Township of Lakewood in the County of Ocean, New Jersey
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PRELIMINARY OFFICIAL STATEMENT DATED JULY 25, 2012 NEW ISSUE RATING: S & P A+ BOOK-ENTRY ONLY (See “RATING” herein) In the opinion of GluckWalrath LLP, Bond Counsel assuming continuing compliance with the provisions of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to the Tax-Exempt Bonds and subject to certain provisions of the Code which are described herein, under laws, regulations, rulings and judicial decisions existing on the date of original delivery of the Tax-Exempt Bonds, interest received by holders of the Tax-Exempt Bonds will be excludable from gross income for federal income tax purposes and will not be treated as a tax preference item for purposes under Section 57 of the Code for individuals or corporations. Interest on the Tax-Exempt Bonds is included in the adjusted current earnings of certain corporations for the purposes of computing the alternative minimum alternative tax on such corporations. However, interest on the Tax-Exempt Bonds may become taxable retroactively if certain requirements under the Code are not complied with. Under the laws of the State of New Jersey, as enacted and construed on the date of original delivery of the Bonds, interest on the Bonds and any gain from the sale thereof is excludable from gross income under the New Jersey Gross Income Tax Act. See “TAX MATTERS” herein for a description of certain other provisions of the Code that may affect the federal tax treatment of interest on the Bonds. TOWNSHIP OF LAKEWOOD IN THE COUNTY OF OCEAN, NEW JERSEY $8,595,000* GENERAL OBLIGATION REFUNDING BONDS consisting of $7,655,000* GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2012 AND $940,000* PENSION REFUNDING BONDS, TAXABLE SERIES 2012 (Book Entry-Only) (Non-Callable) NOT BANK QUALIFIED Dated: Date of Delivery Due: Shown on the inside from cover The $8,595,000* General Obligation Refunding Bonds, consisting of $7,655,000* General Improvement Refunding Bonds, Series 2012 (the “Tax-Exempt Bonds”) and $940,000* Pension Refunding Bonds, Taxable Series 2012 (the “Taxable Bonds” and together with the Tax-Exempt Bonds, the “Bonds”) of the Township of Lakewood, in the County of Ocean, New Jersey (the “Township”) will be issued as fully registered Bonds of each series in the form of one certificate for the aggregate principal amount of each maturity of each series of Bonds and when issued will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York, which will act as Securities Depository. The certificates will be on deposit with DTC. So long as DTC, or its nominee Cede & Co., is the registered owner of the Bonds, payments of the principal of and interest on the Bonds of such series are to be made directly to Cede & Co., which is to remit such payments to DTC participants, which in turn is to remit such payments to be beneficial owners of the Bonds (see “THE BONDS – Book Entry Only System” herein). Individual purchases of the Bonds or each series may be made in the principal amount of $5,000 or any integral multiple thereof through book-entries made on the books and the records of DTC and its participants. Individual purchasers of the Bonds will not receive certificates representing their beneficial ownership interests in the Bonds. Principal of the Tax-Exempt Bonds is payable on January 15 in each of the years set forth below. Interest on the Tax-Exempt Bonds is payable on January 15, 2013 and semiannually thereafter on July 15 and January 15 in each year until maturity. Principal of the Taxable Bonds is payable on April 1 in each of the years set forth below. Interest on the Taxable Bonds is payable on October 1, 2012 and semiannually thereafter on October 1 and April 1 in each year until maturity. As long as DTC or its nominee, Cede & Co., is the registered owner of the Bonds, payment of the principal and interest on the Bonds will be made by the Township directly to DTC or its nominee, Cede & Co. Interest on the Tax-Exempt Bonds will be credited to the participants of DTC as listed on the records of DTC as of each next preceding January 1 and July 1 (the “Tax-Exempt Bonds Record Dates” for the payment of interest on the Tax-Exempt Bonds). Interest on the Taxable Bonds will be credited to the participants of DTC as listed on the records of DTC as of each next preceding March 15 and September 15 (the “Taxable Bonds Record Dates” for the payment of interest on the Taxable Bonds). The Bonds are not subject to redemption prior to their stated maturities. The Bonds will constitute general obligations of the Township for the payment of the principal of and interest on which the full faith, credit