Atlanta Development Authority Revenue Bonds Preliminary Official Statement Dated September 13, 2017
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PRELIMINARY OFFICIAL STATEMENT DATED SEPTEMBER 13, 2017 ® NEW ISSUE - BOOK-ENTRY ONLY RATINGS: See "RATINGS" herein In the opinion of Co-Bond Counsel, under current law, interest on the Series 2017 Bonds will be included in the gross income of the owners thereof for United States federal income tax purposes, and will be exempt from income taxation by the State of Georgia. A holder of the Series 2017 Bonds may be subject to other federal tax consequences as described herein under the caption "TAX MATTERS." See the proposed form of the opinion of Co-Bond Counsel in Appendix E hereto. $26,000,000* ATLANTA DEVELOPMENT AUTHORITY REVENUE BONDS (HOMELESS OPPORTUNITY PROJECT), TAXABLE SERIES 2017 Dated Date of Issuance and Delivery Due: December 1, as shown on the inside front cover The Atlanta Development Authority d/b/a Invest Atlanta (the "Issuer") is offering $26,000,000* in aggregate principal amount of its Revenue Bonds (Homeless Opportunity Project), Taxable Series 2017 ("Series 2017 Bonds"), pursuant to that certain Bond Resolution adopted on August 17, 2017 as supplemented by that certain supplemental resolution to be adopted on September 21, 2017 (collectively, the "Bond Resolution"). The Series 2017 Bonds are being issued for the purpose of (a) financing a portion of the Project (as defined herein) and (b) paying certain costs of issuance related to the Series 2017 Bonds. See "PLAN OF FINANCE" and "ESTIMATED SOURCES AND USES OF FUNDS" herein. All capitalized terms used and not otherwise defined herein shall have the meanings assigned thereto in the Bond Resolution. See "APPENDIX C – BOND RESOLUTION". The Series 2017 Bonds are being issued as fully registered bonds in denominations of $5,000 or any integral multiple thereof and initially will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"). Purchases of beneficial ownership interests in the Series 2017 Bonds will be made in book-entry form only and purchasers will not receive physical delivery of bond certificates representing the beneficial ownership interests in the Series 2017 Bonds so purchased. Payments of principal of, premium, if any, and interest on any Series 2017 Bond will be made to Cede & Co., as nominee for DTC as registered owner of the Series 2017 Bonds, by Regions Bank, as bond registrar (as defined in the Bond Resolution, "Bond Registrar") and paying agent (as defined in the Bond Resolution, "Paying Agent"), to be subsequently disbursed to the Beneficial Owners (as defined herein) of the Series 2017 Bonds. See "BOOK-ENTRY ONLY SYSTEM" herein. Interest on the Series 2017 Bonds is payable semiannually on June 1 and December 1 of each year, commencing on June 1, 2018. The Series 2017 Bonds will bear interest at the rates set forth on the inside cover of this Official Statement. See "DESCRIPTION OF THE SERIES 2017 BONDS - General" herein. The Series 2017 Bonds will be subject to optional redemption and mandatory redemption prior to maturity as more fully described under "DESCRIPTION OF THE SERIES 2017 BONDS - Redemption Provisions" herein. The Series 2017 Bonds are special, limited obligations payable solely from and secured by the Pledged Property (as defined herein), which consists primarily of the Contract Payments (as defined herein) to be received by the Issuer from the City of Atlanta (the "City") pursuant to that certain Intergovernmental Contract, dated as of October 1, 2017, between the Issuer and the City (the "Intergovernmental Agreement"). Pursuant to the Intergovernmental Agreement, the City has agreed to, among other things, make the Contract Payments to the Issuer in an amount sufficient to permit the Issuer to pay, when due, the principal of, premium, if any, and interest on the Series 2017 Bonds. The Contract Payments have been pledged pursuant to the provisions of the Bond Resolution for the benefit of the registered owner of any Series 2017 Bond and any Additional Bonds (as defined in the Bond Resolution) issued under the Bond Resolution. The Intergovernmental Agreement provides that the obligation of the City to make the Contract Payments shall be absolute and unconditional and such Contract Payments shall not be abated or reduced for any reason. The City has covenanted in the Intergovernmental Agreement to exercise its power of taxation to pay the Contract Payments and to make available and use for the Contract Payments all such taxes levied and collected for that purpose, together with funds received from any source. The City has further covenanted and agreed that in order to make such funds available for such purpose in each Fiscal Year (as defined herein), it will, in its revenue appropriation and budgetary measures whereby its tax funds or revenues and the allocation thereof are controlled or provided for, include sums sufficient to satisfy the Contract Payments, whether or not any other sums are included in such measure, until all Contract Payments required to be made under the Intergovernmental Agreement have been made in full. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2017 BONDS" herein and "APPENDIX C – BOND RESOLUTION". The obligation of the City to make the Contract Payments under the Intergovernmental Agreement from its general funds shall constitute a general obligation of the City and a pledge of the full faith and credit of the City to provide the funds required to fulfill any such obligation. For additional information related to the City, including the long-term property tax supported debt the City anticipates it will incur in Fiscal Year 2017 and its financial condition generally, see "THE CITY" and "FISCAL OVERVIEW OF THE CITY" herein and "APPENDIX A - STATISTICAL AND FINANCIAL INFORMATION REGARDING THE CITY" and "APPENDIX B - AUDITED FINANCIAL STATEMENTS OF THE CITY OF ATLANTA FOR THE FISCAL YEAR ENDED JUNE 30, 2016". THE SERIES 2017 BONDS SHALL NOT CONSTITUTE A DEBT OR A GENERAL OBLIGATION OF THE ISSUER, NOR CONSTITUTE AN INDEBTEDNESS OR GENERAL OBLIGATION OF THE STATE OF GEORGIA (THE"STATE"), THE CITY, OR ANY OTHER POLITICAL SUBDIVISION OF THE STATE, WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY LIMITATION ON THE INCURRENCE OF INDEBTEDNESS, BUT THE SERIES 2017 BONDS SHALL BE PAYABLE SOLELY AND ONLY FROM THE CONTRACT PAYMENTS COLLATERALLY ASSIGNED AND PLEDGED UNDER THE TERMS OF THE INTERGOVERNMENTAL AGREEMENT AND FROM SUCH OTHER SOURCES AS AUTHORIZED AND PROVIDED IN THE BOND RESOLUTION AND THE ISSUANCE OF THE SERIES 2017 BONDS SHALL NOT DIRECTLY OR INDIRECTLY OR CONTINGENTLY OBLIGATE THE STATE OR THE CITY TO LEVY OR PLEDGE ANY FORM OF TAXATION WHATEVER FOR THE PAYMENT THEREOF. THE ISSUER HAS NO TAXING POWER. NO OWNER OF THE SERIES 2017 BONDS SHALL HAVE THE RIGHT TO ENFORCE THE PAYMENT THEREOF AGAINST ANY PROPERTY OF THE STATE, OR THE CITY, NOR SHALL THE SERIES 2017 BONDS CONSTITUTE A CHARGE, LIEN, OR ENCUMBRANCE, LEGAL OR EQUITABLE, UPON ANY SUCH PROPERTY, PROVIDED, HOWEVER, THAT IN ACCORDANCE WITH THE PROVISIONS OF THE CONSTITUTION AND LAWS OF THE STATE, THE OBLIGATION OF THE CITY TO MAKE THE CONTRACT PAYMENTS IT HAS CONTRACTED TO MAKE BY THE PROVISIONS OF THE INTERGOVERNMENTAL AGREEMENT SHALL CONSTITUTE A GENERAL OBLIGATION AND A PLEDGE OF THE FULL FAITH AND CREDIT OF THE CITY AND THE OBLIGATION WHICH THE CITY HAS UNDERTAKEN TO MAKE SUCH CONTRACT PAYMENTS FROM TAXES TO BE LEVIED FOR THAT PURPOSE IS A MANDATORY OBLIGATION TO LEVY AND COLLECT SUCH TAXES FROM YEAR TO YEAR IN AN AMOUNT SUFFICIENT TO FULFILL AND FULLY COMPLY WITH THE TERMS OF SUCH OBLIGATION. NEITHER THE MEMBERS OF THE GOVERNING BODY OF THE ISSUER NOR ANY PERSON EXECUTING THE SERIES 2017 BONDS SHALL BE LIABLE PERSONALLY ON THE SERIES 2017 BONDS BY REASON OF THE ISSUANCE THEREOF. THE ISSUER HAS NO TAXING POWER. This cover page contains certain limited information for quick reference only. It is not, and is not intended to be, a summary of the matters relating to the Series 2017 Bonds. Potential investors must read the entire Official Statement (including the cover page and all appendices attached hereto) to obtain information essential to the making of an informed investment decision. The Series 2017 Bonds are being offered when, as, and if issued by the Issuer and accepted by the Underwriters, subject to prior sale and to withdrawal or modification of the offer without notice, and subject to the approving opinion of Hunton & Williams LLP, Atlanta, Georgia, and the Haley Law Firm, LLC, New Orleans, Louisiana, Co-Bond Counsel. Certain legal matters will be passed upon for the Issuer by its General Counsel, Rosalind Rubens Newell, Esq. Certain legal matters will be passed upon for the City by the City Attorney. Certain legal matters will be passed upon by Thompson Hine LLP and Butler Snow LLP, Atlanta, Georgia, Co-Disclosure Counsel. Certain legal matters will be passed on for the Underwriters by D. Seaton and Associates, P.A., Davie, Florida. FirstSouthwest, a Division of Hilltop Securities Inc., Dallas, Texas and Grant & Associates LLC, Marietta, Georgia are serving as Co-Financial Advisors. The Series 2017 Bonds are expected to be delivered through, the book-entry system of DTC on or about October __, 2017. MESIROW FINANCIAL, INC. RAMIREZ & CO. DREXEL HAMILTON HUTCHINSON, SHOCKEY, ERLEY & CO. ______________, 2017 This Preliminary Official Statement and information contained herein are subject to change, completion or amendment without notice. These securities may not be sold nor may an offer to buy be accepted prior to the time Official to an offer not be sold nor may These securities may This Preliminary completion or amendment without notice. contained herein are subject to change, Official Statement and information any sale of these securitiesany jurisdiction nor shall there be in in which buy, to any offer Under no circumstances shall this Preliminary to sell or the solicitation of Official Statement constitute an offer form.