Bofa Merrill Lynch Dated: November 15, 2012 Bofa Merrill Lynch
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New Issue – Book Entry Only Ratings: Moody’s: “Aa2” Standard & Poor’s: “AA” (See “RATINGS” herein) In the opinion of Bond Counsel, interest on the Series 2012A Bonds is not includable in gross income for purposes of federal income taxation under existing statutes, regulations, rulings and court decisions, subject to the conditions described in “TAX EXEMPTIONS” herein. Interest on the Series 2012A Bonds will not be a specific preference item for purposes of the individual and corporate alternative minimum taxes; however, such interest may be subject to certain other federal taxes affecting corporate holders of the Series 2012A Bonds. Under the laws of the Commonwealth of Pennsylvania, as enacted and construed on the date hereof, the Series 2012A Bonds are exempt from Pennsylvania personal property taxes and the interest on the Series 2012A Bonds is exempt from Pennsylvania income tax and Pennsylvania corporate net income tax. For a more complete discussion see “TAX EXEMPTIONS” herein. New Issue – Book Entry Only Ratings: Moody’s: “Aa2” Standard & Poor’s: “AA” $13,100,000 (See “RATINGS” herein) In the opinion of Bond Counsel, interest on the Series 2012A Bonds is not includable in gross income for purposes of federal income taxation under existing statutes, regulations,PENNSYLVANIA rulings and court HIGHERdecisions, subject EDUCATIONAL to the conditions described FACILITIES in “TAX EXEMPTIONS” AUTHORITY herein. Interest on the Series 2012A Bonds will not be a specific preference item for purposes of the individual and corporate alternative minimum taxes; however, such interest may be subject to certain other federal taxes BRYNaffecting corpor MAWRate holders COLLEGE of the Series 2012A REVENUE Bonds. Under BONDS, the laws of SERIESthe Commonwealth 2012A of Pennsylvania, as enacted and construed on the date hereof, the Series 2012A Bonds are exempt from Pennsylvania personal property taxes and the interest on the Series 2012A Bonds is exempt from Pennsylvania income tax and Pennsylvania corporate net income tax. For a more complete discussion see “TAX EXEMPTIONS” herein. Dated: Date of Delivery Due: December 1, as shown below The Series 2012A Bonds will be issued by the Pennsylvania Higher Educational$13,100,000 Facilities Authority (the “Authority”) under a Trust Indenture dated as of November 15, 2012 (the “Indenture”), between the Authority and The Bank of New York Mellon Trust Company, N.A., Philadelphia, Pennsylvania, as trustee, paying agent and bond registrar (inPENNSYLVANIA such capacities, the “Trustee”). The HIGHER Series 2012A Bonds EDUCATIO will be payable fromNAL and secured FACILITIES by certain funds held AUTHORITY by the Trustee under the Indenture and payments to the Trustee, as assignee of the Authority, under the Loan and Security Agreement (the “Loan Agreement”) described herein between the Authority and BRYN MAWR COLLEGE REVENUE BONDS, SERIES 2012A Dated: Date of Delivery Due: December 1, as shown below The Series 2012A Bonds will be issued by the Pennsylvania BRYN MAWR Higher Educational COLLEGE Facilities Authority (the “Authority”) under a Trust Indenture dated as of November 15, 2012 (the “Indenture”), between the Authority and The Bank of New York Mellon Trust Company, N.A., Philadelphia, Pennsylvania, as trustee, paying agent and bond registrar (in such capacities, the “Trustee”). The Series 2012A Bonds will be payable from and secured by certain funds held by the Trustee under the Indenture and payments to the Trustee, as assignee of the Authority, under the Loan and (the “College”).Security The Agreement Series 2012A (the Bonds“Loan areAgreement”) payable solely desc ribedfrom theherein funds between under thethe AuthorityIndenture and from payments to be received by the Authority pursuant to the Loan Agreement. The obligation of the College under the Loan Agreement to make loan payments is a general obligation of the College secured by a lien upon, and security interest in, the Unrestricted CollegeLOGO Revenues, equally and ratably with certain other College obligations.BRYN MAWR See “SECURITY COLLEGE AND SOURCES OF PAYMENT FOR THE SERIES 2012A(the “College”). BONDS” herein. The Series 2012A Bonds are payable solely from the funds under the Indenture and from payments to be received by the Authority pursuant to the Loan Agreement. The obligation of the College under the Loan Agreement to make loan payments is a general obligation of the The SeriesCollege 2012A secured Bonds by are a subjectlien upon, to redemption and security prior interest to maturity, in, the as setUnre forthstricted in this College Official Revenues, Statement. equa Seelly “THE and SERIES ratably 2012Awith certain BONDS other – Redemption College of