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City of Atlanta (The "City") of $226,820,000* in Aggregate Principal Amount of Its Water

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City of Atlanta (The PRELIMINARY OFFICIAL STATEMENT DATED APRIL 17, 2017 ® NEW ISSUE ‑ BOOK‑ENTRY ONLY RATINGS: See "RATINGS" herein In the opinion of Bond Counsel, under current law and subject to the conditions described herein under the caption "TAX MATTERS," interest, including original issue discount ("OID"), on the Series 2017A Bonds (a) will not be included in gross income for Federal income tax purposes and (b) will not be an item of tax preference for purposes of the Federal alternative minimum income tax imposed on individuals and corporations; however, with respect to corporations (as defined for Federal income tax purposes) subject to the alternative minimum income tax, such interest is taken into account in determining adjusted current earnings for purposes of computing such tax. A holder of the Series 2017A Bonds may be subject to other Federal tax consequences as described herein under the caption "TAX MATTERS." Interest on the Series 2017A Bonds will be exempt from income taxation by the State of Georgia. See the proposed form of the opinion of Bond Counsel attached hereto as Appendix D. $226,820,000* CITY OF ATLANTA, GEORGIA WATER AND WASTEWATER REVENUE REFUNDING BONDS, SERIES 2017A Dated: Date of Delivery Due: November 1, as shown on the inside front cover This Official Statement relates to the issuance by the City of Atlanta (the "City") of $226,820,000* in aggregate principal amount of its Water and Wastewater Revenue Refunding Bonds, Series 2017A (the "Series 2017A Bonds") pursuant to that certain Master Bond Ordinance adopted on March 31, 1999, as previously supplemented and amended (the "Master Bond Ordinance"), and particularly as supplemented by that certain Series 2016 Bond Ordinance adopted on October 17, 2016 and approved by operation of law on October 26, 2016, as supplemented by that certain Series 2016 Supplemental Pricing Resolution expected to be adopted on or about April 26, 2017 (collectively, the "Series 2016 Bond Ordinance," and together with the Master Bond Ordinance are hereinafter collectively referred to as the "Bond Ordinance"). The Series 2017A Bonds are being issued for the purpose of: (a) refunding a portion of the City's outstanding Water and Wastewater Revenue Bonds, Series 2009B and (b) paying the costs of issuance related to the Series 2017A Bonds. See "PLAN OF REFUNDING" and "ESTIMATED SOURCES AND USES OF FUNDS" herein. All capitalized terms used and not otherwise defined herein shall have the meanings assigned thereto in the Bond Ordinance. See "APPENDIX C ‑ SUMMARY OF CERTAIN PROVISIONS OF THE BOND ORDINANCE" attached hereto. The Series 2017A Bonds are initially being issued as fully registered bonds, without coupons, in denominations of $5,000 or any integral multiple thereof and initially will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). Purchases of beneficial ownership interests in the Series 2017A Bonds will be made in book‑entry form only and purchasers will not receive physical delivery of bond certificates representing the beneficial ownership interests in the Series 2017A Bonds so purchased. Payments of principal of, premium, if any, and interest on, any Series 2017A Bond will be made to Cede & Co., as nominee for DTC as registered owner of the Series 2017A Bonds, by U.S. Bank National Association, as bond registrar and paying agent, to be subsequently disbursed to the Beneficial Owners (as defined herein) of the Series 2017A Bonds. See "BOOK‑ENTRY ONLY SYSTEM" herein. Interest on the Series 2017A Bonds is payable semiannually on May 1 and November 1 of each year, commencing November 1, 2017. The Series 2017A Bonds will bear interest at the rates and will be payable as to principal in the amounts and on the dates set forth on the inside front cover of this Official Statement. See "DESCRIPTION OF THE SERIES 2017A BONDS ‑ General" herein. The Series 2017A Bonds are subject to optional and mandatory redemption prior to maturity as more fully described under the caption "DESCRIPTION OF THE SERIES 2017A BONDS ‑ Redemption Provisions" herein. The Series 2017A Bonds are payable from and secured by a pledge of the Pledged Revenues (as defined herein) of the System (as defined herein) on a parity basis with the Outstanding Senior Bonds (as defined herein) and with any additional revenue bonds of the City hereafter issued on a parity basis with the Outstanding Senior Bonds and the Series 2017A Bonds. