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The City of Philadelphia, Pennsylvania

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The City of Philadelphia, Pennsylvania PRELIMINARY OFFICIAL STATEMENT DATED NOVEMBER 22, 2013 NEW ISSUE: BOOK-ENTRY ONLY RATINGS: Moody’s: “MIG 1” S&P: “SP-1+” (See “Ratings” herein) In the opinion of Co-Bond Counsel, interest on the Notes 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 MATTERS” herein. Interest on the Notes will not be an item of tax preference for purposes of the individual and corporate alternative minimum taxes; however, such interest is taken into account in computing the alternative minimum tax for certain corporations. Under the laws of the Commonwealth of Pennsylvania, as enacted and construed on the date hereof, the Notes are exempt from Pennsylvania personal property taxes and the interest on the Notes is exempt from Pennsylvania income tax and Pennsylvania corporate net income tax. For a more complete discussion see “TAX MATTERS” herein. $100,000,000* THE CITY OF PHILADELPHIA, PENNSYLVANIA Tax and Revenue Anticipation Notes, Series A of 2013-2014 Dated: Date of Original Delivery Due: June 30, 2014 The Tax and Revenue Anticipation Notes, Series A of 2013-2014 (the “Notes”) of The City of Philadelphia, Pennsylvania (the “City”) will be issued in registered form in denominations of $5,000 or any integral multiple thereof and will bear interest from the date of issuance to the maturity date at the annual rate set forth on the inside cover page hereof, calculated on the basis of actual days elapsed in a 365-day year. The Notes are not subject to redemption prior to maturity. The Notes, when issued, will be registered 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 Notes. Purchases of beneficial ownership interests in the Notes will be made in book-entry only form. Principal of and interest on the Notes is payable directly to Cede & Co., for redistribution to DTC Participants and in turn to Beneficial Owners as described herein. Purchasers of Notes will not receive certificates representing their ownership interests in the Notes. See BOOK-ENTRY“ ONLY SYSTEM” herein. The principal of and interest on the Notes will be payable on June 30, 2014 at the designated corporate trust office of The Bank of New York Mellon Trust Company, N.A., in Philadelphia, Pennsylvania, which is acting as registrar, transfer agent and paying agent for the Notes. The Notes are being issued pursuant to a Loan Authorization, adopted by the Loan Committee of the City on December __, 2013 (the “Loan Authorization”) and a Trust Agreement, dated December __, 2013 (the “Trust Agreement”), between the City and The Bank of New York Mellon Trust Company, N.A., as Trustee. See “THE NOTES” herein. The Notes are general obligations of the City, but do not constitute debt of the City subject to the limitations of Article IX of the Pennsylvania Constitution. The Notes are payable from funds required to be deposited by the City in the Note Fund (as herein defined) established under the Loan Authorization and the Trust Agreement. The Notes are equally and ratably secured by a pledge of, security interest in, and a lien and charge on, the taxes and revenues of the City to be received for the account of the General Fund (as herein defined) during the period when the Notes will be outstanding, until the earlier of (i) the payment or provision for payment in full of the principal of and interest on the Notes, or (ii) June 30, 2014. As further security for the repayment of the Notes, the City is covenanting in the Loan Authorization and the Trust Agreement to make certain irrevocable deposits into the Note Fund, which deposits in the aggregate, will equal the entire principal of and interest due on the Notes at maturity. See “SECURITY FOR THE NOTES” herein. This cover page contains information for quick reference only. It is not a summary of this issue. Investors must read the entire Official Statement, including the Appendices, which are an integral part hereof, to obtain information essential to making an informed investment decision regarding the Notes. The Notes are offered when, as and if issued and received by the Underwriters and subject to approval as to legality by Dilworth Paxson LLP, Philadelphia, Pennsylvania, and Gonzalez Saggio & Harlan LLP, New York, New York, Co-Bond Counsel. Certain legal matters will be passed upon for the City by the City Solicitor. It is anticipated that the Notes will be available for delivery through the facilities of DTC in New York, New York, on or about December 11, 2013. Dated: December __, 2013 This Preliminary Official Statement and the information contained herein are subject to completion, amendment or other change without notice. The Notes may not be sold, nor may offers to buy be accepted, prior to the time Official to offers not be sold, nor may The Notes may This Preliminary contained herein are subject to completion, amendment or other change without notice. Official Statement and the information any jurisdictionany sale of the Notes in in which such offer, nor shall there be buy, to Under no circumstances shall this Preliminary to sell or the solicitation of an offer Official Statement constitute an offer form. in final Statement is delivered of such jurisdiction. exception under the laws of an appropriate availability prior qualification or the to registration, be unlawful solicitation or sale would * Preliminary, subject to change $100,000,000∗ THE CITY OF PHILADELPHIA, PENNSYLVANIA Tax and Revenue Anticipation Notes, Series A of 2013-2014 Amount Rate Yield Price CUSIP† ∗ Preliminary, subject to change † "CUSIP" is a registered trademark of the American Bankers Association. CUSIP numbers are provided by Standard & Poor’s, CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc. The CUSIP number listed above is being provided solely for the convenience of holders of the Notes only at the time of issuance of the Notes and the City and the Underwriters do not make any representations with respect to such number or undertake any responsibility for its accuracy now or at any time in the future. The CUSIP number is subject to being changed after the issuance of the Notes as a result of various subsequent actions including, but not limited to, 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 the Notes. CITY OF PHILADELPHIA, PENNSYLVANIA _______________________ MAYOR HONORABLE MICHAEL A. NUTTER ______________________ _______________________ MAYOR’S CHIEF OF STAFF Everett A. Gillison ______________________ MAYOR’S CABINET Richard Negrin, Esquire .................................................................................................................... Managing Director Rob Dubow ....................................................................................................................................... Director of Finance Shelley R. Smith ........................................................................................................................................ City Solicitor Rina Cutler ..............................................................................................Deputy Mayor of Transportation and Utilities Alan Greenberger .......................... Deputy Mayor for Planning and Economic Development and Commerce Director Donald F. Schwarz, M.D.. ................................. Deputy Mayor for Health and Opportunity and Health Commissioner Michael DiBerardinis .................................................... Deputy Mayor for Environmental and Community Resources Desiree Peterkin Bell ......................................................................... Director of Communications/City Representative Suzanne Biemiller ................................................................................................................ First Deputy Chief of Staff Lori A. Shorr, Ph.D ................................................................................................................... Chief Education Officer Adel Ebeid ............................................................................................................................. Chief Information Officer Katherine Gajewski ................................................................................................................. Director of Sustainability Teresa A. Gillen .................................................................................................... Director, Federal Legislative Affairs Eva Gladstein .................................... Executive Director, Mayor’s Office of Community Engagement & Opportunity Amy L. Kurland .................................................................................................................................. Inspector General Joan L. Markman ......................................................................................................................... Chief Integrity Officer Michael Resnick ...................................................................................................................... Director of Public Safety Robert Murken ....................................................................................... Director, Legislative and Government Affairs David G. Wilson ..........................................................................................................
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