the Series 2012Aobligations. Bonds.” See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2012A BONDS” herein. The Series The2012A Series Bonds 2012A will beBonds issued are only subject as fully to redemption registered bondsprior to without maturity, coupons, as set forthand, whenin this issued, Official will Statement. be registered See in“THE the name SERIES of Cede 2012A & Co.,BONDS as registered – Redemption of the Series 2012A Bonds.” Owner and nominee for The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository for the Series 2012A Bonds. Purchases of beneficial interestsThe in Series the Series 2012A 2012A Bonds Bonds will will be issuedbe made only in book-entryas fully registered form, in bondsdenominations without coupons,of $5,000 and, or any when integral issued, multiple will be thereof. registered Purchasers in the name will notof receive certificatesCede representing & Co., theiras registered interest in Owner the Series and 2012Anominee Bonds for The purchased. Depository So longTrust as Company, Cede & Co. New is the York registered, New YorkOwner, (“DTC”). as nominee DTC of DTC,will act references as securities herein to the Bondholders,depository Owners orfor registered the Series Owners 2012A shall Bonds. mean CedePurchases & Co., of as beneficialaforesaid and interests shall not in mean the Series the Beneficial 2012A Owners Bonds will of the be Series made 2012A in book-entry Bonds. Seeform, “THE in SERIES 2012A BONDSdenominations of $5,000 or any in – Book Entry Only System” herein.tegral multiple thereof. Purchasers will not receive certificates representing their interest in the Series 2012A Bonds purchased. So long as Cede & Co. is the registered Owner, as nominee of DTC, references herein to the Bondholders, Owners or registered THE OwnersSERIES shall 2012A mean BONDS Cede &WILL Co., asBE aforesaid SPECIAL an dLIMITED shall not meanOBLIGATIONS the Beneficial OF Owners THE AUTHORITY. of the Series 2012A NEITHER Bonds. THE See GENERAL “THE SERIES CREDIT 2012A OF THE AUTHORITYBONDS – Book Entry Only System” herein. NOR THE CREDIT OR TAXING POWER OF THE COMMONWEALTH OF PENNSYLVANIA OR OF ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED FORTHE THE SERIES PAYMENT 2012A OF BONDS THE SERIES WILL 2012A BE SPECIAL BONDS, NORLIMITED SHALL OBLIGATIONS THE SERIES 2012A OF THEBONDS AUTHORITY. BE DEEMED NEITHERGENERAL THEOBLIGATIONS GENERAL OF THE AUTHORITYCREDIT OR OBLIGATIONS OF THE AUTHORITY OF THE NORCOMMONWEALTH THE CREDIT OR OF TAXING PENNSYLVANIA POWER OF OR THE OF ANYCOMMONWEALTH POLITICAL SUBDIVISION OF PENNSYLVANIA THEREOF. OR THE OF AUTHORITYANY HAS NO TAXINGPOLITICAL POWER. SUBDIVISION THEREOF IS PLEDGED FOR THE PAYMENT OF THE SERIES 2012A BONDS, NOR SHALL THE SERIES 2012A BONDS BE DEEMED GENERAL OBLIGATIONS OF THE AUTHORITY OR OBLIGATIONS OF THE COMMONWEALTH OF PENNSYLVANIA OR OF ANY POLITICAL SUBDIVISION THEREOF. THE AUTHORITY HAS NO TAXING POWER. MATURITY SCHEDULE Due December 1 Amount Coupon Yield CUSIP 2022 $13,100,000 4.00% 1.940% 70917SCS0 This cover Thispage cover contains page information contains information for reference for referenceonly. It isonly. not Ita summaryis not a summary of this issue.of this Investorsissue. Investors must read must the read entire the entireOfficial Of Statement,ficial Statement, including the Appendices,including to obtain the information Appendices, essential to obtain to makinginformation an informed essential investment to making decision.an informed investment decision. The Series 2012A Bonds are offered when, as and if issued by the Authority and received by the Underwriter, subject to the approving legal The Series 2012A Bonds are offered when, as and if issued by the Authority and received by the Underwriter, subject to the approving legal opinion of Dilworth opinion of Dilworth Paxson LLP, Bond Counsel. Certain legal matters will be passed upon for the College by Samuel Magdovitz, Esquire, College Paxson LLP,Counsel; Bond Counsel. for the Authority Certain legal by itsmatters counsel, will Buchanan,be passed upon Ingersoll for the & CollegeRooney by PC, Samuel Pittsburgh, Magdovitz, Pennsylvani Esquire,a; Collegeand for Counsel;the Underwriter, for the Authority by its counsel, by its counsel, Buchanan, Siana,Ingersoll Bellwoar & Rooney & McAndrew PC, Pittsburgh, LLP, Pennsylvania; Chester Springs, and Pennsylvania.for the Underwriter, It is expected by its counsel, that th Siana,e Series Bellwoar 2012A &Bonds McAndrew in definitive LLP, Chesterform w illSprings, be available Pennsylvania. It is expectedfor thatdelivery the Series through 2012A the facilities Bonds in of definitive DTC on formor about will N beovember 29, 2012. available for delivery through the facilities of DTC on or about November 29, 2012. BofA Merrill Lynch Dated: November 15, 2012 BofA Merrill Lynch