14160000 EAST BAY MUNICIPAL UTILITY DISTRICT (Alameda And
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_________________________________NEW ISSUE – BOOK ENTRY ONLY RATINGS: S&P: “AAA” Moody’s: “Aa1” (See “RATINGS” herein.) In the opinion of Orrick, Herrington & Sutcliffe LLP,Special Tax Counsel to the Initial Purchaser, 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 Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986 and is exempt from State of California personal income taxes. In the further opinion of Special Tax Counsel, interest on the Bonds is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes, although Special Tax Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income. Special Tax 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 Bonds. See “TAX MATTERS.” $14,160,000 EAST BAY MUNICIPAL UTILITY DISTRICT (Alameda and Contra Costa Counties, California) SPECIAL DISTRICT NO. 1, ISSUE OF 1970, WASTEWATER SYSTEM GENERAL OBLIGATION REFUNDING BONDS, SERIES G Dated: Date of Delivery Due: April 1, as shown on the inside cover This cover page contains certain information for general reference only. It is not intended to be a summary of the security or terms of this issue. Investors are advised to read the entire Official Statement to obtain information essential to the making of an informed investment decision. Capitalized terms used on this cover page not otherwise defined shall have the meanings set forth herein. The Special District No. 1, Issue of 1970, Wastewater System General Obligation Refunding Bonds, Series G (the “Bonds”) are being issued by the East Bay Municipal Utility District (the “District”) for the purpose of refunding the $15,255,000 principal amount of the District’s Special District No. 1, Issue of 1970, Wastewater System General Obligation Refunding Bonds, Series F maturing on and after April 1, 2015, and paying the costs of issuance of the Bonds, as described herein. The Bonds will be issued in fully-registered form, without coupons, initially registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York,New York(“DTC”). DTC will act as securities depository for the Bonds. Beneficial ownership interests in the Bonds may be purchased in book-entry form only in denominations of $5,000 principal amount or any integral multiple thereof. Interest on the Bonds is payable semiannually on April 1 and October 1 of each year, commencing October 1, 2014. Principal is payable on April 1 of the years set forth on the inside front cover. The principal of and interest on the Bonds are payable by Wells Fargo Bank, National Association, as Paying Agent, to DTC, which is obligated in turn to remit such principal and interest to the DTC participants for subsequent disbursement to the beneficial owners of the Bonds. See APPENDIX F – “DTC AND THE BOOK-ENTRY ONLY SYSTEM.” The Bonds are not subject to redemption prior to maturity. The Bonds are payable as to both principal and interest from ad valorem taxes which may be levied upon all property within the East Bay Municipal Utility District, Special District No. 1, subject to taxation therefor, without limitation of rate or amount (except certain personal property which is taxable at limited rates). MATURITY SCHEDULE (see inside cover) The Bonds were sold to Wells Fargo Bank, National Association (the “Initial Purchaser”) pursuant to competitive bidding on February 20, 2014. The Bonds will be offered when, as and if issued, sold and received by the Initial Purchaser, subject to the approval of validity by Fulbright & Jaworski LLP, Los Angeles, California, a member of Norton Rose Fulbright, and Curls Bartling P.C., Oakland, California, Co-Bond Counsel, and certain other conditions. Montague DeRose and Associates, LLC, Walnut Creek, California, and Backstrom McCarley Berry & Co., LLC, San Francisco, California, are serving as Co-Financial Advisors to the District in connection with the issuance of the Bonds. Certain legal matters will be passed upon for the District by its General Counsel. Orrick, Herrington & Sutcliffe LLP is serving as Special Tax Counsel to the Initial Purchaser in connection with the issuance of the Bonds. It is anticipated that the Bonds in definitive form will be available for delivery to DTC in New York, New York by Fast Automated Securities Transfer (FAST) on or about February 27, 2014. Dated: February 20, 2014 $14,160,000 EAST BAY MUNICIPAL UTILITY DISTRICT (Alameda and Contra Costa Counties, California) SPECIAL DISTRICT NO. 1, ISSUE OF 1970, WASTEWATER SYSTEM GENERAL OBLIGATION REFUNDING BONDS, SERIES G MATURITY SCHEDULE Maturity Date Principal Interest (April 1) Amount Rate Yield CUSIP† 2015 $3,250,000 5.00% 0.12% 271011ES3 2016 3,565,000 5.00 0.21 271011ET1 2017 3,830,000 5.00 0.38 271011EU8 2018 3,515,000 3.00 0.65 271011EV6 ___________________ † CUSIP is a registered trademark of The American Bankers Association. CUSIP data herein is provided by CUSIP Global Services, managed by Standard & Poor’s Financial Services LLC on behalf of The American Bankers Association. This data is not intended to create a database and does not serve in any way as a substitute for the CUSIP Services. Neither the District nor the Initial Purchaser assume any responsibility for the accuracy of the CUSIP data. No dealer, broker, salesperson or other person has been authorized by the District to give any information or to make any representation other than as set forth herein and, if given or made, such other information or representation must not be relied upon as having been authorized by the District. 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 a person in any jurisdiction in which it is unlawful for such person to make such an offer, solicitation or sale. This Official Statement is not to be construed as a contract with the purchasers of the Bonds. Statements contained in this Official Statement which involve estimates, forecasts or matters of opinion, whether or not expressly so described herein, are intended solely as such and are not to be construed as representations of facts. The information set forth in this Official Statement has been furnished by the District or obtained from official sources and other sources which are believed by the District to be reliable, but it is not guaranteed as to accuracy or completeness. The information and expressions of opinion herein are 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 District since the date hereof. This Official Statement, including any supplement or amendment hereto, is intended to be deposited with the Municipal Securities Rulemaking Board through the Electronic Municipal Market Access (EMMA) website. The District also maintains a website. However, the information presented therein is not part of this Official Statement and must not be relied upon in making an investment decision with respect to the Bonds. IN CONNECTION WITH THIS OFFERING, THE INITIAL PURCHASER MAY OVERALLOT OR EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT LEVELS ABOVE THOSE WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. CERTAIN STATEMENTS CONTAINED IN THIS OFFICIAL STATEMENT REFLECT NOT HISTORICAL FACTS BUT FORECASTS AND “FORWARD-LOOKING STATEMENTS.” NO ASSURANCE CAN BE GIVEN THAT THE FUTURE RESULTS DISCUSSED HEREIN WILL BE ACHIEVED, AND ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THE FORECASTS DESCRIBED HEREIN. IN THIS RESPECT, THE WORDS “ESTIMATE”, “PROJECT”, “ANTICIPATE”, “EXPECT”, “INTEND”, “BELIEVE” AND SIMILAR EXPRESSIONS ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS. ALL PROJECTIONS, FORECASTS, ASSUMPTIONS, EXPRESSIONS OF OPINIONS, ESTIMATES AND OTHER FORWARD-LOOKING STATEMENTS ARE EXPRESSLY QUALIFIED IN THEIR ENTIRETY BY THE CAUTIONARY STATEMENTS SET FORTH IN THIS OFFICIAL STATEMENT. EAST BAY MUNICIPAL UTILITY DISTRICT Alameda and Contra Costa Counties, California 375 - 11th Street Oakland, California 94607 (866) 403-2683 __________________________ Board of Directors Andy Katz, President Katy H. Foulkes, Vice President John A. Coleman Doug A. Linney Lesa R. McIntosh Frank G. Mellon William B. Patterson Management Alexander R. Coate, General Manager Jylana D. Collins, General Counsel Eric L. Sandler, Director of Finance Bennett K. Horenstein, Director of Wastewater Xavier J. Irias, Director of Engineering and Construction Carol K. Nishita, Director of Administration Richard G. Sykes, Director of Water and Natural Resources Michael J. Wallis, Director of Operations and Maintenance Lynelle M. Lewis, Secretary of the District Special Services Co-Bond Counsel Co-Financial Advisors Fulbright & Jaworski LLP Montague DeRose and Associates, LLC Los Angeles, California Walnut Creek, California Curls Bartling P.C. Backstrom McCarley Berry & Co., LLC Oakland, California San Francisco, California Paying Agent, Registrar and Escrow Agent Wells Fargo Bank, National