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Los Angeles Unified School District PRELIMINARY OFFICIAL STATEMENT DATED APRIL 23, 2019 NEW ISSUE – BOOK-ENTRY ONLY Ratings: Fitch: “AAA” ® Moody’s: “Aa2” See “MISCELLANEOUS – Ratings” herein. In the opinion of Hawkins Delafield & Wood LLP, Bond Counsel to the District, under existing statutes and court decisions and assuming continuing compliance with certain tax covenants described herein, (i) interest on the Refunding Bonds is excluded from gross income for Federal income tax purposes pursuant to Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”), and (ii) interest on the Refunding Bonds is not treated as a preference item in calculating the alternative minimum tax under the Code. In addition, in the opinion of Bond Counsel to the District, under existing statutes, interest on the Refunding Bonds is exempt from personal income taxes imposed by the State of California. See “TAX MATTERS” herein. $634,030,000* LOS ANGELES UNIFIED SCHOOL DISTRICT (County of Los Angeles, California) 2019 General Obligation Refunding Bonds, Series A (Dedicated Unlimited Ad Valorem Property Tax Bonds) Dated: Date of Delivery Due: As shown on inside cover The Los Angeles Unified School District (County of Los Angeles, California) 2019 General Obligation Refunding Bonds, Series A (Dedicated Unlimited Ad Valorem Property Tax Bonds) (the “Refunding Bonds”) are being issued by the Los Angeles Unified School District (the “District”), located in the County of Los Angeles (the “County”), to refund and defease a portion of the Prior Bonds (defined herein) as more fully described herein. A portion of the proceeds of the Refunding Bonds will be used to pay the costs of issuance incurred in connection with the issuance of the Refunding Bonds. See “ESTIMATED SOURCES AND USES OF FUNDS” and “PLAN OF REFUNDING” herein. The Refunding Bonds are being issued under the laws of the State of California (the “State”) and the applicable authorizations received at elections held by the District as described herein, and pursuant to a resolution of the Board of Education. The Refunding Bonds are general obligation bonds of the District secured by and payable from ad valorem property taxes to be levied within the District pursuant to the California Constitution and other State law. The Board of Supervisors of the County is empowered and is obligated to levy ad valorem taxes upon all property subject to taxation by the District, without limitation as to rate or amount (except as to certain personal property which is taxable at limited rates), for the payment of principal of and interest on the Refunding Bonds, all as more fully described herein. See “SECURITY AND SOURCE OF PAYMENT FOR THE REFUNDING BONDS” herein. Interest on the Refunding Bonds is payable on each January 1 and July 1 to maturity, commencing July 1, 2019. Principal of the Refunding Bonds is payable on January 1 or July 1 in each of the years and in the amounts set forth on the inside front cover hereof. The Refunding Bonds will be issued in book-entry form only, in denominations of $5,000 principal amount, or integral multiples thereof, and will be initially issued and registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”). DTC will act as securities depository for the Refunding Bonds. Owners will not receive certificates representing their interests in the Refunding Bonds. Payments of principal of, premium, if any, and interest on the Refunding Bonds will be made by U.S. Bank National Association, as agent to the Treasurer and Tax Collector of the County, as the initial paying agent, to DTC, which is obligated to remit such payments to its DTC Participants for subsequent disbursement to the beneficial owners of the Refunding Bonds. See Appendix C – “BOOK-ENTRY ONLY SYSTEM” attached hereto. The Refunding Bonds are subject to redemption prior to their respective stated maturity dates as described herein. See “THE REFUNDING BONDS – Redemption” herein. THIS COVER PAGE CONTAINS CERTAIN INFORMATION FOR GENERAL REFERENCE ONLY. IT IS NOT INTENDED TO BE A SUMMARY OF THE SECURITY OR TERMS OF THIS ISSUE. INVESTORS ARE ADVISED TO READ THE ENTIRE OFFICIAL STATEMENT TO OBTAIN INFORMATION ESSENTIAL TO THE MAKING OF AN INFORMED INVESTMENT DECISION. The Refunding Bonds will be sold and awarded by competitive bid to be held on May 7, 2019, as set forth in the Notice Inviting Bids, dated April 23, 2019. The Refunding Bonds will be offered when, as and if issued by the District, subject to the approval of legality by Hawkins Delafield & Wood LLP, Los Angeles, California, Bond Counsel to the District. Certain legal matters will be passed upon for the District by Orrick, Herrington & Sutcliffe LLP, Irvine, California, as Disclosure Counsel to the District. It