The Trust for Cultural Resources of the City of New York
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Preliminary Preliminary SUPPLEMENT DATED NOVEMBER 16, 2016 TO THE any jurisdiction in which PRELIMINARY OFFICIAL STATEMENT DATED NOVEMBER 10, 2016 THE TRUST FOR CULTURAL RESOURCES OF THE CITY OF NEW YORK $90,000,000 Revenue Bonds, Series 2016A (Lincoln Center for the Performing Arts, Inc.) On November 16, 2016, Lincoln Center for the Performing Arts, Inc. appointed Debora L. Spar as its next President and Chief Executive Officer, effective March 15, 2017. Ms. Spar is currently the President of offered offered hereby by any person, in Barnard College, to which position she was appointed in July 2008. She is also a director of Goldman, Sachs & Co. (the underwriter of the Series 2016A Bonds), a trustee of the Howard Hughes Medical Institute and a member of the American Academy of Arts and Sciences. Ms. Spar holds a B.A. from Georgetown University’s School of Foreign Service and an M.A. and a PhD. in Government from Harvard University. See “UNDERWRITING” and “APPENDIX A — LINCOLN CENTER FOR THE PERFORMING ARTS, INC. — and amendment without notice. Under no circumstances will this CERTAIN RELATIONSHIPS.” be any sale of the securities risdiction. ities laws of such ju cation under the secur e information contained herein is subject to change, completion o sell or the solicitation of an offer to buy, nor shall there istration or qualifi This This is a Supplement to a Preliminary Official Statement and th Official Statement as supplemented hereby constitute an offer t such offer, solicitation or sale would be unlawful prior to reg to prior unlawful be would sale or solicitation offer, such PRELIMINARY OFFICIAL STATEMENT DATED NOVEMBER 10, 2016 NEW ISSUE — BOOK-ENTRY ONLY Ratings: Moody’s: “A2” S&P: “A+” In the opinion of Orrick, Herrington & Sutcliffe LLP, Bond Counsel, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, interest on the Revenue Bonds, Series 2016A (the “Series 2016A Bonds”) is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986. In the further opinion of Bond Counsel, interest on the Series 2016A Bonds is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes, although Bond Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income. Bond Counsel is also of the opinion that interest on the Series 2016A Bonds is exempt from personal income taxes imposed by the State of New York or any political subdivision thereof (including The City of New York). Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the amount, accrual or receipt of interest on, the Series 2016A Bonds. See “TAX MATTERS” herein. THE TRUST FOR CULTURAL RESOURCES OF THE CITY OF NEW YORK $90,000,000* Revenue Bonds, Series 2016A (Lincoln Center for the Performing Arts, Inc.) Dated: Date of Delivery Due: as shown on the inside cover page The Series 2016A Bonds will be issued and secured under the Revenue Bond Resolution, adopted by The Trust for Cultural Resources of The City of New York (the “Trust”) on April 22, 2008, as supplemented by the Series 2016A Resolution, adopted by the Trust on November 9, 2016. Pursuant to a Loan Agreement (the “Loan Agreement”), dated as of July 1, 2008 by and between the Trust and the Lincoln Center for the Performing Arts, Inc. (the “Institution”), the proceeds of the Series 2016A Bonds will be loaned to the Institution and applied as described herein under “PLAN OF REFUNDING.” The Series 2016A Bonds are not a debt of the State of New York or The City of New York or any other municipality, and neither the State of New York, The City of New York nor any other municipality shall be liable on the Series 2016A Bonds. The Trust has no taxing powers. The Series 2016A Bonds are issuable only as fully registered bonds without coupons. The Series 2016A Bonds will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository (“Securities Depository”) of the Series 2016A Bonds. Purchases of beneficial interests in the Series 2016A Bonds will be made in book-entry form in denominations of $5,000 and any integral multiple thereof. Purchasers will not receive certificates representing their ownership interest in the Series 2016A Bonds purchased. The principal of and interest on the Series 2016A Bonds are payable by the Trustee, U.S. Bank National Association, to the Securities Depository, which is to remit such principal and interest to its Participants (as defined herein), which are to remit such principal and