Los Angeles County Metropolitan Transportation Authority
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NEW ISSUE‑BOOK‑ENTRY‑ONLY RATING: Moody’s: “Aa2” ® S&P: “AA+” (See “RATINGS” herein) In the opinion of Bond Counsel, under existing law and assuming compliance with the tax covenants described herein, and the accuracy of certain representations and certifications made by LACMTA described herein, interest on the Series 2017-A Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986, as amended (the “Code”). Bond Counsel is also of the opinion that such interest is not treated as a preference item in calculating the alternative minimum tax imposed under the Code with respect to individuals and corporations. Bond Counsel is further of the opinion that interest on the Series 2017-A Bonds is exempt from personal income taxes of the State of California under present State law. See “TAX MATTERS” herein regarding certain other tax considerations. $454,845,000 LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY Proposition C Sales Tax Revenue Bonds Senior Bonds, Series 2017‑A Dated: Date of Delivery Due: As shown on inside cover The Los Angeles County Metropolitan Transportation Authority (“LACMTA”) is issuing its Proposition C Sales Tax Revenue Bonds, Senior Bonds, Series 2017-A (the “Series 2017-A Bonds”) pursuant to the Amended and Restated Trust Agreement, dated as of January 1, 2010 (the “Trust Agreement”), by and between LACMTA and U.S. Bank National Association, as trustee (the “Trustee”), and the Twenty-Seventh Supplemental Trust Agreement, to be dated as of February 1, 2017 (the “Twenty-Seventh Supplemental Agreement,” and together with the Trust Agreement, the “Agreement”), by and between LACMTA and the Trustee. The Series 2017-A Bonds are limited obligations of LACMTA payable solely from and secured by a first lien on and pledge of the “Pledged Revenues” and by other amounts held by the Trustee under the Agreement. “Pledged Revenues” are receipts from the Proposition C Sales Tax, less amounts described in this Official Statement. See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2017-A BONDS” and “PROPOSITION C SALES TAX AND COLLECTIONS” herein. LACMTA will use the proceeds of the Series 2017-A Bonds to (a) finance or refinance (through the repayment of Proposition C Commercial Paper Notes) the development and construction of certain projects of the rail, bus and highway transit system as further described herein, (b) make a deposit to the reserve fund further described herein and (c) pay the costs of issuance of the Series 2017-A Bonds. The Series 2017-A Bonds will be issued in denominations of $5,000 and integral multiples thereof. The Series 2017-A Bonds will be issued in fully registered form and will be registered in the name of Cede & Co., as registered owner and nominee of The Depository Trust Company, New York, New York (“DTC”), the securities depository for the Series 2017-A Bonds. Individual purchases and sales of the Series 2017-A Bonds may be made in book-entry form only. See “APPENDIX H—BOOK- ENTRY-ONLY SYSTEM.” The Series 2017-A Bonds will mature in the principal amounts and will bear interest at the rates set forth on the inside front cover. LACMTA will pay interest on the Series 2017-A Bonds on January 1 and July 1, commencing on July 1, 2017. The Series 2017-A Bonds are subject to optional and mandatory sinking fund redemption prior to maturity as described in this Official Statement. See “DESCRIPTION OF THE SERIES 2017-A BONDS – Redemption.” Neither the faith and credit nor the taxing power of the County of Los Angeles, the State of California or any political subdivision or agency thereof, other than LACMTA to the extent of the Pledged Revenues and certain other amounts held by the Trustee under the Agreement, is pledged to the payment of the principal of or interest on the Series 2017‑A Bonds. Other than Pledged Revenues and such other amounts held by the Trustee under the Agreement, the general fund of LACMTA is not liable, and neither the credit nor the taxing power of LACMTA is pledged, to the payment of the principal of or interest on the Series 2017‑A Bonds. LACMTA has no power to levy property taxes to pay the principal of or interest on the Series 2017‑A Bonds. Purchasers of the Series 2017‑A Bonds will be deemed to have consented to certain amendments to the Trust Agreement. See “INTRODUCTION – Proposed Amendments to Trust Agreement” herein. This cover page contains certain information for general reference only. It is not intended to be a summary of the terms of, or the security for, the Series 2017-A Bonds. Investors are advised to read this Official Statement in its entirety to obtain information essential to the making of an informed investment decision. Capitalized terms used on