SUPPLEMENT TO THE

OFFICIAL STATEMENT

$6,265,000 TOWNSHIP OF RICHLAND Allegheny County, Pennsylvania General Obligation Bonds, Series of 2017

The Official Statement, dated March 15, 2017, delivered in connection with the above-captioned bonds is hereby supplemented as follows:

The information contained within Appendix B of the Official Statement is hereby replaced with the attached document, the Township of Richland’s 2016 Audited Financial Statement, which was released on March 20, 2017.

Date of this Supplement: March 23, 2017 DCED-CLGS-30 (9-09) Department of Community & Economic Development Received by DCED: 01/01/0001 Governor's Center for Local Government Services Commonwealth Keystone Building 400 North Street, 4th Floor Harrisburg, PA 17120-0225 Ph: 888-223-6837 | fax: 717-783-1402

2016 MUNICIPAL ANNUAL AUDIT AND FINANCIAL REPORT

022795 RICHLAND TWP, ALLEGHENY COUNTY Pittsburgh Harrisburg Butler 503 Martindale Street 3003 North Front Street 112 Hollywood Drive Suite 600 Suite 101 Suite 204 Pittsburgh, PA 15212 Harrisburg, PA 17110 Butler, PA 16001 Main 412.471.5500 Main 717.232.1230 Main 724.285.6800 Fax 412.471.5508 Fax 717.232.8230 Fax 724.285.6875

Independent Auditor’s Report

Board of Supervisors Richland Township

We have audited the Cash Basis Balance Sheet, Statement of Revenues and Expenditures, Debt Statement, and Statements of Capital Expenditures and Employee Compensation – regulatory basis (Schedules) included in the 2016 Annual Audit and Financial Report of Richland Township (Township).

Management’s Responsibility for the Schedules

Management is responsible for the preparation and fair presentation of these Schedules in accordance with the financial reporting provisions as described in the instructions provided by the Commonwealth of Pennsylvania Department of Community and Economic Development (DCED) to meet filing requirements in Pennsylvania. Management is also responsible for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the Schedules that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these Schedules based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Schedules are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Schedules. The procedures selected depend on the auditor’s judgment, including assessment of the risks of material misstatement of the Schedules, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the Schedules in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the Schedules.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles

To meet the financial reporting requirements of the Commonwealth of Pennsylvania, the Schedules are prepared by the Township on the basis of the instructions provided by DCED, which is a basis of accounting other than accounting principles generally accepted in the United States of America. These requirements permit the Schedules to be prepared on the cash basis of accounting, without financial statement disclosures, without cash flows, without component unit financial information, without government–wide financial statements, without Management’s Discussion and Analysis, without

1Pursuing the profession while promoting the public good® www.md-cpas.com Board of Supervisors Richland Township Independent Auditor’s Report

budgetary comparisons and historical pension information, and require all funds to be aggregated by fund type on the Schedules.

The effects on the Schedules of the variances between the regulatory basis of accounting described above and accounting principles generally accepted in the United States of America, although not reasonably determinable, are presumed to be material.

Adverse Opinion on U.S. Generally Accepted Accounting Principles

In our opinion, because of the significance of the matter discussed in the “Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles” paragraph, the Schedules referred to above do not present fairly, in accordance with accounting principles generally accepted in the United States of America, the financial position of the Township as of December 31, 2016 and the results of its operations for the year then ended.

Unmodified Opinion on Regulatory Basis of Accounting

In our opinion, the Schedules referred to above present fairly, in all material respects, the regulatory basis financial position of the Township as of December 31, 2016, and the regulatory results of its operations for the year then ended in accordance with the financial reporting provisions described in the instructions provided by DCED.

