The Bonds Are Limited Obligations of The
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OFFICIAL STATEMENT DATED MAY 14 2014 NEW ISSUE – BOOK ENTRY ONLY RATINGS (S&P): Long Term (Series 2014 T2, T3 & T4): “A” Short Term (Series 2014 T2): “A-1” Stable Outlook See: “RATINGS” herein In the opinion of Ballard Spahr LLP, Bond Counsel, interest on the Bonds is excludable from gross income for purposes of federal income tax, assuming continuing compliance with the requirements of the federal tax laws. Interest on the Bonds is not a preference item for purposes of either individual or corporate federal alternative minimum tax; however, interest paid to corporate holders of the Bonds may be indirectly subject to alternative minimum tax under circumstances described under “TAX MATTERS” herein. Bond Counsel is also of the opinion that, under the laws of the Commonwealth of Pennsylvania, interest on the Bonds is exempt from Pennsylvania personal income tax and corporate net income tax, and the Bonds are exempt from personal property taxes in Pennsylvania. See “TAX MATTERS” herein. $26,065,000 PENNSYLVANIA HIGHER EDUCATIONAL FACILITIES AUTHORITY (Commonwealth of Pennsylvania) Multi-Mode Revenue Bonds (AICUP Financing Program – York College of Pennsylvania Project) Series 2014 T2, T3 and T4 consisting of $7,300,000 $8,400,000 $10,365,000 Series 2014 T2 Series 2014 T3 Series 2014 T4 Dated: Date of Delivery Due: May 1, as shown on inside cover The Pennsylvania Higher Educational Facilities Authority (the “Authority”) will simultaneously issue • $7,300,000 aggregate principal amount of its Pennsylvania Higher Educational Facilities Authority Multi-Mode Revenue Bonds (AICUP Financing Program – York College of Pennsylvania Project) Series 2014 T2 (the “Series 2014 T2 Bonds”), • $8,400,000 aggregate principal amount of its Pennsylvania Higher Educational Facilities Authority Multi-Mode Revenue Bonds (AICUP Financing Program – York College of Pennsylvania Project) Series 2014 T3 (the “Series 2014 T3 Bonds”), and • $10,365,000 aggregate principal amount of its Pennsylvania Higher Educational Facilities Authority Multi-Mode Revenue Bonds (AICUP Financing Program – York College of Pennsylvania Project) Series 2014 T4 (the “Series 2014 T4 Bonds” and, collectively with the Series 2014 T2 Bonds and the Series 2014 T3 Bonds, the “Bonds”). The Bonds will be issued initially in denominations of $5,000 or any whole multiple thereof. The Bonds will be registered in the name of Cede & Co. as the registered owner and nominee for The Depository Trust Company (“DTC”), New York, New York. The principal of and premium, if any, on the Bonds will be payable to the registered owner at the designated corporate trust agency office of The Bank of New York Mellon Trust Company, N.A., Philadelphia, Pennsylvania, as trustee (the “Trustee”) for the Bonds, or the designated corporate trust office of any successor Trustee. Each Series of Bonds will bear interest at a Term Rate, a Weekly Rate or a Libor-CUBBSSM Rate, as described herein, as determined in accordance with the Trust Indenture between the Authority and the Trustee (the “Indenture”) pursuant to which the Bonds are issued and secured. While a Series of Bonds bears interest at a Term Rate, interest will be payable semiannually on May 1 and November 1, commencing November 1, 2014, and while a Series of Bonds bears interest at a Weekly Rate or a Libor-CUBBS Rate, interest will be payable monthly on the first Business Day of each calendar month, in each case by the Trustee to the registered owners by check, or by wire transfer at the request of holders of at least $1,000,000 aggregate principal amount of such Bonds. The Weekly Rate will never exceed 10% per annum, the Libor-CUBBS Rate will never exceed 20% per annum, and the Term Rate will never exceed 15% per annum. Each Series of Bonds will initially be offered at a Term Rate. The Bonds are payable solely from, and are secured by an assignment and a pledge of, payments and other revenues to be received by the Authority under a Loan Agreement between the Authority and the Borrower, and from Bond proceeds and other moneys pledged to or held by the Trustee under the Indenture for such purpose. Bonds in the Weekly Mode only will be purchased, at the option of the holder thereof, at the principal amount thereof, plus accrued interest, if any, at the times and subject to the conditions described herein. The Bonds are subject to optional, mandatory and extraordinary optional redemption by the Authority prior to maturity as described herein. The interest rate mode for each Series of the Bonds is subject to conversion as described herein, in which case such Bonds will be subject to mandatory purchase as described herein. THE BONDS ARE LIMITED OBLIGATIONS OF THE AUTHORITY AND ARE PAYABLE SOLELY FROM THE SOURCES REFERRED TO IN THE INDENTURE PURSUANT TO WHICH SUCH BONDS ARE ISSUED AND SECURED, AND THE BONDS SHALL NOT BE OR BE DEEMED TO BE A GENERAL OBLIGATION OF THE AUTHORITY OR AN OBLIGATION OF THE COMMONWEALTH OF PENNSYLVANIA OR ANY POLITICAL SUBDIVISION THEREOF. NEITHER THE COMMONWEALTH OF