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GO Bonds Series 2012 a & B

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GO Bonds Series 2012 a & B NEW ISSUE Bonds Ratings: Moody's Aa2 Fitch AA+ Book-Entry Only (See "Ratings" herein) S&P AA CITY OF NORFOLK, VIRGINIA $69,030,000 $7,805,000 General Obligation Refunding Bonds, General Obligation Refunding Bonds, Series 2012A (Non-AMT) Series 2012B (AMT) Dated: Date of Delivery Due: October 1, as shown on the inside front cover The City of Norfolk, Virginia (the "City") prepared this Official Statement to provide information on the above-referenced 2012A Bonds and the 2012B Bonds (collectively, the "Bonds"). This cover page presents a summary of selected information for your convenience and does not provide a complete description of the Bonds. To make an informed decision regarding the Bonds, this Official Statement should be read in its entirety. Tax Matters In the opinion of Bond Counsel, under current law and assuming the compliance with certain covenants by and the accuracy of certain representations and certifications of the City and other persons and entities described in the section herein "TAX MATTERS" interest on the 2012A Bonds (i) is excludable from the gross income of the owners thereof for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the "Code"), and (ii) is not a specific item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations. Interest on the 2012A Bonds must be included in the adjusted current earnings of certain corporations for purposes of computing the federal alternative minimum tax imposed on such corporations and may be subject to other federal income tax consequences as described in "TAX MATTERS." In the opinion of Bond Counsel, under current law and assuming the compliance with certain covenants by and the accuracy of certain representations and certifications of the City and other persons and entities described in the section herein "TAX MATTERS," interest on the 2012B Bonds (i) is excludable from the gross income of the owners of the 2012B Bonds for federal income tax purposes under Section 103 of the Code, and (ii) will be a specific item of tax preference for purposes of the federal alternative minimum tax. Bond Counsel observes that interest on the 2012B Bonds may be subject to other federal income tax consequences as described in "TAX MATTERS." Bond Counsel is further of the opinion that interest on the Bonds is excludable from gross income for purposes of income taxation by the Commonwealth of Virginia (the "Commonwealth"). Bond Counsel expresses no opinion regarding any other tax consequence related to the ownership or disposition of, or the accrual or receipt of interest on, the Bonds. See the section herein "TAX MATTERS" regarding other tax considerations. Security The Bonds are general obligations of the City. See the section herein "SECURITY FOR AND SOURCES OF PAYMENT OF THE BONDS." Redemption See inside front cover. See the subsection "Redemption Provisions - Manner of Redemption" in the section herein "DESCRIPTION OF THE BONDS" for a description of the redemption provisions with respect to the Bonds. Authorization Ordinance Nos. 44,373 and 44,567, adopted by the City Council of the City on September 13, 2011, and February 28, 2012, respectively. Purpose The proceeds of the Bonds, together with other available funds, will be used to (i) current and advance refund certain outstanding general obligation bonds of the City, (ii) advance refund a U.S. Department of Housing and Urban Development loan of the City and (iii) pay the underwriters' discount and costs of issuance of the Bonds. See the sections herein "PLAN OF REFUNDING" and "APPLICATION OF PROCEEDS OF THE BONDS." Interest Payment Dates Interest on the Bonds will be payable semi-annually on April 1 and October 1, commencing October 1, 2012. Registration Book-Entry Only; The Depository Trust Company. See the section herein "BOOK-ENTRY ONLY SYSTEM." Closing/Delivery Date On or about May 30, 2012. Bond Counsel McGuireWoods LLP, Richmond, Virginia. Underwriters' Counsel Kaufman & Canoles, a Professional Corporation, Norfolk, Virginia. Financial Advisor Public Financial Management, Inc., Arlington, Virginia. Registrar/Paying Agent Acting Director of Finance of the City. Issuer Contact Acting Director of Finance of the City. (757) 664-4346. Raymond James | Morgan Keegan J.P. Morgan Loop Capital Markets RBC Capital Markets SunTrust Robinson Humphrey Dated: May 17, 2012 NOTE: The City adopted its Fiscal Year 2013 Budgets on May 22, 2012, after the date of this Official Statement. Certain sections of this Official Statement