Pittsburgh, Pennsylvania March 20, 2017

2 DCED-CLGS-30 (9-09) BALANCE SHEET

DCED-CLGS-30 (09-09) RICHLAND TWP, ALLEGHENY County BALANCE SHEET December 31, 2016 Governmental Funds Proprietary Funds Fid. Fund Account Groups Total Special Revenue General General Capital Internal Trust and General Memorandum (Including Debt Service Enterprise Long Term Fund Projects Service Agency Fixed Assets Only State Liquid Debt Fuels) Assets and Other Debits

100-120 Cash and Investments 507,340 129,603 2,304,306 1,463,246 3,277,631 7,682,126

140-144 Tax Receivable

121-129, 145-149 Accounts Receivable (excluding taxes) 890 890

130.00 Due From Other Funds

131-139, 150-159 Other Current Assets 44,735 44,735

160-169 Fixed Assets

180-189 Other Debits 9,320,180 9,320,180

Total Assets and Other Debits 552,965 129,603 2,304,306 1,463,246 3,277,631 9,320,180 17,047,931

Liabilities and Other Credits Payroll Taxes and Other Payroll 210-229 3,231 3,231 Withholdings 200-209, 231-239 All Other Current Liabilities 12,204 12,204

230.00 Due To Other Funds DCED-CLGS-30 (09-09) RICHLAND TWP, ALLEGHENY County BALANCE SHEET December 31, 2016 Governmental Funds Proprietary Funds Fid. Fund Account Groups Total Special Revenue General General Capital Internal Trust and General Memorandum (Including Debt Service Enterprise Long Term Fund Projects Service Agency Fixed Assets Only State Liquid Debt Fuels) Liabilities and Other Credits

260-269 Long-Term-Liabilities 8,515,180 8,515,180 Current Portion of Long-Term Debt and 240-259 85,306 805,000 890,306 Other Credits Total Liabilities and Other Credits 3,231 12,204 85,306 9,320,180 9,420,921

Fund and Account Group Equity

281-284 Contributed Capital

290.00 Investment in General Fixed Assets Fund Balance / Retained Earnings on 270-289 549,734 129,603 2,304,306 1,451,042 3,192,325 7,627,010 12/31

291-299 Other Equity Total Fund and Account Group 549,734 129,603 2,304,306 1,451,042 3,192,325 7,627,010 Equity

TOTAL LIABILITIES AND FUND AND ACCOUNT GROUP EQUITY 17,047,931 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Taxes

301.00 Real Estate Taxes 2,293,431 2,293,431

305.00 Occupation Taxes (levied under municipal code)

308.00 Residence Taxes (levied by cities of the 3rd Class) Regional Asset District Sales Tax (Allegheny County 309.00 174,953 174,953 municipalities only)

310.00 Per Capita Taxes

310.10 Real Estate Transfer Taxes 292,735 292,735

310.20 Earned Income Taxes / Wage Taxes 2,189,359 2,189,359

310.30 Business Gross Receipts Taxes

310.40 Occupation Taxes (levied under Act 511)

310.50 Local Services Tax ** 253,887 253,887

310.60 Amusement / Admission Taxes

310.70 Mechanical Device Taxes 20,636 20,636

310.90 Other Local Tax Enabling Act / Act 511 / Taxes

Other: ______

Total Taxes 5,225,001 5,225,001

Licenses and Permits

320-322 All Other Licenses and Permits 62,532 62,532

321.80 Cable Television Franchise Fees 198,713 198,713

Total Licenses and Permits 261,245 261,245

Fines and Forfeits

330-332 Fines and Forfeits 23,552 23,552

Total Fines and Forfeits 23,552 23,552 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Interest, Rents and Royalties

341.00 Interest Earnings 2,075 1,117 12,457 4,940 119,537 140,126

342.00 Rents and Royalties

Total Interest, Rents and Royalties 2,075 1,117 12,457 4,940 119,537 140,126

Federal

351.03 Highways and Streets

351.09 Community Development

351.00 All Other Federal Capital and Operating Grants

352.01 National Forest

352.00 All Other Federal Shared Revenue and Entitlements

353.00 Federal Payments in Lieu of Taxes Total Federal

State

354.03 Highways and Streets

354.09 Community Development

354.15 Recycling / Act 101 32,813 32,813

354.00 All Other State Capital and Operating Grants

355.01 Public Utility Realty Tax (PURTA) 5,554 5,554

355.02- Motor Vehicle Fuel Tax (Liquid Fuels Tax) and State 393,368 393,368 355.03 Road Turnback