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2017A BONDS" herein. The Series 2017A Bonds are special limited obligations of the City payable solely from and secured by a first priority pledge of and lien on the Pledged Revenues. The Series 2017A Bonds are not payable from and are not secured by a charge, lien, or encumbrance upon any funds or assets of the City other than the Pledged Revenues. THE SERIES 2017A BONDS SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OF THE CITY WITHIN THE MEANING OF ANY CONSTITUTIONAL LIMITATION ON DEBT NOR A PLEDGE OF THE FAITH AND CREDIT OF THE CITY. THE SERIES 2017A BONDS SHALL NOT BE PAYABLE FROM OR A CHARGE UPON ANY FUNDS OTHER THAN THE REVENUES AND AMOUNTS PLEDGED TO THE PAYMENT THEREOF, NOR SHALL THE CITY BE SUBJECT TO ANY PECUNIARY LIABILITY THEREON. NO OWNER OR OWNERS OF THE SERIES 2017A BONDS SHALL EVER HAVE THE RIGHT TO COMPEL ANY EXERCISE OF THE TAXING POWER OF THE CITY TO PAY THE SERIES 2017A BONDS OR THE INTEREST THEREON, NOR TO ENFORCE PAYMENT OF THE SERIES 2017A BONDS AGAINST ANY PROPERTY OF THE CITY; NOR SHALL THE SERIES 2017A BONDS CONSTITUTE A CHARGE, LIEN, OR ENCUMBRANCE, LEGAL OR EQUITABLE, UPON ANY PROPERTY OF THE CITY, EXCEPT FOR THE PLEDGED REVENUES AND ANY OTHER FUNDS PLEDGED TO SECURE THE SERIES 2017A BONDS. This cover page contains certain limited information for quick reference only. It is not, and is not intended to be, a summary of the matters relating to the Series 2017A Bonds. Potential investors must read the entire Official Statement (including the cover page and all appendices attached hereto) to obtain information essential to the making of an informed investment decision. The Series 2017A Bonds are being offered when, as, and if issued by the City and accepted by the Underwriters subject to prior sale and to withdrawal or modification of the offer without notice, and subject to the approving opinion of Hunton & Williams LLP, Atlanta, Georgia, Bond Counsel. Certain legal matters will be passed upon for the City by the City's Department of Law. Certain legal matters will be passed upon for the City by Greenberg Traurig, LLP and Riddle and Schwartz, LLC, both of Atlanta, Georgia, Co‑Disclosure Counsel. Certain legal matters will be passed on for the Underwriters by Haley Law Firm LLC, Atlanta, Georgia, Underwriters' Counsel. FirstSouthwest, a Division of Hilltop Securities Inc., Dallas, Texas and Grant & Associates LLC, Atlanta, Georgia are serving as Co‑Financial Advisors to the City. The Series 2017A Bonds are expected to be delivered through the book‑entry system of DTC in New York, New York on or about May 4, 2017. Siebert Cisneros Shank & Co., L.L.C. Barclays Ramirez & Co., Inc. Academy Securities SunTrust Robinson Humphrey April ___, 2017 This Preliminary Official Statement and any information contained herein are subject to completion and amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to offer of an the solicitation to sell or Preliminary this shall circumstances Under no offer constitute an Official Statement This Preliminary amendment. and completion subject to contained herein are information any and Official Statement prior of such jurisdiction. or qualification under the securities to registration, be unlawful laws solicitation or sale would sale of the Series jurisdiction nor shall there be any 2017A Bonds in any in which such offer, buy, * Preliminary; subject to change. MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS, PRICES AND INITIAL CUSIP NUMBERS† $226,820,000* CITY OF ATLANTA, GEORGIA WATER AND WASTEWATER REVENUE REFUNDING BONDS, SERIES 2017A Maturity Principal Interest Initial (November 1)* Amount* Rate Yield Price CUSIP No.† 2020 $ 6,270,000 2021 6,680,000 2022 2,245,000 2023 10,435,000 2024 11,710,000 2028 12,275,000 2029 13,500,000 2030 14,375,000 2031 15,620,000 2032 16,605,000 2033 14,300,000 2034 18,175,000 2035 18,015,000 2036 19,220,000 2037 20,720,000 2038 22,520,000 2039 4,155,000 * Preliminary; subject to change. † Initial CUSIP numbers have been assigned to the Series 2017A Bonds by an organization not affiliated with the City not the Co-Financial Advisors and are included for the convenience of the owners of the Series 2017A Bonds only at the time of original issuance of the Series 2017A Bonds. Neither the City, nor the Co-Financial Advisors is responsible for the selection, use or accuracy of the CUSIP numbers nor is any representation made as to the accuracy of the CUSIP numbers as to the Series 2017A Bonds indicated above now or at any time in the future. The CUSIP number for a specific maturity is subject to being changed after the issuance of such Series 2017A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of such maturity of the Series 2017A Bonds. CITY OF ATLANTA Elected Officials Mayor Kasim Reed City Council Ceasar C.
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