GO Bonds Series 2020 C
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NEW ISSUE Bonds Rating:S&P: AAA Book-Entry Only (See "Rating" herein) CITY OF NORFOLK, VIRGINIA $77,825,000 General Obligation Refunding Bonds, Series 2020C (Taxable) Dated: Date of Delivery Due: 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 Bonds (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, interest on the Bonds is includible in gross income for federal income tax purposes, see "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. 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 pages and see the section "DESCRIPTION OF THE BONDS-Redemption Provisions," for a description of the redemption provisions for the Bonds. Authorization Ordinance No. 47,961, adopted by the City Council of the City on April 14, 2020. Purpose The proceeds of the Bonds, together with other available funds, will be used to (i) refund certain outstanding general obligation bonds and (ii) pay or finance the costs of issuance of the Bonds. See the section herein "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 April 1, 2021. Record Date March 15 for the April 1 payment date and September 15 for the October 1 payment date. Registration Book-Entry Only; The Depository Trust Company. Denomination $5,000 or multiples thereof. Closing/Delivery Date On or about October 15, 2020. Bond Counsel McGuireWoods LLP, Richmond, Virginia. Underwriters' Counsel Kaufman & Canoles, a Professional Corporation, Richmond, Virginia. Financial Advisor PFM Financial Advisors, LLC, Arlington, Virginia. Registrar/Paying Agent Director of Finance of the City. Issuer Contact Director of Finance of the City. (757) 664-4346. For additional information related to the City, please visit the Investor Relations platform Munite® (https://go.munite.com/#/retail/norfolk/obligor/13676/0). BofA Securities American Veterans Group, PBC Morgan Stanley Dated: September 23, 2020 135681150_4 McGuireWoods LLP Draft of 9/30/2020 CITY OF NORFOLK, VIRGINIA $77,825,000 General Obligation Refunding Bonds, Series 2020C (Taxable) (Base CUSIP Number 655867)† MATURITIES, AMOUNTS, INTEREST RATES, PRICES AND YIELDS Principal Interest CUSIP† Maturity Amount Rate Price Yield Suffix 4/1/2021 $990,000 0.289% 100.000 0.289% H77 10/1/2022 935,000 0.359 100.000 0.359 H85 10/1/2023 6,870,000 0.429 100.000 0.429 H93 10/1/2024 5,210,000 0.597 100.000 0.597 J26 10/1/2025 19,610,000 0.697 100.000 0.697 J34 10/1/2026 875,000 0.868 100.000 0.868 J42 10/1/2027 8,850,000 0.988 100.000 0.988 J59 10/1/2028 6,305,000 1.184 100.000 1.184 J67 10/1/2029 10,520,000 1.304 100.000 1.304 J75 10/1/2030 9,330,000 1.414 100.000 1.414 J83 10/1/2031 8,330,000 1.514 100.000 1.514 J91 † See the last paragraph on page (v) regarding the use of CUSIP numbers in this Official Statement (i) OPTIONAL REDEMPTION Optional Redemption of the Bonds with Make Whole Payment. The Bonds are subject to redemption at the option of the City on any date prior to their maturity, in whole or in part (in increments of $5,000), at a redemption price equal to the greater of: (a) the price set forth above (but not less than 100%) of such Bonds to be redeemed; or (b) the sum of the present values of the remaining scheduled payments of principal and interest to the maturity date of the Bonds to be redeemed, not including any portion of those payments of interest accrued and unpaid as of the date fixed for the redemption (the "Scheduled Redemption Date") of such Bonds, discounted to the Scheduled Redemption Date on a semi-annual basis, assuming a 360-day year consisting of twelve 30-day months, at the Treasury Rate, as hereinafter defined, plus 15 basis points; plus, in each case, the unpaid interest accrued thereon to the Scheduled Redemption Date. Definition of Treasury Rate. "Treasury Rate" means, with respect to any redemption date for any particular Bond, the greater of: (a) the yield to maturity as of such redemption date of United States Treasury securities with a constant maturity (as compiled and published in the most recent Federal Reserve Statistical Release H.15 (519) that has become publicly available at least two business days prior to the redemption date (excluding inflation indexed securities) (or, if such Statistical Release is no longer published, any publicly available source of similar market data)) most nearly equal to the period from the redemption date