PRELIMINARY OFFICIAL STATEMENT DATED JULY 13, 2021 Rating: S&P: “AA+” NEW ISSUE: BOOK-ENTRY-ONLY (See “RATING” herein.) IN THE OPINION OF BOND COUNSEL, THE BONDS ARE VALID OBLIGATIONS OF THE WOODLANDS TOWNSHIP. IN THE OPINION OF SPECIAL TAX COUNSEL, UNDER EXISTING LAW INTEREST ON THE BONDS IS EXCLUDABLE FROM GROSS INCOME FOR FEDERAL INCOME TAX PURPOSES UNDER SECTION 103 OF THE INTERNAL REVENUE CODE, AS AMENDED, AND INTEREST ON THE BONDS IS NOT A SPECIFIC PREFERENCE ITEM FOR PURPOSES OF THE ALTERNATIVE MINIMUM TAX. SEE "LEGAL MATTERS" HEREIN FOR A buy be accepted prior to the time the the time the to prior accepted be buy DISCUSSION OF THE OPINIONS OF BOND COUNSEL AND SPECIAL TAX COUNSEL. to buy nor shall there be any sale of these sale any to buy nor shall there be THE BONDS WILL NOT BE DESIGNATED AS “QUALIFIED AS TAX-EXEMPT OBLIGATIONS” FOR FINANCIAL INSTITUTIONS $7,265,000* THE WOODLANDS TOWNSHIP UNLIMITED TAX REFUNDING BONDS SERIES 2021 es may not be sold nor may offers to offers may nor not be sold es may Dated Date: August 1, 2021 Due: March 1, as shown on the inside cover page Interest Accrual Date: Date of Delivery ffer to sell or the solicitation of an offer an offer the solicitation of sell or to ffer The bonds described above (the “Bonds”) are issued pursuant to a Bond Order by The Woodlands Township (the “Township”), on under the securities laws of any such jurisdiction. of any such laws securities the on under a political subdivision of the State of Texas situated in Montgomery and Harris Counties, to refund portions of the Township’s outstanding Unlimited Tax Bonds, Series 2011 and Unlimited Tax Bonds, Series 2012, and to pay Bond issuance expenses. The Township is authorized to issue the Bonds pursuant to Chapter 289, Acts of the 73rd Legislature, Regular Session, 1993, as amended (the “Enabling Act”), Chapter 1207, Texas Government Code, as amended, City of Houston Ordinance No. 97-416 and an election held on November 3, 2009. The Bonds, when issued, will constitute valid and legally binding obligations of the Township, payable from the proceeds of an annual ad valorem tax, without legal limit as to rate to amount, levied on all taxable property within the Township. The Bonds are obligations solely of the Township and are not obligations of the State of Texas, Montgomery County, Harris County, or any entity other than the Township. al Statement constitute an o constitute Statement al Except for mandatory sinking fund payments on term bonds, principal of the Bonds is payable at maturity or earlier redemption at the principal corporate trust office of the paying agent/registrar, initially The Bank of New York Mellon Trust Company, N.A., in Dallas, Texas (the “Paying Agent/Registrar”), upon surrender of the Bonds for payment. Mandatory sinking fund payments prior to maturity of a term bond, together with accrued interest, will be payable by check or draft to the registered owners. Interest on the Bonds accrues from date of delivery, and is payable each March 1 and September 1, commencing March 1, 2022, until maturity or prior redemption. The Bonds will be issued only in fully registered form in denominations of $5,000 each or integral multiples thereof. The Bonds are subject to redemption prior to their maturity, as shown on the inside cover of this Official Statement. herein are subject to completion or amendment. These securiti These amendment. or completion to subject are herein The Bonds will be registered and delivered only in the name of Cede & Co., as nominee for The Depository Trust Company, New York, New York (“DTC”), which will act as securities depository for the Bonds. Beneficial Owners (as defined herein ances shall this Preliminary Offici this Preliminary shall ances under “Book-Entry-Only System”) of the Bonds will not receive physical certificates representing the Bonds, but will receive a or sale would be unlawful prior to registration or qualificati to registration be unlawful prior sale would or credit balance on the books of the DTC participants. So long as Cede & Co. is the registered owner of the Bonds, the principal of and interest on the Bonds will be paid by the Paying Agent/Registrar directly to DTC, which will, in turn, remit such principal and interest to its participants for subsequent disbursement to the Beneficial Owners of the Bonds. See “DESCRIPTION OF THE BONDS – BOOK-ENTRY-ONLY SYSTEM.” SEE INSIDE COVER PAGE FOR STATED MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES AND YIELDS FOR THE BONDS The Bonds are offered when, as and if issued by the Township, subject, among other things, to the approval of the Bonds by the Attorney General of the State of Texas, and the approval of certain legal matters by Bond Counsel, Schwartz, Page & Harding, L.L.P., Houston, Texas, and Special Tax Counsel, Bracewell LLP, Houston, Texas. The Bonds are expected to be available for delivery in book-entry form through DTC on or about August 17, 2021. Bids Due: Tuesday, July 20, 2021 at 10:30, Central Daylight Time in Houston, Texas ________________ *Preliminary, subject to change. This Preliminary Official Statement and the information contained contained information the and Statement Official Preliminary This Official Statement is delivered in final form. Under no circumst Under form. final in is delivered Statement Official securities in any jurisdiction in which such offer, solicitation solicitation offer, such in which jurisdiction any in securities MATURITY AND PRICING SCHEDULE $7,265,000* THE WOODLANDS TOWNSHIP UNLIMITED TAX REFUNDING BONDS SERIES 2021 Maturity Date Principal Interest Reoffering (March 1) (a) Amount* Rate Yield CUSIP(b) 2022$ 480,000 2023 640,000 2024 660,000 2025 665,000 2026 675,000 2027 680,000 2028 690,000 2029 695,000 2030 700,000 2031 675,000 2032 705,000 (c) ________________ (a) Certain of the Bonds may be subject to mandatory sinking fund redemption in the event the Initial Purchaser elects to aggregate one or more maturities as Term Bonds. (b) CUSIP Numbers have been assigned to the Bonds by the CUSIP Service Bureau and are included solely for the convenience of the purchasers of the Bonds. Neither the Township, the Financial Advisor nor the Initial Purchaser shall be responsible for the selection or correctness of the CUSIP Numbers set forth herein. (c) The Township reserves the right, at its option, to redeem Bonds having stated maturities on March 1, 2032, in whole or from time to time in part, in principal amounts of $5,000, or any integral multiple thereof, on March 1, 2031, or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. ________________ *Preliminary, subject to change. MANAGEMENT AND ORGANIZATION OF THE TOWNSHIP The Woodlands Township Board of Directors Term Director's Name Position Occupation Expires Gordy Bunch Chairman President & CEO, The Woodlands Financial Group 11/22 Bruce Rieser Vice-Chairman CEO, SKR Consulting, LLC 11/22 Dr. Shelley Sekula-Gibbs Secretary Retired 11/21 John Anthony Brown Treasurer Facilities Supervisor, Huntsman International 11/22 Jason J. Nelson Director Pastor, Rose Hill United Methodist Church 11/22 Dr. Ann K. Snyder Director Retired 11/21 Bob Milner Director Professor, Sam Houston State Univesrity 11/21 The Woodlands Township Staff Employee Name Position Date of Hire Jeff Jones President/General Manager 8/31/2020 Monique Sharp Assistant General Manager - Finance & Administration 8/17/1992 John Powers Assistant General Manager - Community Services 7/1/1998 Karen Dempsey Assistant to the President 8/31/1998 Palmer Buck Fire Chief 12/2/2019 Denise Konate Manager of Human Resources 2/22/2016 Nick Wolda Director of Community Relations - Convention & Visitors Bureau President 11/16/1999 Todd Stephens Intergovernmental Relations Manager 12/29/2017 Consultants and Advisors Bond Counsel ....................................................................................................................... Schwartz, Page & Harding, L.L.P Financial Advisor .............................................................................................................................. Masterson Advisors LLC Special Tax Counsel ......................................................................................................................................... Bracewell LLP Disclosure Counsel ............................................................................................................... McCall, Parkhurst & Horton L.L.P. i USE OF INFORMATION IN THE OFFICIAL STATEMENT For purpose of compliance with Rule 15c2-12 of the United States Securities and Exchange Commission (the “SEC”), as amended and in effect on the date hereof, this document constitutes an OFFICIAL STATEMENT of the Township with respect to the Bonds that has been deemed “final” by the Township as of its date except for the omission of no more than the information permitted by SEC Rule 15c2-12. The Bonds have not been registered under the Securities Act of 1933, as amended, in reliance upon exemptions contained in such Act. The registration or qualification of the Bonds in accordance with applicable provisions of securities law of the states in which the Bonds have been registered or qualified and the exemption from registration or qualification in other states cannot be regarded as a recommendation thereof. In making an investment decision, investors must rely on their own examination of the terms of this offering, including the merits and risks involved. The Bonds have not been recommended by any federal or state securities