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HUMBLE INDEPENDENT SCHOOL DISTRICT (Harris County, Texas)

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HUMBLE INDEPENDENT SCHOOL DISTRICT (Harris County, Texas) OFFICIAL STATEMENT DATED MARCH 6, 2013 Series 2013A Series2013B Moody’s: "Aaa" "Aa2" S&P: "AAA" "AA-" PSF: Approved N/A See "OTHER INFORMATION - RATINGS" and "THE PERMANENT SCHOOL FUND GUARANTEE NEW ISSUE - Book-Entry-Only PROGRAM FOR THE SERIES 2013A BONDS" herein In the opinion of Bond Counsel, under existing law interest on the Bonds is excludable from gross income for federal income tax purposes and the Bonds are not "private activity bonds." See "TAX MATTERS" herein for a discussion of the opinion of Bond Counsel, including a description of the alternative minimum tax consequences for corporations. HUMBLE INDEPENDENT SCHOOL DISTRICT (Harris County, Texas) $8,250,000 $23,950,000 Unlimited Tax Refunding Bonds Unlimited Tax Refunding Bonds Series 2013A Series 2013B (PSF) (Non-PSF) Dated: March 15, 2013 Due: February 15, as shown on inside cover This Official Statement is provided to furnish information in connection with the offering by the Humble Independent School District (the "District") of its Unlimited Tax Refunding Bonds, Series 2013A (the "Series 2013A Bonds") and Unlimited Tax Refunding Bonds, Series 2013B (the "Series 2013B Bonds" and, together with the Series 2013A Bonds, the "Bonds"). The Bonds will mature as shown on the inside cover page hereof. Interest on the Bonds will accrue from March 15, 2013 (the "Dated Date"), and will be payable on February 15 and August 15 of each year commencing August 15, 2013, and will be calculated on the basis of a 360-day year consisting of twelve 30-day months. The definitive Bonds will be initially registered and delivered only to Cede & Co., the nominee of The Depository Trust Company ("DTC") pursuant to the Book-Entry-Only System described herein. Beneficial ownership of the Bonds may be acquired in denominations of $5,000 or integral multiples thereof. No physical delivery of the Bonds will be made to the beneficial owners thereof. Principal of, premium, if any, and interest on the Bonds will be payable by the Paying Agent/Registrar to Cede & Co., which will make distribution of the amounts so paid to the participating members of DTC for subsequent payment to the beneficial owners of the Bonds. See "BOOK-ENTRY-ONLY SYSTEM" herein. The initial Paying Agent/Registrar is The Bank of New York Mellon Trust Company, N.A., Dallas, Texas. See "THE BONDS - PAYING AGENT/REGISTRAR." The Bonds are issued pursuant to the Constitution and general laws of the State of Texas (the "State"), including particularly Chapter 1207, Texas Government Code, Chapter 1371, Texas Government Code, and an order authorizing the issuance of the Bonds (the "Bond Order"). The Bonds are direct obligations of the District, payable from a continuing ad valorem tax levied by the District, without legal limit as to maximum rate or amount, on all taxable property located within the District, as provided in the Bond Order and the pricing certificate executed pursuant thereto (the "Pricing Certificate," and together with the Bond Order, the "Order"). See "THE BONDS - AUTHORITY FOR ISSUANCE." An application has been filed and the District has received preliminary approval for the Series 2013A Bonds to be guaranteed by the Permanent School Fund Guarantee Program of the State of Texas. See "THE PERMANENT SCHOOL FUND GUARANTEE PROGRAM FOR THE SERIES 2013A BONDS." The Series 2013B Bonds will not be guaranteed by the Permanent School Fund Guarantee Program of the State of Texas. Proceeds from the sale of the Series 2013A Bonds will be used to (i) refund a portion of the District’s outstanding debt, as more particularly described in SCHEDULE II – REFUNDED BONDS (the "Series 2013A Refunded Bonds") in order to lower the overall debt service requirements of the District and (ii) pay the costs of issuance associated with the issuance of the Series 2013A Bonds. Proceeds from the sale of the Series 2013B Bonds will be used to (i) refund a portion of the District’s outstanding debt, as more particularly described in SCHEDULE II – REFUNDED BONDS (the "Series 2013B Refunded Bonds") in order to lower the overall debt service requirements of the District and (ii) pay the costs of issuance associated with the issuance of the Series 2013B Bonds. See "PLAN OF FINANCING." SEE MATURITY SCHEDULE ON INSIDE COVER The District reserves the right, at its option, to redeem the Series 2013B Bonds having stated maturities on or after February 15, 2024 in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on February 15, 2023 or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. See "THE BONDS - OPTIONAL REDEMPTION." The