MAINE TURNPIKE AUTHORITY ” Herein
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PRELIMINARY OFFICIAL STATEMENT DATED OCTOBER 26, 2020 NEW ISSUE Ratings (See “RATINGS” herein): Fitch: AA- Moody’s: Aa3 S&P: AA- In the opinion of Bond Counsel, under existing law, and assuming continued compliance with various requirements of the Internal Revenue Code of 1986, as amended, interest on the Bonds will not be included in the gross income of holders of the Bonds for federal income tax purposes. In the opinion of Bond Counsel, interest on the Bonds is exempt from State of Maine income tax imposed on individuals. See “TAX EXEMPTION” herein. $130,000,000* MAINE TURNPIKE AUTHORITY Turnpike Revenue Bonds Series 2020 Due: July 1, as shown on the inside cover Dated: Date of Delivery The Turnpike Revenue Bonds, Series 2020 (the “Bonds”) are being issued by the Maine Turnpike Authority (the “Authority”) to pay Costs of Turnpike Projects and to pay related costs, all as described herein. The Bonds will be secured on a parity basis with the Authority’s outstanding Turnpike Revenue Bonds, as more fully described herein. THE BONDS WILL BE OBLIGATIONS OF THE AUTHORITY PAYABLE SOLELY FROM THE REVENUES OF THE TURNPIKE PLEDGED THEREFOR. THE BONDS SHALL NOT CONSTITUTE A DEBT OF THE STATE OF MAINE OR A PLEDGE OF THE FAITH AND CREDIT OF THE STATE OF MAINE OR OF ANY AGENCY OR POLITICAL SUBDIVISION THEREOF OTHER THAN THE AUTHORITY. THE AUTHORITY HAS NO TAXING POWER. The Bonds will be issued as fully registered bonds and, when issued, will be registered in the name of Cede & Co., as registered owner and nominee of The Depository Trust Company, New York, New York (“DTC”). Purchasers will acquire beneficial ownership interests in the Bonds in denominations of $5,000 or any integral multiple thereof and will not receive physical delivery of bond certificates. So long as Cede & Co. is the registered owner of the Bonds, principal and interest will be payable by Bangor Savings Bank, as Trustee and Paying Agent to Cede & Co., as nominee for DTC. See Appendix F — The Depository Trust Company. The Bonds will bear interest from their initial delivery, payable each January 1 and July 1, commencing July 1, 2021. See the inside cover hereof for maturities, principal amounts, interest rates and prices or yields. The Bonds are subject to optional and mandatory redemption prior to maturity as described herein. The Bonds are offered when, as and if issued, and subject to the approving opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., Bond Counsel. Certain legal matters will be passed upon for the Authority by Bernstein, Shur, Sawyer and Nelson, P.A., Special Counsel to the Authority, and for the Underwriters by Locke Lord LLP. Public Resources Advisory Group, Inc. is serving as Financial Advisor to the Authority in connection with the issuance of the Bonds. It is expected that the Bonds will be available for delivery at or through DTC in New York, New York, on or about November 18, 2020. BofA Securities Citigroup FHN Financial Capital Markets Siebert Williams Shank & Co., L.L.C. UBS November __, 2020 This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, buy, to Under no circumstances shall this Preliminary to sell or the solicitation of an offer This Preliminary Official Statement constitute an offer contained herein are subject to completion or amendment. Official Statement and the information any such jurisdiction. priorlaws of qualification or filing under the securities to registration, be unlawful solicitation or sale would sale of these securities jurisdictionnor shall there be any in any in which such offer, * Preliminary, subject to change. $130,000,000* MAINE TURNPIKE AUTHORITY Turnpike Revenue Bonds Series 2020 $58,780,000* Serial Bonds Maturity Principal Interest Price/ (July 1)* Amount* Rate Yield CUSIP† 2026 $2,725,000 2027 2,860,000 2028 3,005,000 2029 3,155,000 2030 3,310,000 2031 3,475,000 2032 3,650,000 2033 3,835,000 2034 4,025,000 2035 4,225,000 2036 4,435,000 2037 4,660,000 2038 4,890,000 2039 5,135,000 2040 5,395,000 $31,290,000* __% Term Bonds Due July 1, 2045*, price/yield __% CUSIP No. † $39,930,000* __% Term Bonds Due July 1, 2050*, price/yield __% CUSIP No. † * Preliminary, subject to change. † CUSIP is a registered trademark of the American Bankers Association. CUSIP data herein is provided by CUSIP Global Services, managed on behalf of the American Bankers Association by S&P Global Market Intelligence. The CUSIP numbers are included solely for the convenience of owners of the Bonds, and the Authority is not responsible for the selection or the correctness of the CUSIP numbers printed herein. 