this cover page and not otherwise defined have the meanings set forth herein. The Series 2017-A Bonds were awarded at a true interest cost of 3.522205% (prior to adjustment) pursuant to competitive bidding held on January 25, 2017. See “SALE OF BONDS” herein. LACMTA is offering the Series 2017-A Bonds when, as and if it issues the Series 2017-A Bonds. The issuance of the Series 2017-A Bonds is subject to the approval as to their validity by Nixon Peabody LLP, Bond Counsel to LACMTA. The Los Angeles County Counsel, as General Counsel to LACMTA, and Nixon Peabody LLP, as Disclosure Counsel, will pass on certain legal matters for LACMTA. LACMTA anticipates that the Series 2017- A Bonds will be available for delivery through the facilities of DTC on or about February 8, 2017. Date of Official Statement: January 25, 2017 MATURITY SCHEDULE $454,845,000 LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY Proposition C Sales Tax Revenue Bonds Senior Bonds, Series 2017-A Maturity Date (July 1) Principal Amount Interest Rate Yield CUSIP No.† 2018 $ 9,530,000 5.00% 0.94% 54466HEE2 2019 10,005,000 5.00 1.15 54466HEF9 2020 10,505,000 5.00 1.32 54466HEG7 2021 11,030,000 5.00 1.49 54466HEH5 2022 11,585,000 5.00 1.68 54466HEJ1 2023 12,165,000 5.00 1.89 54466HEK8 2024 12,770,000 5.00 2.04 54466HEL6 2025 13,410,000 5.00 2.15 54466HEM4 2026 14,080,000 5.00 2.26 54466HEN2 2027 14,785,000 5.00 2.36 54466HEP7 2028 15,525,000 5.00 2.51c 54466HEQ5 2029 16,300,000 5.00 2.62c 54466HER3 2030 17,115,000 5.00 2.73c 54466HES1 2031 17,970,000 5.00 2.85c 54466HET9 2032 18,870,000 5.00 2.91c 54466HEU6 2033 19,815,000 5.00 2.97c 54466HEV4 2034 20,805,000 5.00 3.03c 54466HEW2 2035 21,845,000 5.00 3.08c 54466HEX0 2036 22,935,000 5.00 3.12c 54466HEY8 2037 24,080,000 5.00 3.15c 54466HEZ5 2038 25,285,000 5.00 3.14c 54466HFA9 2039 26,550,000 5.00 3.15c 54466HFB7 $87,885,000 – 5.00% Series 2017-A Senior Term Bonds due July 1, 2042 – Yield 3.18%c – CUSIP† No. 54466HFC5 c Priced to a par call on July 1, 2027. † Copyright 2017, American Bankers Association. CUSIP® is a registered trademark of the American Bankers Association. The CUSIP data herein is provided by CUSIP Global Services (CGS), which is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. The CUSIP numbers are not intended to create a database and do not serve in any way as a substitute for the CGS database. CUSIP numbers have been assigned by an independent company not affiliated with LACMTA and are provided solely for convenience and reference. The CUSIP numbers for a specific maturity are subject to change after the issuance of the Series 2017-A Bonds. LACMTA does not take any responsibility for the accuracy of the CUSIP numbers provided herein. metro.net Metro Rail & Busway Chatsworth Amtrak & Metrolink Nordhoff SAN FERNANDO VALLEY Lake Allen Sierra MadreArcadia VillaMonroviaDuarte/CityIrwindale of HopeAzusa DowntownAPU/Citrus College Roscoe Memorial Park Sherman Way SAN GABRIEL VALLEY Del Mar Canoga De Soto Pierce CollegeTampa Reseda Balboa Woodley SepulvedaVan NuysWoodmanValley CollegeLaurel Canyon North Hollywood Fillmore Universal City/Studio City Los Angeles River Warner Ctr Hollywood/Highland South Pasadena Hollywood/Vine Highland Park Hollywood/Western Southwest Museum CENTRAL LA Vermont/Sunset Heritage Sq Vermont/Santa Monica Lincoln/Cypress Vermont/Beverly Chinatown Westwood/VAWestwood/UCLA Hospital Century City/ConstellationWilshire/RodeoWilshire/La CienegaWilshire/FairfaxWilshire/La BreaWilshire/WesternWilshire/Normandie Union Station Wilshire/Vermont Amtrak & Metrolink 2nd St/HopeCivicGrandGrandGrandGrand Ctr/Civic Ctr/ParkParkParkPark Metrolink PURPLE LINE EXTENSION LAX FlyAway LAC+USC MedicalCal State Ctr LA El Monte Westlake/MacArthur Park REGIONAL CONNECTOR WESTSIDE TRANSIT PROJECT 2nd St/ 7th St/Metro Ctr Broadway Little Tokyo/Arts Dist Pico Pershing Square LATTC/Ortho Soto Institute Indiana Atlantic DOWNTOWN Pico/Aliso Maravilla 1st/Central LA Mariachi Plaza Grand/LATTC East LA Civic Ctr Downtown17th Santa St/SMC Monica26th St/BergamotExpo/BundyExpo/SepulvedaWestwood/RanchoPalms Culver Park CityLa Cienega/JeffersonExpo/La BreaFarmdaleExpo/CrenshawExpo/WesternExpo/VermontExpoPark/USC EASTSIDE 37th St/ San Pedro St Rail Station USC Transfer Martin Luther King Jr Jefferson/USC Washington Station BuswayStation CRENSHAW/LAX Leimert Park TRANSIT PROJECT Slauson Vernon Busway Street Service Hyde Park UNDER SOUTH LA Slauson River Angeles Los CONSTRUCTION Fairview Heights Manchester Florence PACIFIC OCEAN Downtown Inglewood Metro Rail Westchester/Veterans Firestone LAX Red Line Aviation/96th 103rd St/ North Hollywood to Union Station Watts Towers Purple Line Aviation/Century Willowbrook/ Wilshire/Western to Union Station LAX Shuttle G Rosa Parks Aviation/LAXHawthorne/LennoxCrenshawVermont/Athens