City of Jacksonville
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® NEW ISSUE – BOOK‑ENTRY ONLY RATINGS: See "RATINGS" herein. In the opinion of Bond Counsel, under existing statutes, regulations, rulings and court decisions, assuming continuing compliance with certain tax covenants and the accuracy of the certifications and representations of the City, interest on the Series 2017 Bonds (as defined below) will be excludable from gross income for federal income tax purposes. Interest on the Series 2017 Bonds is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. However, interest on the Series 2017 Bonds will be taken into account in determining adjusted current earnings for purposes of computing the alternative minimum tax imposed on certain corporations. Bond Counsel is further of the opinion that the Series 2017 Bonds and the interest thereon will not be subject to taxation under the laws of the State of Florida, except as to estate taxes and taxes under Chapter 220, Florida Statutes, on interest, income or profits on debt obligations owned by corporations, as defined in said Chapter 220. For a more complete discussion of certain tax aspects relating to the Series 2017 Bonds see "TAX MATTERS" herein. $112,865,000 $31,455,000 CITY OF JACKSONVILLE, FLORIDA CITY OF JACKSONVILLE, FLORIDA SPECIAL REVENUE AND REFUNDING BONDS, SPECIAL REVENUE REFUNDING BONDS, SERIES 2017A SERIES 2017B Dated: Date of Delivery Due: October 1, as shown on inside cover The City of Jacksonville, Florida (the "City") is issuing its $112,865,000 Special Revenue and Refunding Bonds, Series 2017A (the "Series 2017A Bonds") and its $31,455,000 Special Revenue Refunding Bonds, Series 2017B (the "Series 2017B Bonds" and together with the Series 2017A Bonds, the "Series 2017 Bonds"). The Series 2017A Bonds will be issued for the purpose of (i) refunding certain commercial paper notes issued pursuant to the City's commercial paper program, (ii) refunding a portion of the City's Special Revenue Bonds, Series 2010A, (iii) financing and refinancing the acquisition and construction of certain capital equipment and improvements for the City including, but not limited to, improvements to Everbank Field and (iv) paying the costs of issuance related to the Series 2017A Bonds. See "ESTIMATED SOURCES AND USES OF FUNDS" and "THE SERIES 2017 PROJECT AND PLAN OF REFUNDING" herein. The Series 2017B Bonds will be issued by the City for the purpose of (i) refunding a portion of the City's Special Revenue Bonds, Series 2010B and Special Revenue Bonds, Series 2011B issued as Designated Maturity Debt and (ii) paying the costs of issuance related to the Series 2017B Bonds. See "ESTIMATED SOURCES AND USES OF FUNDS" and "THE SERIES 2017 PROJECT AND PLAN OF REFUNDING" herein. All capitalized terms used in this Official Statement and not otherwise defined herein have the meanings set forth in "APPENDIX B – SUMMARY OF CERTAIN PROVISIONS OF THE SPECIAL REVENUE BOND ORDINANCE – Definitions of Certain Terms" attached hereto or, if not defined therein, will have the same meanings ascribed to such terms in the Special Revenue Bond Ordinance or the Bond Terms Agreement (as defined herein), as applicable. The Series 2017 Bonds are being issued as Additional Bonds under the Special Revenue Bond Ordinance and as fully registered bonds in denominations equal to the principal amount of each maturity of each series shown on the inside cover page, and when issued will be registered in the name of Cede & Co., as Bondholder and securities depository nominee of The Depository Trust Company ("DTC"). Individual purchases of beneficial interests in the Series 2017 Bonds will be made in book-entry only form through DTC Participants in the principal amount of $5,000 or any integral multiple thereof. Purchasers of beneficial interests in the Series 2017 Bonds will not receive physical delivery of bond certificates. Interest on the Series 2017 Bonds will be paid semiannually on April 1 and October 1 of each year, commencing April 1, 2018 (each, an "Interest Payment Date"). Payments of principal of and interest on the Series 2017 Bonds will be made to purchasers of beneficial interests in the Series 2017 Bonds by DTC Participants. See "BOOK-ENTRY ONLY SYSTEM" herein. Wells Fargo Bank, N.A., Jacksonville, Florida, will serve as Deputy Registrar and Paying Agent for the Series 2017 Bonds. The Series 2017 Bonds are subject to optional redemption and mandatory sinking fund redemption prior to their stated dates of maturity as more fully described herein. See "DESCRIPTION OF THE SERIES 2017 BONDS – Redemption" herein. The Series 2017 Bonds are limited obligations of the City payable from the Covenant Revenues and other legally available revenues of the City budgeted and appropriated in the manner and to the extent provided in the Special Revenue Bond Ordinance. The