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. NO DEALER, BROKER, SALESPERSON OR OTHER PERSON HAS BEEN AUTHORIZED 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. 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 SUCH OFFER, SOLICITATION OR SALE. THE INFORMATION HEREIN IS SUBJECT TO CHANGE WITHOUT NOTICE AND NEITHER THE DELIVERY OF THIS OFFICIAL STATEMENT NOR ANY SALE MADE HEREUNDER SHALL, UNDER ANY CIRCUMSTANCES, CREATE ANY IMPLICATION THAT THERE HAS BEEN NO CHANGE IN THE AFFAIRS OF THE AUTHORITY SINCE THE DATE HEREOF. THIS OFFICIAL STATEMENT IS SUBMITTED IN CONNECTION WITH THE SALE OF THE BONDS AND MAY NOT BE REPRODUCED OR USED, IN WHOLE OR IN PART, FOR ANY OTHER PURPOSE. INFORMATION IN THIS OFFICIAL STATEMENT, INCLUDING THE APPENDICES, THAT HAVE BEEN PROVIDED BY HNTB CORPORATION, CONSULTING ENGINEERS, AND CDM SMITH INC, TRAFFIC CONSULTANT, HAVE BEEN INCLUDED IN RELIANCE UPON HNTB CORPORATION AND CDM SMITH INC. THE UNDERWRITERS HAVE PROVIDED THE FOLLOWING SENTENCE FOR INCLUSION IN THIS OFFICIAL STATEMENT. THE UNDERWRITERS HAVE REVIEWED THE INFORMATION IN THIS OFFICIAL STATEMENT IN ACCORDANCE WITH, AND AS PART OF, THEIR RESPECTIVE RESPONSIBILITIES TO INVESTORS UNDER THE FEDERAL SECURITIES LAWS AS APPLIED TO THE FACTS AND CIRCUMSTANCES OF THIS TRANSACTION, BUT THE UNDERWRITERS DO NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE AUTHORITY AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THE BONDS HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE. MAINE TURNPIKE AUTHORITY MTA Administration & Public Safety Building 2360 Congress Street Portland, ME 04102 (207) 871-7771 Daniel E. Wathen, Chairman Robert D. Stone, Vice Chairman Michael J. Cianchette, Member Jane L. Lincoln, Member Ann R. Robinson, Member Bruce A. Van Note, Member Ex Officio Thomas J. Zuke, Member _______________ EXECUTIVE STAFF Peter Mills, Executive Director Douglas D. Davidson, Chief Financial Officer and Treasurer Peter S. Merfeld, P.E., Chief Operations Officer John P. Sirois, Director of Finance Stephen R. Tartre, P.E., Chief Engineer John W. Cannell, Director of Maintenance Lauren G. Carrier, Director of Human Resources Richard R. Barra, Director of Fare Collection Gregory J. Stone, Director of Public Safety William H. Yates, Director of Information Services and Communications Richard W. Somerville, Director of E-ZPass Operations Matthew W. Elliott, Controller Jonathan A. Arey, Esq., Secretary and Staff Attorney ______________ CONSULTANTS AND COUNSEL Bernstein, Shur, Sawyer and Nelson, P.A., Special Counsel CDM Smith Inc., Traffic Consultant HNTB Corporation, Consulting Engineers Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., Bond Counsel Wipfli LLP, Independent Auditors Public Resources Advisory Group, Financial Advisor TABLE OF CONTENTS INTRODUCTION ............................................. 1 Consulting Engineers’ Report and Traffic Consultant’s Report ................................................. 33 THE AUTHORITY ........................................... 2 Certain Matters Relating to Enforceability of General ...................................................................... 2 Obligations .............................................................. 33 Members, Officers and Senior Staff of the Authority 2 Forward Looking Statements ................................... 34 Cooperation with MaineDOT .................................... 6 Legislative Action.................................................... 34 Debt Issuances ........................................................... 7 TAX EXEMPTION ......................................... 34 Response to the COVID-19 Pandemic ...................... 8 LITIGATION .................................................. 36 ESTIMATED SOURCES AND USES OF FUNDS ............................................................ 10 STATE OF MAINE NOT LIABLE ON THE BONDS ...........................................................