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Revenue Bond Official Statement

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Revenue Bond Official Statement NEW ISSUE (FULL BOOK-ENTRY) See “RATINGS” herein. In the opinion of Stradling Yocca Carlson & Rauth, a Professional Corporation, and Schiff Hardin LLP, Co-Bond Counsel, under existing statutes, regulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants and requirements described in this Official Statement, interest on the 2017A Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals and corporations. In the further opinion of Co-Bond Counsel, interest on the 2017A Bonds is exempt from State of California personal income tax. See “TAX MATTERS.” $80,000,000 THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA Water Revenue Bonds 2017 Authorization Series A Dated, Priced and Due as set forth on the inside cover hereof The Metropolitan Water District of Southern California (“Metropolitan”) is issuing its $80,000,000 aggregate principal amount of Water Revenue Bonds, 2017 Authorization Series A (the “2017A Bonds”) for the purpose of providing funds to pay (and to reimburse Metropolitan for) certain costs of acquisition, construction and improvements to the Water System and to pay costs of issuance of the 2017A Bonds. See “FINANCING PLAN” and “ESTIMATED APPLICATION OF PROCEEDS.” Capitalized terms used on this cover page not otherwise defined will have the meanings set forth herein. The 2017A Bonds will be dated their date of delivery and will mature as shown on the inside cover hereof. The 2017A Bonds will initially bear interest in the Daily Mode and will be initially designated as Liquidity Supported Bonds under the Paying Agent Agreement, dated as of March 1, 2017 (the “Paying Agent Agreement”), by and between Metropolitan and The Bank of New York Mellon Trust Company, N.A., as paying agent (the “Paying Agent”), relating to the 2017A Bonds. The 2017A Bonds will be issued as fully registered bonds, in denominations of $100,000 or any integral multiples of $5,000 in excess thereof while accruing interest in the Daily Mode. Interest on the 2017A Bonds, while in the Daily Mode, will be payable on the first Business Day of each month, commencing on April 3, 2017. See “DESCRIPTION OF THE 2017A BONDS.” Metropolitan may change the Interest Mode of the 2017A Bonds; provided, however, that all of the 2017A Bonds must accrue interest in the same Interest Mode or at a Fixed Interest Rate. This Official Statement describes the terms of the 2017A Bonds only while they bear interest in the Daily Mode and while they are Liquidity Supported Bonds. Prospective investors in the 2017A Bonds must not rely on this Official Statement while such 2017A Bonds bear interest in any other Interest Mode or if they become Self-Liquidity Bonds. The 2017A Bonds will be subject to optional and mandatory sinking fund redemption prior to maturity. The 2017A Bonds are also subject to optional and mandatory tender for purchase. See “DESCRIPTION OF THE 2017A BONDS – Redemption of 2017A Bonds” and “– Tender and Purchase of 2017A Bonds.” While the 2017A Bonds are Liquidity Supported Bonds, payment of the purchase price of tendered 2017A Bonds will be payable from the proceeds of remarketing of the 2017A Bonds and, to the extent remarketing proceeds are insufficient, initially from amounts made available under a Standby Bond Purchase Agreement, dated as of March 1, 2017 (the “Liquidity Facility”), by and between Metropolitan and Citibank, N.A. (the “Liquidity Provider”), subject to the terms and conditions set forth therein, and thereafter from such Alternate Liquidity Facility as may be obtained by Metropolitan to provide for payment of the purchase price of such 2017A Bonds. The initial Liquidity Facility terminates on March 27, 2020, unless extended or terminated sooner in accordance with its terms. See “THE LIQUIDITY FACILITY.” The obligation of the Liquidity Provider to purchase 2017A Bonds tendered by the Owners thereof or subject to mandatory purchase may be terminated or suspended without notice. In such event, sufficient funds may not be available to purchase the 2017A Bonds tendered by the Owners thereof or subject to mandatory purchase. The Liquidity Facility will not guarantee the payment of principal of or interest on any of the 2017A Bonds in the event of non-payment of such interest or principal by Metropolitan. See “THE LIQUIDITY FACILITY.” The 2017A Bonds are limited obligations of Metropolitan payable as to principal and interest solely from and secured solely by a pledge of and a lien and charge upon the Net Operating Revenues on parity with Metropolitan’s outstanding Parity Bonds and other