355.04 Alcoholic Beverage Licenses 3,800 3,800

355.05 General Municipal Pension System State Aid 163,080 163,080

355.07 Foreign Fire Insurance Tax Distribution 79,615 79,615

355.08 Local Share Assessment/Gaming Proceeds

355.09 Marcellus Shale Impact Fee Distribution 6,106 6,106 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES State

355.00 All Other State Shared Revenues and Entitlements

356.00 State Payments in Lieu of Taxes

Total State 290,968 393,368 684,336

Local Government Units

357.03 Highways and Streets All Other Local Governmental Units Capital and 357.00 Operating Grants Local Government Unit Shared Payments for 358.00 Contracted Intergovernmental Services Local Governmental Units and Authorities Payments 359.00 in Lieu of Taxes Total Local Government Units

Charges for Service

361.00 General Government 27,072 27,072

362.00 Public Safety

363.20 Parking

363.00 All Other Charges for Highway & Street Services 5,145 1,401 6,546 Wastewater / Sewage (including connection / tapping 364.10 1,854,947 1,854,947 fees, sewer usage charges, reserve capacity fee, etc.)

364.30 Solid Waste Collection and Disposal Charge (trash) 2,393 2,393

364.60 Host Municipality Benefit Fee for Solid Waste Facility

364.00 All Other Charges for Sanitation Services

365.00 Health

366.00 Human Services

367.00 Culture and Recreation 105,982 105,982

368.00 Airports DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Charges for Service

369.00 Bars

370.00 Cemeteries

372.00 Electric System

373.00 Gas System

374.00 Housing System

375.00 Markets

377.00 Transit Systems

378.00 Water System

379.00 All Other Charges for Service

Total Charges for Service 140,592 1,401 1,854,947 1,996,940

Unclassified Operating Revenues

383.00 Special Assessments 87,722 604 88,326

386.00 Escheats (sale of personal property)

387.00 Contributions and Donations from Private Sectors 15,000 1,650 16,650

388.00 Fiduciary Fund Pension Contributions 155,403 155,403

389.00 All Other Unclassified Operating Revenues 847 2,165 3,012

Total Unclassified Operating Revenues 15,847 87,722 2,254 2,165 155,403 263,391

Other Financing Sources

391.00 Proceeds of General Fixed Asset Disposition 32,247 1,155 33,402

392.00 Interfund Operating Transfers 2,726 500,000 57,345 560,071

393.00 Proceeds of General Long-Term Debt

394.00 Proceeds of Short Term-Debt DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Other Financing Sources

395.00 Refunds of Prior Year Expenditures 37,734 69 37,803

Total Other Financing Sources 72,707 500,000 58,569 631,276

TOTAL REVENUES 6,031,987 483,608 514,711 1,920,621 274,940 9,225,867 EXPENDITURES General Government

400.00 Legislative (Governing) Body 25,564 25,564

401.00 Executive (Manager or Mayor) 243,614 2,073 245,687

402.00 Auditing Services / Financial Administration 70,151 70,151

403.00 Tax Collection 73,630 289 73,919

404.00 Solicitor / Legal Services 19,149 15,562 140 34,851

405.00 Secretary / Clerk

406.00 Other General Government Administration

407.00 IT-Networking Services-Data Processing 22,817 22,817

408.00 Engineering Services 10,331 19,517 4,033 33,881

409.00 General Government Buildings and Plant 81,386 81,386

Total General Government 546,642 289 35,079 6,246 588,256

Public Safety

410.00 Police 1,672,502 5,000 1,677,502

411.00 Fire 249,495 249,495

412.00 Ambulance / Rescue 55 55

413.00 UCC and Code Enforcement 516 516 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Public Safety

414.00 Planning and Zoning 264,131 264,131

415.00 Emergency Management and Communications

416.00 Militia and Armories

417.00 Examination of Licensed Occupations

418.00 Public Scales (weights and measures)

419.00 Other Public Safety 82,740 82,740

Total Public Safety 2,186,699 82,740 5,000 2,274,439

Health and Human Services 420.00- 425.00 Health and Human Services Total Health and Human Services