Bonds are offered for delivery when, as and if issued and received by the underwriters listed below (the "Underwriters") and subject to the approving opinion of the Attorney General of the State and the opinions of Bracewell & Giuliani LLP, Houston, Texas, Bond Counsel. See APPENDIX C, "FORMS OF BOND COUNSEL OPINIONS." Certain legal matters will be passed upon for the Underwriters by Bates and Coleman, PC, Houston, Texas, Counsel for the Underwriters. It is expected that the Bonds will be available for delivery through the facilities of DTC on April 3, 2013. RAYMOND JAMES BOSC, Inc. HUTCHINSONSHOCKEYERLEY&CO. A Subsidiary of BOK Financial Corporation Loop Capital Markets Southwest Securities Wells Fargo Securities MATURITY SCHEDULE $8,250,000 Humble Independent School District (Harris County, Texas) Unlimited Tax Refunding Bonds, Series 2013A (PSF) Maturity Date Principal Interest Price or 2/15 AmountRate Yield(a) Cusip No.(b) 2014$ 685,000 2.000 % 0.270 % 445047 AW3 2015 335,000 2.000 0.390 445047 AX1 2016 385,000 1.500 0.520 445047 AY9 2017 815,000 1.500 0.660 445047 AZ6 2018 1,030,000 2.000 0.900 445047 BA0 2019 1,010,000 2.000 1.180 445047 BB8 2020 1,285,000 3.000 1.440 445047 BC6 2021 1,330,000 3.000 1.670 445047 BD4 2022 1,375,000 3.000 1.880 445047 BE2 (Accrued interest from March 15, 2013 to be added) $23,950,000 Humble Independent School District (Harris County, Texas) Unlimited Tax Refunding Bonds, Series 2013B (Non-PSF) Maturity Date Principal Interest Price or 2/15 AmountRate Yield(a) Cusip No.(b) 2014$ 425,000 2.000 % 0.330 % 445047 BF9 2015 1,655,000 1.500 0.400 445047 BG7 2016 1,670,000 1.500 0.600 445047 BH5 2017 1,710,000 2.500 0.760 445047 BJ1 2018 1,735,000 4.000 1.030 445047 BK8 2019 1,805,000 4.000 1.330 445047 BL6 2020 2,700,000 5.000 1.600 445047 BM4 2021 2,850,000 5.000 1.840 445047 BN2 2022 2,975,000 5.000 2.050 445047 BP7 2023 3,125,000 5.000 2.230 445047 BQ5 (c) 2024 3,300,000 5.000 2.330 445047 BR3 (Accrued interest from March 15, 2013 to be added) (a) The initial yields are established by and are the sole responsibility of the Underwriters, and may subsequently be changed. (b) 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. CUSIP Numbers are included solely for the convenience of the purchasers of the Bonds. None of the District, the Financial Advisor, or the Underwriters shall be responsible for the selection or correctness of the CUSIP Numbers set forth herein. This data is not intended to create a database and does not serve in any way as a substitute CUSIP Service. (c) The District reserves the right, at its option, to redeem the Series 2013B Bonds having stated maturities on or after February 15, 2024 in whole or in part in principal amounts of $5,000 or any integral multiple thereof, on February 15, 2023 or any date thereafter, at the par value thereof plus accrued interest to the date of redemption. See "THE BONDS – OPTIONAL REDEMPTION." ii DISTRICT OFFICIALS, STAFF AND CONSULTANTS BOARD OF TRUSTEES Name Title Term Expires Occupation Mr. Charles Cunningham President May 2013 CenterPoint Energy - commercial relations manager Mr. Brent Engelage Vice President May 2013 Physical therapist Mr. Robert Scarfo Secretary May 2015 Insperity - director of credit services Mr. Robert Sitton Parliamentarian May 2013 Edward Jones Investments - financial advisor Mr. Keith Lapeze Member May 2013 Attorney Dr. Bonnie Longnion Member May 2013 Adjunct professor & retired college administrator [vacant](1) Member (1) This position will be filled at an election to be held on May 11, 2013. SELECTED ADMINISTRATIVE STAFF Length of Name Position Service Dr. Guy Sconzo Superintendent of Schools 11 Years Ms. Lynn Lynn Chief Financial Officer 12 Years Ms. Marilyn Farrell Director, Budget 11 Years Ms. Janice Himpele Director, Tax Assessor/Collector 6 Years CONSULTANTS AND ADVISORS Bracewell & Giuliani LLP, Houston, Texas ............................................... Bond Counsel Whitley Penn LLP, Houston, Texas ..................................................................... Auditors First Southwest Company ..................................................................... Financial Advisor iii USE OF INFORMATION IN THIS OFFICIAL STATEMENT This Official Statement, which includes the cover page, the schedules, and the Appendices hereto, does not constitute an offer to sell or the solicitation of an offer to buy in any jurisdiction to any person to whom it is unlawful to make such offer, solicitation or sale. No dealer, broker, salesperson or other person has been authorized by the District or the Underwriters to give information or to make any representation 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 District or the Underwriters.
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