery in New York, New York, through the facilities of DTC, or to the Bond Registrar on behalf of DTC, on or about December 18, 2007. Merrill Lynch & Co. Siebert Brandford Shank & Co., LLC Banc of America Securities LLC Citi Lehman Brothers UBS Investment Bank November 29, 2007. $450,000,000 The Central Puget Sound Regional Transit Authority Sales Tax Bonds, Series 2007A $105,675,000 Serial Bonds Due Principal Interest CUSIP No. (November 1) Amount Rate Yield 15504R 2008 $14,555,000 5.00% 3.275% CL1 2009† 15,000,000 5.00 3.31 CM9 2010† 3,000,000 4.00 3.31 CN7 2011† 7,335,000 5.00 3.34 CP2 2012† 7,585,000 5.00 3.40 CQ0 2013† 4,570,000 4.00 3.46 CR8 2018† 3,630,000 4.00 3.86* CS6 2034† 50,000,000 5.00 4.49* CV9 $125,045,000 5.00% Term Bonds due November 1, 2032† Yield 4.47%* CUSIP No. 15504R CT4 $78,075,000 5.00% Term Bonds due November 1, 2034 Yield 4.53%* CUSIP No. 15504R CU1 $141,205,000 5.00% Term Bonds due November 1, 2036 Yield 4.55%* CUSIP No. 15504R CW7 † Insured by Financial Security Assurance Inc. * Calculated to the par call date of November 1, 2017. Sound Transit (The Central Puget Sound Regional Transit Authority) 401 South Jackson Street Seattle, Washington 98104 (206) 398-5000 www.soundtransit.org Board of Directors Name (Board Position) Entity Representing Elected/Appointed Position John W. Ladenburg (Chair) Pierce County County Executive Connie Marshall (Vice Chair) City of Bellevue Councilmember Aaron Reardon (Vice Chair) Snohomish County County Executive Julie Anderson City of Tacoma Councilmember Mary-Alyce Burleigh City of Kirkland Councilmember Fred Butler City of Issaquah Deputy Council President Dow Constantine King County Councilmember David Enslow City of Sumner Mayor Paula J. Hammond State of Washington Secretary of Transportation Richard L. Marin City of Edmonds Councilmember Richard J. McIver City of Seattle Councilmember Greg Nickels City of Seattle Mayor Julia Patterson King County Council Vice Chair Larry Phillips King County Councilmember Paul Roberts City of Everett Councilmember Ron Sims King County County Executive Claudia Thomas City of Lakewood Mayor Peter von Reichbauer King County Councilmember Principal Administrative Officers Joni Earl Chief Executive Officer Brian McCartan Executive Director, Finance and Information Technology Desmond Brown Executive Director, General Counsel Ahmad Fazel Executive Director, Link Light Rail Agnes Govern Executive Director, Operations, Projects and Corporate Services Ric Ilgenfritz Executive Director, Policy, Planning and Public Affairs Tracy Butler Treasurer – Finance and Information Technology Advisors and Consultants Foster Pepper PLLC Bond Counsel and Disclosure Counsel Public Financial Management, Inc. Financial Advisor i No dealer, broker, salesperson or other person has been authorized by Sound Transit or the Underwriters to give any information or to make any representations with respect to the 2007A Bonds other than those contained in this Official Statement and, if given or made, such information or representations must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any offer, solicitation or sale of the 2007A Bonds, by any person in any jurisdiction in which such offer, solicitation or sale is not authorized or in which the person making such offer, solicitation or sale is not qualified to do so or to any person to whom it is unlawful to make such offer, solicitation or sale. The Underwriters have provided the following sentence for inclusion in this Official Statement: The Underwriters have reviewed the information set forth in this Official Statement in accordance with, and as part of, their responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of such information. Certain statements contained in this Official Statement reflect not historical facts but are forecasts and “forward- looking statements.” No assurance can be given that the future results discussed herein will be achieved, and actual results may differ materially from the forecasts described herein. In this respect, the words “estimate,” “forecast,” “project,” “anticipate,” “expect,” “intend,” “believe” and other similar expressions are intended to identify forward- looking statements. The forward-looking statements in this Official Statement are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by such statements. All estimates, projections, forecasts, assumptions and other forward-looking statements are expressly qualified in their entirety by the cautionary statements set forth in this Official Statement. Sound Transit specifically disclaims any obligation to update any forward-looking statements to reflect occurrences or unanticipated events or circumstances after the date of this Official Statement, except as otherwise expressly provided in “CONTINUING DISCLOSURE.” 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, create any implication that there has been no change in the affairs of Sound Transit since the date of this Official Statement.