contain updated disclosure pertaining to the City's Fiscal Year 2013 Budgets. See "TABLE OF CONTENTS." CITY OF NORFOLK, VIRGINIA $69,030,000 General Obligation Refunding Bonds, Series 2012A (Non-AMT) (Base CUSIP Number 655867)* Maturities, Amounts, Interest Rates, Yields and Prices Year of Maturity Principal Interest CUSIP (October 1) Amount Rate Yield Price Suffix 2015 $1,690,000 3.000% 0.560% 108.052 MS5 2016 5,185,000 4.000 0.720 113.977 MT3 2017 4,230,000 3.000 0.950 110.640 NF2 2017 1,030,000 2.000 0.950 105.450 MU0 2018 6,645,000 5.000 1.190 123.184 MV8 2019 3,285,000 4.000 1.410 117.989 NE5 2019 2,625,000 2.000 1.410 104.097 MW6 2019 3,525,000 5.000 1.410 124.935 NK1 2020 1,320,000 2.000 1.690 102.400 MX4 2021 2,855,000 4.000 1.900 117.885 MY2 2021 5,410,000 5.000 1.900 126.403 NH8 2022 1,025,000 3.000 2.060 108.709 NG0 2022 3,150,000 4.000 2.060 117.975 MZ9 2022 4,855,000 5.000 2.060 127.242 NL9 2023 7,185,000 4.000 2.270 115.856** NJ4 2023 450,000 5.000 2.200 125.757** NA3 2024 6,065,000 5.000 2.310 124.605** NB1 2025 4,225,000 5.000 2.410 123.568** NC9 2026 4,275,000 5.000 2.490 122.746** ND7 Optional Redemption. The 2012A Bonds maturing on or before October 1, 2022, are not subject to optional redemption prior to maturity. The 2012A Bonds maturing on or after October 1, 2023, are subject to redemption prior to their respective maturities on or after October 1, 2022, at the option of the City, in whole or in part (in increments of $5,000) at any time, at a redemption price equal to 100% of the principal amount of such 2012A Bonds to be redeemed plus the unpaid interest accrued thereon to the date fixed for redemption. _____________________ * A registered trademark of the American Bankers Association ("ABA"), used by Standard & Poor's ("S&P") in its operation of the CUSIP Service Bureau for the ABA. The above CUSIP (Committee on Uniform Securities Identification Procedures) numbers have been assigned by an organization not affiliated with the City, and the City is not responsible for the selection or use of the CUSIP numbers. The CUSIP numbers are included solely for the convenience of bondholders and no representation is made as to the correctness of such CUSIP numbers. CUSIP numbers assigned to securities may be changed during the term of such securities based on a number of factors including, but not limited to, the refunding or defeasance of such securities or the use of secondary market financial products. The City has not agreed to, and there is no duty or obligation to, update this Official Statement to reflect any change or correction in the CUSIP numbers set forth above. ** Priced to first optional redemption date of October 1, 2022. (i) $7,805,000 General Obligation Refunding Bonds, Series 2012B (AMT) (Base CUSIP Number 655867)* Maturities, Amounts, Interest Rates, Yields and Prices Year of Maturity Principal Interest CUSIP (October 1) Amount Rate Yield Price Suffix 2013 $ 190,000 2.000% 0.500% 101.994 MH9 2014 1,255,000 2.000 0.670 103.077 MJ5 2015 1,235,000 4.000 0.950 109.991 MK2 2016 1,230,000 4.000 1.150 112.019 ML0 2017 1,015,000 4.000 1.490 112.827 MM8 2018 995,000 3.000 1.700 107.776 MN6 2019 850,000 2.000 1.910 100.612 MP1 2020 620,000 2.000 2.180 98.633 MQ9 2021 415,000 2.250 2.380 98.915 MR7 Optional Redemption. The 2012B Bonds are not subject to optional redemption prior to maturity. _____________________ * A registered trademark of the ABA, used by S&P in its operation of the CUSIP Service Bureau for the ABA. The above CUSIP (Committee on Uniform Securities Identification Procedures) numbers have been assigned by an organization not affiliated with the City, and the City is not responsible for the selection or use of the CUSIP numbers. The CUSIP numbers are included solely for the convenience of bondholders and no representation is made as to the correctness of such CUSIP numbers. CUSIP numbers assigned to securities may be changed during the term of such securities based on a number of factors including, but not limited to, the refunding or defeasance of such securities or the use of secondary market financial products. The City has not agreed to, and there is no duty or obligation to, update this Official Statement to reflect any change or correction in the CUSIP numbers set forth above. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] (ii) CITY OF NORFOLK, VIRGINIA CITY COUNCIL Paul D. Fraim, Mayor Anthony L. Burfoot, Vice Mayor Andrew A. Protogyrou Dr. Theresa W. Whibley Paul R. Riddick Angelia M. Williams Thomas R. Smigiel Barclay C. Winn ____________________ CITY OFFICIALS Marcus D.
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