Public Works - Sanitation

426.00 Recycling Collection and Disposal

427.00 Solid Waste Collection and Disposal (garbage) 2,250 2,250

428.00 Weed Control

429.00 Wastewater / Sewage Treatment and Collection 1,179,788 1,179,788

Total Public Works - Sanitation 2,250 1,179,788 1,182,038

Public Works - Highways and Streets

430.00 General Services - Administration 385,919 158,177 544,096

431.00 Cleaning of Streets and Gutters

432.00 Winter Maintenance – Snow Removal 293,990 293,990

433.00 Traffic Control Devices 27,037 77,456 104,493

434.00 Street Lighting 5,916 2,312 8,228 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Public Works - Highways and Streets

435.00 Sidewalks and Crosswalks

436.00 Storm Sewers and Drains 13,251 20,890 34,141

437.00 Repairs of Tools and Machinery 32,723 32,723

438.00 Maintenance and Repairs of Roads and Bridges 116,750 116,750

439.00 Highway Construction and Rebuilding Projects 1,375,228 57,081 1,432,309

Total Public Works - Highways and Streets 1,956,824 296,302 313,604 2,566,730

Other Public Works Enterprises

440.00 Airports

441.00 Cemeteries

442.00 Electric System

443.00 Gas System

444.00 Markets

445.00 Parking

446.00 Storm Water and Flood Control

447.00 Transit System

448.00 Water System 785 785

449.00 Water Transport and Terminals

Total Other Public Works Enterprises 785 785

Culture and Recreation

451.00 Culture-Recreation Administration

452.00 Participant Recreation

453.00 Spectator Recreation

454.00 Parks 273,243 35,500 308,743 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Culture and Recreation

455.00 Shade Trees

456.00 Libraries 223,105 223,105

457.00 Civil and Military Celebrations 95 95

458.00 Senior Citizens’ Centers 29 29

459.00 All Other Culture and Recreation 32,684 32,684

Total Culture and Recreation 529,156 35,500 564,656

Community Development

461.00 Conservation of Natural Resources

462.00 Community Development and Housing

463.00 Economic Development

464.00 Economic Opportunity

465-469 All Other Community Development Total Community Development

Debt Service

471.00 Debt Principal (short-term and long-term) 299,260 485,740 785,000

472.00 Debt Interest (short-term and long-term) 64,545 192,405 256,950

475.00 Fiscal Agent Fees

Total Debt Service 363,805 678,145 1,041,950

Employer Paid Benefits and Withholding Items Employer Paid Withholding Taxes and Unemployment 481.00 Compensation

482.00 Judgments and Losses

483.00 Pension / Retirement Fund Contributions 73,295 73,295 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2016 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Employer Paid Benefits and Withholding Items

484.00 Worker Compensation Insurance

487.00 Other Group Insurance Benefits 7,675 50 7,725 Total Employer Paid Benefits and Withholding 73,295 7,675 50 81,020 Items

Insurance

486.00 Insurance, Casualty, and Surety Total Insurance

Unclassified Operating Expenditures

488.00 Fiduciary Fund Benefits and Refunds Paid

489.00 All Other Unclassified Expenditures Total Unclassified Operating Expenditures

Other Financing Uses

491.00 Refund of Prior Year Revenues

492.00 Interfund Operating Transfers 500,000 57,345 2,726 560,071

493.00 All Other Financing Uses

Total Other Financing Uses 500,000 57,345 2,726 560,071

TOTAL EXPENDITURES 6,159,456 379,331 384,183 1,929,199 7,776 8,859,945

EXCESS/DEFICIT OF REVENUES OVER -127,469 104,277 130,528 -8,578 267,164 365,922 EXPENDITURES DCED-CLGS-30 (9-06) RICHLAND TWP December 31, 2016