interest to the Beneficial Owners (as defined herein) of the Series 2016A Bonds, as described herein. Interest on the Series 2016A Bonds is payable at the rates specified on the inside cover hereof on June 1 and December 1, commencing June 1, 2017. The Series 2016A Bonds are limited obligations of the Trust payable exclusively from the Trust Estate (as herein defined) and payments made to the Trust by the Institution pursuant to the Loan Agreement, which revenues and payments are pledged under the Resolution, as more fully described herein. The Institution is obligated under the Loan Agreement to make payments sufficient to pay the principal of and interest on the Series 2016A Bonds. The Institution’s obligation to make payments under the Loan Agreement is a general, unsecured obligation of the Institution as more fully described herein. None of the Series 2008A Bonds, the Series 2016A Bonds or the Institution’s obligations under the Loan Agreement are secured by a pledge of or mortgage on any specific assets or property of the Institution. The Series 2016A Bonds mature as shown on the inside cover page hereof. The Series 2016A Bonds are subject to optional redemption prior to maturity, and purchase in lieu of redemption*, as more fully described herein. See “DESCRIPTION OF THE SERIES 2016A BONDS — Optional Redemption” herein. The Series 2016A Bonds are offered for delivery when, as and if issued by the Trust and received by the Underwriter, subject to prior sale, to withdrawal or modification of the offer without notice, and to the approval of legality by Orrick, Herrington & Sutcliffe LLP, New York, New York, Bond Counsel. Certain legal matters will be passed upon for the Institution by its special counsel, Nixon Peabody LLP, New York, New York, for the Trust by its counsel, Bryant Rabbino LLP, New York, New York, for the Underwriter by its counsel, Hawkins Delafield & Wood LLP, New York, New York, and for the Trustee by its counsel, Buchanan Ingersoll & Rooney PC, New York, New York. It is expected that the Series 2016A Bonds will be available for delivery in New York, New York through the book-entry procedures of DTC on or about November 29, 2016. Goldman, Sachs & Co. Dated: November __, 2016 This Preliminary Official Statement and the information contained herein are subject to completion or amendment without notice. Under no circumstances shall this Preliminary to sell or the solicitation of Official Statement constitute an offer This Preliminary contained herein are subject to completion or amendment without notice. Official Statement and the information prior of such jurisdiction. or qualification under the securities to registration be unlawful laws solicitation, or sale would jurisdiction sale of these securities, in any in which such offer, nor shall there be any to buy, an offer * Preliminary, subject to change. THE TRUST FOR CULTURAL RESOURCES OF THE CITY OF NEW YORK $90,000,000* Revenue Bonds, Series 2016A (Lincoln Center for the Performing Arts, Inc.) Principal Interest CUSIP Maturity* Amount* Rate Yield Number† December 1, 2026 December 1, 2028 * Preliminary, subject to change. † CUSIP numbers have been assigned by Standard & Poor’s CUSIP Service Bureau, a division of the McGraw-Hill Companies, Inc. and are included solely for the convenience of the Bondholders of the Series 2016A Bonds. Neither the Trust nor the Foundation is responsible for the selection or use of these CUSIP numbers, and no representation is made as to their correctness on the Series 2016A Bonds or as indicated above. The CUSIP number for a specific maturity is subject to being changed after the issuance of the Series 2016A 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 certain maturities of the Series 2016A Bonds. TABLE OF CONTENTS Page Page INTRODUCTORY STATEMENT .................................................. 1 Damage or Destruction of the Institution’s Facilities ................ 16 General ........................................................................................ 1 Restrictions Upon Use of Certain Institution Facilities ............. 16 Authority for Issuance ................................................................. 1 Investment Risks ....................................................................... 16 Purpose of Financing ................................................................... 1 Additional Bonds ...................................................................... 17 The