PENNSYLVANIA NOR ANY POLITICAL SUBDIVISION THEREOF IS OR SHALL BE OBLIGATED TO PAY THE PRINCIPAL OF OR PREMIUM, IF ANY, OR INTEREST ON THE BONDS, AND NEITHER THE GENERAL CREDIT OF THE AUTHORITY NOR THE FAITH AND CREDIT OR TAXING POWER OF THE COMMONWEALTH OF PENNSYLVANIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO SUCH PAYMENT. THE AUTHORITY HAS NO TAXING POWER. The Bonds are offered when, as and if issued by the Authority, subject to prior sale, withdrawal or modification of the offer without any notice, and to the approving opinion of Ballard Spahr LLP, Philadelphia, Pennsylvania, Bond Counsel. Certain legal matters will be passed upon by Buchanan Ingersoll & Rooney PC, Pittsburgh, Pennsylvania, as counsel to the Authority; by Barley Snyder, LLC, York, Pennsylvania, as counsel to the Borrower; and by Morgan, Lewis & Bockius LLP, Philadelphia, Pennsylvania, as counsel to the Financial Advisor. M&T Securities, Inc. has acted as Financial Advisor to the Borrower in connection with the Bonds. It is expected that Bonds in definitive form will be delivered to DTC in New York, New York, on or about May 21, 2014. CUBBSSM is a service mark of the Association of Independent Colleges and Universities of Pennsylvania. PENNSYLVANIA HIGHER EDUCATIONAL FACILITIES AUTHORITY (Commonwealth of Pennsylvania) MULTI-MODE REVENUE BONDS (AICUP FINANCING PROGRAM - YORK COLLEGE OF PENNSYLVANIA PROJECT) SERIES 2014 T1, T2 and T3 INITIAL S&P PRINCIPAL AMOUNT INTEREST INITIAL RATINGS SERIES AND MATURITY RATE MODE RATE YIELD PRICE (4) CUSIP(5) T2 $7,300,000 Term Mode 1.000% 0.630%(1) 100.347%(1) A/A-1 70917SJZ7 Due: May 1, 2030 (One Year) T3 $8,400,000 Term Mode 2.000% 0.900%(2) 102.115%(2) A 70917SKA0 Due: May 1, 2034 (Two Year) T4 $10,365,000 Term Mode 3.000% 1.120%(3) 105.429%(3) A 70917SKB8 Due: May 1, 2033 (Three Year) _____________ (1) Series 2014 T2 Bonds. Yield and price shown to the May 1, 2015 mandatory tender date. The initial Term Rate Period will end on April 30, 2015, at which time the Series 2014 T2 Bonds will either continue in the Term Mode for successive one- year periods, or be converted to a different Rate Mode, at the election of the Borrower. (2) Series 2014 T3 Bonds. Yield and price shown to the May 1, 2016 mandatory tender date. The initial Term Rate Period will end on April 30, 2016, at which time the Series 2014 T3 Bonds will either continue in the Term Mode for successive two- year periods, or be converted to a different Rate Mode, at the election of the Borrower. (3) Series 2014 T4 Bonds. Yield and price shown to the May 1, 2017 mandatory tender date. The initial Term Rate Period will end on April 30, 2017, at which time the Series 2014 T4 Bonds will either continue in the Term Mode for successive three- year periods, or be converted to a different Rate Mode, at the election of the Borrower. (4) See “RATINGS” herein. (5) The CUSIP numbers listed above are provided by Standard & Poor’s CUSIP Service Bureau, a division of The McGraw-Hill Companies, Inc., and are included here solely for the convenience of Bondholders at the time of issuance of the Bonds. None of the Authority, the Borrower or the Underwriter (hereinafter defined) make any representation with respect to such numbers or undertakes any responsibility for their accuracy now or at any time in the future. PENNSYLVANIA HIGHER EDUCATIONAL FACILITIES AUTHORITY (Commonwealth of Pennsylvania) 1035 Mumma Road Wormleysburg, Pennsylvania 17043 MEMBERS OF THE AUTHORITY Honorable Thomas W. Corbett President Governor of the Commonwealth of Pennsylvania Honorable Michael J. Folmer Vice President Designated by the President Pro Tempore of the Senate Honorable Andrew E. Dinniman Vice President Designated by the Minority Leader of the Senate Honorable Warren E. Kampf Vice President Designated by the Speaker of the House of Representatives Honorable Robert M. McCord Treasurer State Treasurer Honorable Sheri L. Phillips Secretary Secretary of General Services Honorable Anthony M. DeLuca Board Member Designated by the Minority Leader of the House of Representatives Honorable Eugene A. DePasquale Board Member Auditor General Honorable Carolyn C. Dumaresq Board Member Acting Secretary of Education EXECUTIVE DIRECTOR Robert Baccon AUTHORITY COUNSEL [Appointed by the Office of General Counsel] Buchanan Ingersoll & Rooney PC Pittsburgh, Pennsylvania PROGRAM SPONSOR Association of Independent Colleges and Universities of Pennsylvania BOND COUNSEL [Appointed by the Office of General Counsel] Ballard Spahr LLP Philadelphia, Pennsylvania TRUSTEE The Bank of New York Mellon Trust Company, N.A. Philadelphia, Pennsylvania FINANCIAL ADVISOR TO THE BORROWER M&T Securities, Inc. Canonsburg, Pennsylvania No dealer, broker, salesperson or other person has been authorized by the Authority, the Borrower, the Program Sponsor or the Underwriter (hereinafter defined) to give any information or to make any representations with respect to the Bonds other than those in this Official Statement, and if given or made, such other information or representations must not be relied upon as having been authorized by any of the foregoing.