and taxing power of the Township is available, and all the taxable real property within the Township is subject to the levy of ad valorem taxes, without limitation as to rate or amount, for such purposes. THIS COVER PAGE 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 Bonds are offered when, as and if received by the Underwriter and subject to prior sale, withdrawal or modification of the offer without notice, and to approval of legality by GluckWalrath LLP, Trenton, New Jersey, Bond Counsel, and certain other conditions described herein. Certain legal matters will be passed upon by the Township by the Township Attorney, Lawrence E. Bathgate, II, Esquire, Lakewood, New Jersey. It is expected that the Bonds, in definitive form, will be available for delivery on or about August 22, 2012. Dated:____________, 2012 This is a Preliminary Official Statement and the information contained herein is subject to completion, amendment or other change without notice. The securities described herein may not be sold nor may offers to buy be accepted prior to the time the Official the time the to prior accepted be buy to offers may nor sold be not may herein described securities The notice. without change other or amendment solicitation completion, to subject is herein contained information offer, the and Statement Official Preliminary such a is This which in jurisdiction any in securities these of sale any be there shall nor buy to offer an of solicitation the or sell to offer an constitute Statement Official Preliminary this shall circumstances no Under form. final in delivered is Statement or sale would be unlawful prior to registration qualification under the applicable securities laws of any such jurisdiction. * Preliminary, subject to change. AMOUNTS, MATURITIES, INTEREST RATES AND PRICES OR YIELDS TAX-EXEMPT BONDS (01/15) Interest Year Amount* Rate Price/Yield 2013 $ 800,000 2014 790,000 2015 1,515,000 2016 1,570,000 2017 695,000 2018 725,000 2019 760,000 2020 800,000 TAXABLE BONDS (04/01) Interest Year Amount* Rate Price/Yield 2013 $20,000 2014 90,000 2015 100,000 2016 110,000 2017 125,000 2018 135,000 2019 150,000 2020 160,000 2021 50,000 ____________________ * Preliminary, subject to change. TOWNSHIP OF LAKEWOOD IN THE COUNTY OF OCEAN, NEW JERSEY MAYOR Menashe Miller COMMITTEE MEMBERS Steven Langert Raymond G. Coles Meir Lichtenstein Albert Ackerman MANAGER Michael Muscillo CHIEF FINANCIAL OFFICER William C. Rieker CLERK Mary Ann Del Mastro TOWNSHIP ATTORNEY Lawrence E. Bathgate, II, Esquire INDEPENDENT ACCOUNTANTS Holman & Frenia, P.C. Medford, New Jersey BOND COUNSEL GluckWalrath LLP Trenton, New Jersey No dealer, broker, salesperson or other person has been authorized by the Township to give any information or to make any representations with respect to the 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 the foregoing. The information contained herein has been derived from the Township and other sources deemed reliable; however, no representation or warranty is made as to its accuracy or completeness and it is not to be construed as a representation as to information from sources other than itself, by the Township. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale hereunder shall, under any circumstances, create any implication that there has been no change in the affairs of the Township since the date hereof. References in this Official Statement to laws, rules, regulations, resolutions, agreements, reports and other documents do not purport to be comprehensive or definitive. All references to such documents are qualified in their entirety by references to the particular document, the full text of which may contain qualifications of and exceptions to statements made herein, and copies of which may be obtained from the Township during normal business hours. Upon issuance, the Bonds will not be registered under the Securities Act of 1933 as amended, will not be listed on any stock or other securities exchange and neither the Securities and Exchange Commission nor any other federal, state, municipal or other governmental entity, other than the Township, will have passed upon the accuracy or adequacy of the Official Statement. The order and placement of materials in the Official Statement, including the Appendices, are not to be deemed to be a determination of relevance, materiality or importance and the Official Statement, including the Appendices, must be considered in its entirety. The Underwriter has reviewed the information in this Official Statement pursuant to its responsibilities to investors under the federal securities laws, but the Underwriter does not guarantee the accuracy or completeness of such information.