is anticipated that the Refunding Bonds, in definitive form, will be available for delivery through the facilities of DTC on or about May 29, 2019. Dated: ___________, 2019 This Preliminary Official Statement and the 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 Under no circumstances shall this Preliminary to sell or the solicitation of an offer Official Statement constitute an offer This Preliminary herein are subject to completion and amendment. contained and the information Official Statement be unlawful. solicitation or sale would jurisdiction sale of these securities, in any in which such offer, nor shall there be any buy, * Preliminary; subject to change. MATURITY DATES, PRINCIPAL AMOUNTS, INTEREST RATES, INITIAL PUBLIC OFFERING YIELDS, PRICES AND CUSIP NUMBERS $634,030,000* LOS ANGELES UNIFIED SCHOOL DISTRICT (County of Los Angeles, California) 2019 General Obligation Refunding Bonds, Series A (Dedicated Unlimited Ad Valorem Property Tax Bonds) Base CUSIP† Number: 544646 Principal Interest Initial Public CUSIP† Maturity Amount Rate Offering Yield Price Suffix * Preliminary; subject to change. † CUSIP® is a registered trademark of The American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of The American Bankers Association by S&P Capital IQ. Copyright(c) 2019 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the District, the Underwriter or their respective agents or counsel assume responsibility for the accuracy of such numbers. LOS ANGELES UNIFIED SCHOOL DISTRICT BOARD OF EDUCATION District Member Term Ending 2 Mónica García, President December 11, 2022 4 Nick Melvoin, Vice President December 11, 2022 1 George McKenna December 13, 2020 3Scott Schmerelson December 13, 2020 5(Vacant)† December 13, 2020 6 Kelly Gonez December 11, 2022 7 Richard Vladovic December 13, 2020 DISTRICT OFFICIALS Austin Beutner, Superintendent David Holmquist, General Counsel Dr. Scott Price, Chief Financial Officer V. Luis Buendia, Controller Timothy S. Rosnick, Deputy Controller BOND COUNSEL Hawkins Delafield & Wood LLP Los Angeles, California DISCLOSURE COUNSEL Orrick, Herrington & Sutcliffe LLP Los Angeles, California MUNICIPAL ADVISOR Fieldman, Rolapp & Associates, Inc. Irvine, California PAYING AGENT U.S. Bank National Association, as agent of the Treasurer and Tax Collector of the County of Los Angeles, Los Angeles, California ESCROW AGENT U.S. Bank National Association Los Angeles, California VERIFICATION AGENT Causey Demgen & Moore P.C. Denver, Colorado † On March 5, 2019, the District conducted a special election for a board member to represent District 5. Since no candidate received a majority of the vote at such special election, a runoff election will be held on May 14, 2019 between Jackie Goldberg and Heather Repenning, the two candidates who received the most votes at such special election. See APPENDIX A – “DISTRICT FINANCIAL INFORMATION AND REGIONAL ECONOMIC AND DEMOGRAPHIC INFORMATION – DISTRICT GENERAL INFORMATION - District Governance; Senior Management.” No dealer, broker, salesperson or other person has been authorized by the District to give any information or to make any representations, other than those contained in this Official Statement, and if given or made, such other information or representation must not be relied upon as having been authorized by any of the foregoing. The information contained herein has been obtained from sources that are believed to be reliable. The information and expressions of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, give rise to any implication that there has been no change in the affairs of the District since the date hereof. IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER OF THE REFUNDING BONDS (THE “UNDERWRITER”) MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICES OF THE REFUNDING BONDS AT LEVELS ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. THE UNDERWRITER MAY OFFER AND SELL THE REFUNDING BONDS TO CERTAIN SECURITIES DEALERS AND DEALER BANKS AND BANKS ACTING AS AGENT AT PRICES LOWER THAN THE PUBLIC OFFERING PRICES STATED ON THE INSIDE FRONT COVER PAGE HEREOF AND SAID PUBLIC OFFERING PRICES MAY BE CHANGED FROM TIME TO TIME BY THE UNDERWRITER. When used in this Official Statement or in any continuing disclosure by the District, in any press release by the District or in any oral statement made with the approval of an authorized officer of the District, the words or phrases “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimate,” “project,” “forecast,” “expect,” “intend” and similar expressions identify “forward-looking statements.” Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated in such forward-looking statements. Any forecast is subject to such uncertainties.
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