DEBT STATEMENT OUTSTANDING BONDS AND NOTES Listed below are all currently outstanding bond and note issues according to our files, excluding bond issues redeemed or refunded and defeased. Please show the principal payments and make any other necessary corrections and additions. Purpose Bond (B) Issue Year Maturity Original Outstanding Principal Principal Current Year Outstanding at Plus (less) Total Capital Lease (C) (yyyy) Year Amount of Beginning of Incurred Paid This Accretion on Year End (1) Unamortized Balance Lease Rental (L) (yyyy) Issue Year (1) This Year Year Compound Interest Premium Note (N) Bonds (Discount) General Obligation Bonds and Notes

2012 GOB Series B Bond 2012 2027 2,675,000 2,200,000 160,000 2,040,000 -17,934 2,022,066

2012 GOB Series A Bond 2012 2027 4,730,000 4,645,000 135,000 4,510,000 -31,886 4,478,114

2014 GON Note 2014 2022 3,690,000 3,310,000 490,000 2,820,000 2,820,000

Revenue Bonds and Notes

Lease Rental Debt

Water Revenue Note, Series of 2007 Lease Rentals 2007 2027 1,500,000 900,000 75,000 825,000 825,000

Other

(1) - excludes unamortized premium/discount Total bonds and notes outstanding 10,145,180

Capitalized lease obligations 0

Net debt 10,145,180 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF CAPITAL EXPENDITURES December 31, 2016

Category Capital Purchases Capital Construction Total Community Development

Electric

Fire

Gas System

General Government

Health

Housing

Libraries

Mass Transit

Parks

Police

Recreation

Sewer

Solid Waste

Streets / Highways 223,516 57,985 281,501

Water

Other: ______TOTAL CAPITAL EXPENDITURES 223,516 57,985 281,501

EMPLOYEE COMPENSATION

Total salaries, wages, commissions, etc. paid this year (including all employees and elected officials) 1,030,616 DCED-CLGS-30 (9-09) Independent Public Accountant/Certified Public Accountant Submission Page Opinion page was provided in lieu of signature page.

SIGNATURE AND VERIFICATION

Signed: See Attached Appointed Auditor/CPA

DCED-CLGS-30 (9-09)

December 31, 2016

NOTES / COMMENTS The guaranteed debt of the Richland Township Municipal Authority consists of only the portion of debt that is guaranteed by Richland Township. As this debt is not the debt of the Township and the Township is not liable unless the Authority defaults, these amounts are not included on the balance sheet or statement of revenues and expenditures. OFFICIAL STATEMENT

New Issue Underlying Bond Rating: S&P Global Ratings, “AA” (stable outlook) BOOK-ENTRY ONLY

In the opinion of Bond Counsel, based upon an analysis of existing laws, regulations, rulings, and court decisions, interest on the Bonds (including, in the case of Bonds sold at an original issue discount, the difference between the initial offering price and par) is excluded from gross income for Federal income tax purposes. Bond Counsel is also of the opinion that interest on the Bonds is not a specific item of tax preference under §57 of the Internal Revenue Code of 1986, as amended (the “Code”) for purposes of the Federal individual or corporate alternative minimum taxes. The Bonds, and interest income therefrom, are free from taxation for purposes of personal income and corporate net income taxes within the Commonwealth of Pennsylvania. (See “TAX MATTERS” herein.)

The Township has designated the Bonds as “Qualified Tax-Exempt Obligations” pursuant to §265(b)(3) of the Code (relating to the deductibility of interest expense by certain financial institutions).