Parity Obligations as described herein. As of February 1, 2017, Metropolitan had outstanding $4.06 billion aggregate principal amount of Parity Bonds payable from Net Operating Revenues. The 2017A Bonds do not constitute general obligation indebtedness of Metropolitan. Neither the general credit nor the taxing power of Metropolitan is pledged for the payment of the 2017A Bonds or the interest thereon. The obligation to pay the principal of and interest on the 2017A Bonds does not constitute a pledge, charge, lien or encumbrance upon any of Metropolitan’s property or its income, receipts or revenues except Net Operating Revenues as described in this Official Statement. The 2017A Bonds are offered when, as and if issued and received by the Underwriter, subject to approval of legality by Stradling Yocca Carlson & Rauth, a Professional Corporation, and Schiff Hardin LLP, Co-Bond Counsel. Certain legal matters will be passed upon for Metropolitan by its General Counsel, for the Underwriter by its counsel, Orrick, Herrington & Sutcliffe LLP, and for the Liquidity Provider by its counsel, Kutak Rock LLP. Norton Rose Fulbright US LLP is acting as Disclosure Counsel to Metropolitan in connection with the issuance of the 2017A Bonds. Public Resources Advisory Group is serving as Municipal Advisor to Metropolitan in connection with the issuance of the 2017A Bonds. Metropolitan anticipates that the 2017A Bonds will be available for delivery through the facilities of The Depository Trust Company on or about March 1, 2017. Citigroup February 24, 2017 $80,000,000 THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA Water Revenue Bonds 2017 Authorization Series A Dated: Date of Delivery Due: July 1, 2047 CUSIP†: 59266T MV0 Remarketing Agent: Citigroup Global Markets Inc. Liquidity Provider: Citibank, N.A. Price: 100% _____________________ † CUSIP® is a registered trademark of the American Bankers Association. CUSIP data herein are provided by CUSIP Global Services, managed by S&P Capital IQ on behalf of the American Bankers Association. CUSIP numbers have been assigned by an independent company not affiliated with Metropolitan, its Municipal Advisor or the Underwriter and are included solely for the convenience of the holders of the 2017A Bonds. None of Metropolitan, its Municipal Advisor or the Underwriter is responsible for the selection or use of these CUSIP numbers and no representation is made as to their correctness on the 2017A Bonds or as indicated above. The CUSIP number for a specific maturity is subject to being changed after the execution and delivery of the 2017A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity or 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 2017A Bonds. MAJOR WATER CONVEYANCE FACILITIES TO SOUTHERN CALIFORNIA THIS PAGE INTENTIONALLY LEFT BLANK THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA Officers of the Board of Directors Chairman RANDY A. RECORD Vice Chair Vice Chair Vice Chair LINDA ACKERMAN DAVID D. DE JESUS JOHN W. MURRAY JR. Secretary STEVE BLOIS REPRESENTATIVES OF MEMBER PUBLIC AGENCIES Anaheim San Marino Municipal Water District of STEPHEN J. FAESSEL JOHN T. MORRIS Orange County LINDA ACKERMAN Beverly Hills Santa Ana BRETT R. BARBRE ROBERT WUNDERLICH MICHELE MARTINEZ LARRY D. DICK Burbank Santa Monica LARRY MCKENNEY MARSHA RAMOS JUDY ABDO San Diego County Water Compton Torrance Authority JANNA ZURITA RUSSELL LEFEVRE MICHAEL T. HOGAN Fullerton Calleguas Municipal Water KEITH LEWINGER PETER BEARD District ELSA SAXOD STEVE BLOIS FERN STEINER Glendale ZAREH SINANYAN Central Basin Municipal Three Valleys Municipal Water District Long Beach Water District PEDRO ACEITUNO GLORIA CORDERO DAVID D. DE JESUS PHILLIP D. HAWKINS Los Angeles Upper San Gabriel Valley Eastern Municipal Water GLEN C. DAKE Municipal Water District District MARK GOLD CHARLES M. TREVIÑO RANDY A. RECORD JOHN W. MURRAY JR. West Basin Municipal Water LORRAINE A. PASKETT Foothill Municipal Water District JESÚS E. QUIÑONEZ District DONALD L. DEAR RICHARD W. ATWATER Pasadena GLORIA D. GRAY CYNTHIA KURTZ Inland Empire Utilities Agency Western Municipal Water San Fernando MICHAEL CAMACHO District of Riverside County SYLVIA BALLIN DONALD GALLEANO Las Virgenes Municipal Water District GLEN D. PETERSON THE METROPOLITAN WATER DISTRICT OF SOUTHERN CALIFORNIA Management JEFFREY KIGHTLINGER MARCIA SCULLY GERALD C. RISS DEENA GHALY General Manager General Counsel General Auditor Ethics Officer DEBRA C. MAN FIDENCIO M. MARES GARY BREAUX ROGER K. PATTERSON Assistant General Interim Assistant General Assistant General Assistant General Manager/Chief Manager/Chief Manager/Chief Manager/Strategic
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