to maturity; provided, however, that if the period from the redemption date to maturity is less than one year, the weekly average yield on actually traded United States Treasury securities adjusted to a constant maturity of one year will be used; all as will be determined by an independent accounting firm, investment banking firm or financial advisor retained by the City at the City's expense and such determination shall be conclusive and binding on the owners of the Bonds, or (b) the rate per annum, expressed as a percentage of the principal amount, equal to the semiannual equivalent yield to maturity or interpolated maturity of the Comparable Treasury Issue (defined below), assuming that the Comparable Treasury Issue is purchased on the redemption date for a price equal to the Comparable Treasury Price (defined below), as calculated by the Designated Investment Banker (defined below). "Comparable Treasury Issue" means, with respect to any redemption date for a particular Bond, the United States Treasury security or securities selected by the Designated Investment Banker that has or have an actual or interpolated maturity comparable to the remaining average life of the Bond to be redeemed. "Comparable Treasury Price" means, with respect to any redemption date for a particular Bond, (i) if the Designated Investment Banker receives at least four Reference Treasury Dealer Quotations (defined below), the average of such quotations for such redemption date, after excluding the highest and lowest Reference Treasury Dealer Quotations, or (ii) if the Designated Investment Banker obtains fewer than four Reference Treasury Dealer Quotations, the average of all such quotations. "Designated Investment Banker" means one of the Reference Treasury Dealers (as defined below) appointed by the City. "Reference Treasury Dealer" means each of the four firms, specified by the City from time to time, that are primary United States government securities dealers in the City of New York (each a "Primary Treasury Dealer"); provided, however, that if any of them ceases to be a Primary Treasury Dealer, the City will substitute another Primary Treasury Dealer. (ii) "Reference Treasury Dealer Quotations" means, with respect to each Reference Treasury Dealer and any redemption date for a particular Bond, the average, as determined by the Designated Investment Banker, of the bid and asked prices for the Comparable Treasury Issue (expressed in each case as a percentage of its principal amount) quoted in writing to the Designated Investment Banker by such Reference Treasury Dealer at 3:30 P.M., New York City time, on the third business day preceding such redemption date. Calculation of Redemption Price. The redemption price of any Bonds to be redeemed by optional redemption will be determined by an independent accounting firm, investment banking firm or financial advisor retained by the City to calculate such redemption price. The City may conclusively rely on the determination of such redemption price by such independent accounting firm, investment banking firm or financial advisor and will not be liable for such reliance. [Remainder of Page Intentionally Left Blank] (iii) CITY OF NORFOLK, VIRGINIA CITY COUNCIL Dr. Kenneth Cooper Alexander, Mayor Martin A. Thomas, Jr., Vice Mayor Courtney R. Doyle Paul R. Riddick Mamie B. Johnson Thomas R. Smigiel, Jr. Andria P. McClellan Angelia M. Williams Graves ____________________ CITY OFFICIALS Dr. Larry H. Filer II, City Manager Christine A. Garczynski, Director of Finance Bernard A. Pishko, City Attorney ____________________ BOND COUNSEL FINANCIAL ADVISOR McGuireWoods LLP PFM Financial Advisors, LLC Richmond, Virginia Arlington, Virginia (iv) ____________________ The Bonds are exempt from registration under the Securities Act of 1933, as amended. The Bonds are also exempt from registration under the securities laws of the Commonwealth of Virginia. No dealer, broker, salesman or other person has been authorized by the City to give any information or to make any representations other than those contained in this Official Statement, and if given or made, such other information or representations must not be relied upon as having been authorized by the City. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Bonds by any person in any jurisdiction in which it is unlawful for such person to make an offer, solicitation or sale.