$6,265,000 TOWNSHIP OF RICHLAND Allegheny County, Pennsylvania General Obligation Bonds, Series of 2017

INITIALLY DATED: Date of Delivery INTEREST PAYABLE: April 15 and October 15 PRINCIPAL DUE: April 15, as shown herein FIRST INTEREST PAYMENT DATE: October 15, 2017 FORM: Book-Entry Only DENOMINATION: Integral Multiples of $5,000

PAYMENT OF PRINCIPAL AND INTEREST: The General Obligation Bonds, Series of 2017, in the principal amount of $6,265,000 (the “Bonds”) of the Township of Richland, Allegheny County, Pennsylvania (the “Township”), are issuable only in fully registered form, without coupons and when issued, will be registered in the name of CEDE & CO., as nominee for The Depository Trust Company, New York, New York (“DTC”), which will act as securities depository for the Bonds. Beneficial ownership interests in the Bonds will be recorded in book-entry only form in denominations of $5,000, or any integral multiple thereof. Principal of and interest on the Bonds are payable directly to CEDE & CO. for redistribution to DTC Participants and in turn to Beneficial Owners as described herein. Interest will be payable on April 15 and October 15 of each year that the Bonds are outstanding, commencing on October 15, 2017. Purchasers will not receive physical delivery of certificates representing their ownership interests in the Bonds purchased. For so long as any purchaser is the Beneficial Owner of a Bond, such purchaser must maintain an account with a broker or dealer who is, or acts through, a DTC Participant to receive payment of the principal of and interest on such Bonds. See “BOOK-ENTRY ONLY SYSTEM” herein.

USE OF FUNDS: The proceeds to be derived by the Township from the issuance and sale of the Bonds will be used to provide the Township with the funds required (1) to refund, on a current refunding basis, a portion of the Township’s outstanding General Obligation Bonds, Refunding Series A of 2012; (2) to refund, on a current refunding basis, a portion of the Township’s outstanding General Obligation Bonds, Refunding Series B of 2012; and (3) to pay all costs and expenses incurred by the Township in connection with the issuance and sale of the Bonds.

REDEMPTION: The Bonds are subject to optional redemption prior to their stated maturity dates, as provided herein. SECURITY FOR THE BONDS: The Bonds are payable from tax and other general revenues of the Township. The Township has covenanted that it will provide in its budget in each year, and will appropriate from its general revenues in each such year, the amount of the debt service on the Bonds for such year and will duly and punctually pay or cause to be paid from funds in the sinking fund established in the Ordinance or from any available revenues, and for such budgeting, appropriation and payment the Township irrevocably has pledged its full faith, credit and taxing power, which taxing power includes the power to levy ad valorem taxes on all taxable property within the Township, presently unlimited as to rate or amount for such purpose (see “Security for the Bonds” and “Township Taxing Power” herein). AUTHORIZATION FOR ISSUANCE: The Bonds are being issued in accordance with the Local Government Unit Debt Act, 53 Pa. C.S.A. §8001 et. seq. (the “Act”), with the approval of the Pennsylvania Department of Community and Economic Development and pursuant to an Ordinance duly enacted by the Board of Township Supervisors on March 15, 2017.

CONTINUING DISCLOSURE UNDERTAKING: The Township has agreed to provide, or cause to be provided, in a timely manner, certain information in accordance with the requirements of Rule 15c2-12, as promulgated under the Securities Exchange Act of 1934, as amended and interpreted (the “Rule”). (See “CONTINUING DISCLOSURE UNDERTAKING” herein.)

LEGAL APPROVALS: The Bonds are offered when, as and if issued by the Township and received by the Underwriter, subject to prior sale and subject to the receipt of the approving legal opinion to be issued by Clark Hill PLC, Pittsburgh, Pennsylvania, Bond Counsel. Certain additional matters will be passed upon for the Township by its Counsel, Goehring, Rutter & Boehm, Pittsburgh, Pennsylvania. The Bonds are expected to be available for delivery on April 19, 2017 in New York, New York.

REGISTRATION OF BONDS: Information concerning the Bonds has been furnished to The Depository Trust Company, New York, New York (“DTC”). It is expected that the Bonds will initially be registered in the name of DTC’s nominee, CEDE & Co., New York, New York. (See “Book-Entry Only System” herein.)