Series 2017 Bonds will not be secured by a lien on the Covenant Revenues or any other revenues of the City until such funds are actually budgeted and appropriated therefor and deposited in the funds and accounts under the Special Revenue Bond Ordinance. The obligation of the City to budget, appropriate and make payments from Covenant Revenues is subject to the availability of Covenant Revenues in the General Fund after the satisfaction of the funding requirements for obligations having an express lien on or pledge of such revenues and the funding requirements for essential governmental services of the City. The City may not expend money not appropriated or in excess of its current budgeted revenues to pay debt service on the Series 2017 Bonds. The City also has certain other obligations which are payable from Covenant Revenues, all as described herein. See "SECURITY FOR THE SERIES 2017 BONDS" and "ADDITIONAL DEBT" herein. The Series 2017A Bonds shall not be secured by the 2009B Reserve Subaccount or the Composite Reserve Subaccount referred to in the Special Revenue Bond Ordinance or any other reserve account or subaccount. The Series 2017B Bonds shall be secured by the 2009B Reserve Subaccount (as defined herein) on a composite basis with the City's outstanding bonds secured thereby. Principal of the Series 2017 Bonds, the redemption premium, if any, and the interest thereon shall not be deemed to constitute a general or moral obligation or indebtedness of the City, or of the State of Florida (the "State") or any political subdivision thereof within the meaning of the Constitution and laws of the State. Neither the City nor the State nor any political subdivision thereof, shall be obligated to pay the principal of, redemption premium, if any, or the interest on the Series 2017 Bonds except from the revenues and funds herein described, and neither the faith and credit nor any taxing power of the City or the State or any political subdivision thereof, is pledged to the payment of the principal of or interest on the Series 2017 Bonds or other costs incident thereto. The City is not obligated to maintain or continue any activities that generate Covenant Revenues. This cover page contains certain information for quick reference only. It is not a summary of the issue. Investors must read the entire Official Statement to obtain information essential to making an informed investment decision. The Series 2017 Bonds are offered for delivery when, as and if issued by the City and received by the Underwriters of the Series 2017 Bonds, subject to the delivery of an approving opinion as to the legality of the Series 2017 Bonds by Greenberg Traurig, P.A., Orlando, Florida, serving as Bond Counsel to the City. Certain legal matters will be passed upon for the City by Bryant Miller Olive P.A., Jacksonville, Florida and Ezell Law Firm P.A., Jacksonville, Florida, serving as co-Disclosure Counsel to the City. Certain other legal matters will be passed upon for the City by its Office of General Counsel. Rogers Towers, P.A., Jacksonville, Florida is serving as counsel to the Underwriters. Public Financial Management, Inc., Orlando, Florida is acting as financial advisor to the City in connection with the issuance of the Series 2017 Bonds. It is expected that the Series 2017 Bonds will be available for delivery through the facilities of DTC in New York, New York, on or about September 20, 2017. BofA Merrill Lynch Citigroup Goldman Sachs & Co. LLC Loop Capital Markets Dated: August 23, 2017 MATURITIES, AMOUNTS, INTEREST RATES, YIELDS, PRICES AND CUSIPS $112,865,000 CITY OF JACKSONVILLE, FLORIDA SPECIAL REVENUE AND REFUNDING BONDS SERIES 2017A $86,685,000 Serial Series 2017A Bonds Date Principal Interest (October 1) Amount Rate Yield Price CUSIP No.** 2018 $ 670,000 3.000% 0.850% 102.201 469487LT7 2019 8,085,000 5.000 0.950 108.125 469487LU4 2020 4,040,000 5.000 1.040 111.783 469487LV2 2021 1,785,000 5.000 1.180 114.992 469487LW0 2022 2,385,000 5.000 1.330 117.800 469487LX8 2023 2,505,000 5.000 1.490 120.171 469487LY6 2024 2,630,000 5.000 1.690 121.854 469487LZ3 2025 2,760,000 5.000 1.880 123.154 469487MA7 2026 5,605,000 5.000 2.030 124.392 469487MB5 2027 5,875,000 5.000 2.210 124.976 469487MC3 2028 6,170,000 5.000 2.370* 123.355* 469487MD1 2029 5,455,000 5.000 2.470* 122.355* 469487ME9 2030 3,535,000 5.000 2.570* 121.365* 469487MF6 2031 3,705,000 5.000 2.630* 120.775* 469487MG4 2032 4,130,000 5.000 2.700* 120.091* 469487MH2 2033 4,345,000 5.000 2.760* 119.508* 469487MJ8 2034 4,565,000 5.000 2.820* 118.929* 469487MK5 2035 4,790,000 5.000 2.890* 118.258* 469487ML3 2036 5,025,000 5.000 2.920* 117.972* 469487MM1 2037 5,860,000 5.000 2.970* 117.496* 469487MN9 2038 2,765,000 4.000 3.350* 105.497* 469487MP4 $12,435,000 – 5.250% Series 2017A Term Bond Due October 1, 2042 – Yield 3.090%* – Price 118.507* – CUSIP No.