The date of this Official Statement is March 15, 2017.

$6,265,000 TOWNSHIP OF RICHLAND Allegheny County, Pennsylvania General Obligation Bonds, Series of 2017

INITIALLY DATED: Date of Delivery INTEREST PAYABLE: April 15 and October 15 PRINCIPAL DUE: April 15, as shown herein FIRST INTEREST PAYMENT DATE: October 15, 2017 FORM: Book-Entry Only DENOMINATION: Integral Multiples of $5,000

Maturity Schedule

Year Principal Interest (April 15) Amount Rate Yield Price (1) CUSIP (2) 2018 $310,000 2.000% 0.850% 101.130% 764211AA6 2019 265,000 2.000 1.200 101.567 764211AB4 2020 345,000 3.000 1.500 104.368 764211AC2 2021 345,000 3.000 1.750 104.795 764211AD0 2022 795,000 3.000 2.000 104.725 764211AE8 2023 935,000 2.125 2.250 99.303 764211AF5 2024 960,000 2.375 2.450 99.520 764211AG3 2025 985,000 2.625 2.650 99.820 764211AH1 2026 1,010,000 2.750 2.800 99.604 764211AJ7 2027 315,000 2.875 2.900 99.784 764211AK4

(1) Based on expected settlement date of April 19, 2017. (2) The above CUSIP (Committee on Uniform Securities Identification Procedures) numbers have been assigned by an organization not affiliated with the Township or the Underwriter, and such parties are not responsible for the selection or use of the CUSIP numbers. The CUSIP numbers are included solely for the convenience of bondholders and no representation is made as to the correctness of such CUSIP numbers. 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 refundings or defeasance of such issue or the use of secondary market financial products. Neither the Township nor the Underwriter has agreed to, and there is no duty or obligation to, update this Official Statement to reflect any change or correction in the CUSIP numbers set forth above.

SUMMARY STATEMENT

This Summary Statement is subject in all respects to more complete information set forth in this Official Statement. No person is authorized to detach this Summary Statement from this Official Statement or to otherwise use it without the entire Official Statement.

Issuer ...... Township of Richland, Allegheny County, Pennsylvania.

Bonds...... $6,265,000 principal amount, General Obligation Bonds, Series of 2017 (the “Bonds”). The Bonds are initially dated as of the date of delivery, and will mature as shown in the BOND MATURITY SECHEDULE shown on the inside of the Cover Page of this Official Statement. Interest on the Bonds will begin to accrue on the date of delivery, and is payable initially on October 15, 2017, and on each April 15 and October 15 thereafter. (See “DESCRIPTION OF THE BONDS” herein.)

Redemption Provisions ...... The Bonds are subject to optional redemption prior to their stated maturity dates. (See “REDEMPTION OF BONDS” herein.)

Form of Bonds ...... Book-Entry Only

Application of Proceeds ...... The proceeds to be derived by the Township from the issuance and sale of the Bonds will be used to provide the Township with the funds required (1) to refund, on a current refunding basis, a portion of the Township’s outstanding General Obligation Bonds, Refunding Series A of 2012; (2) to refund, on a current refunding basis, a portion of the Township’s outstanding General Obligation Bonds, Refunding Series B of 2012; and (3) to pay all costs and expenses incurred by the Township in connection with the issuance and sale of the Bonds. (See “PURPOSE OF THE ISSUE”, “SOURCES AND USES OF FUNDS” herein.)

Security ...... The Bonds are general obligations of the Township for the payment of which the Township has irrevocably pledged its full faith, credit and taxing power.

Bond Rating ...... The Bonds have received a credit rating of “AA” (stable outlook) from S&P Global Ratings (“S&P”). (See “BOND RATING” herein.)

Continuing Disclosure Undertaking ...... The Township has agreed to provide, or cause to be provided, in a timely manner, certain information in accordance with the requirements of Rule 15c2-12, as promulgated under the Securities Exchange Act of 1934, as amended and interpreted (the “Rule”). (See “CONTINUING DISCLOSURE UNDERTAKING” herein.)

TOWNSHIP OF RICHLAND (Allegheny County, Pennsylvania) 4019 Dickey Road Gibsonia, Pennsylvania 15044 Phone: (724) 443-5921

TOWNSHIP SUPERVISORS

Name Position Term Expiration Raymond Kendrick Chairman December 31, 2019 George P. Allen Vice Chairman December 31, 2019 John Marshall Supervisor December 31, 2017 Barton Miller Supervisor December 31, 2017 Donna L. Snyder Supervisor December 31, 2019

TOWNSHIP ADMINISTRATION

Dean E. Bastianini Township Manager/Secretary Gerald Reichart Assistant Manager Amy Shane Finance Officer

TOWNSHIP SOLICITOR

Goehring, Rutter & Boehm Pittsburgh, Pennsylvania

BOND COUNSEL

Clark Hill PLC Pittsburgh, Pennsylvania

PAYING AGENT, TRANFER AGENT, BOND REGISTRAR, AND SINKING FUND DEPOSITORY

The Bank of New York Mellon Trust Company, N.A. Pittsburgh, Pennsylvania

UNDERWRITER

PNC Capital Markets LLC Pittsburgh, Pennsylvania

No dealer, broker or any other person has been authorized by the Township to give any information or make any representation, other than those contained in this Official Statement, and if given or made, such other information and representation must not be relied upon. This Official Statement does not constitute an offer to sell or the solicitation of any offer to buy, nor shall there be any sale of the Bonds in any jurisdiction in which it is unlawful to make such offer, solicitation or sale. The information set forth herein has been obtained from the Township and from other sources which are believed to be reliable, but the Township does not guarantee the accuracy or completeness of information from sources other than the Township. PNC Capital Markets LLC, Pittsburgh, Pennsylvania as the Underwriter (the "Underwriter"), has provided the following sentence for inclusion in this Official Statement. The Underwriter has reviewed the information in this Official Statement in accordance with and as part of its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this transaction, but the Underwriter does not guaranty the accuracy or completeness of such information, which, has been obtained from either the Township or from sources other than the Township. 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 any of the information set forth herein since the date hereof.

The quotations from and summaries and explanation of provisions of laws and documents contained herein, including the cover page, inside cover page and Appendices attached hereto, do not purport to be complete. Reference is made to such laws and documents for full and complete statements of their provisions. Any statements made in this Official Statement involving estimates or matters of opinion, whether or not expressly so stated, are intended merely as estimates or opinions and not as representations of fact.

If and when included in this Official Statement, the words “expects,” “forecasts,” “projects,” “intends,” “anticipates,” “estimates,” “assumes,” and analogous expressions are intended to identify forward-looking statements, and any such statements inherently are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those that have been projected.

THE ORDER AND PLACEMENT OF MATERIALS IN THIS OFFICIAL STATEMENT, INCLUDING THE APPENDICES ATTACHED HERETO AND INFORMATION INCORPORATED HEREIN BY REFERENCE, ARE NOT TO BE DEEMED TO BE A DETERMINATION OF RELEVANCE, MATERIALITY OR IMPORTANCE, AND THIS OFFICIAL STATEMENT, INCLUDING THE APPENDICES HERETO AND INFORMATION INCORPORATED HEREIN BY REFERENCE, MUST BE CONSIDERED IN ITS ENTIRETY. THE OFFERING OF THE BONDS IS MADE ONLY BY MEANS OF THIS ENTIRE OFFICIAL STATEMENT.

IN MAKING ANY INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF 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 DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THE UNDERWRITER MAY OFFER AND SELL THE BONDS TO CERTAIN DEALERS (INCLUDING DEALERS DEPOSITING THE BONDS INTO INVESTMENT TRUST(S)) AND OTHERS AT PRICES LOWER THAN THE PUBLIC OFFERING PRICES STATED ON THE INSIDE FRONT COVER THEREOF.

IN CONNECTION WITH THE OFFERING OF THE BONDS, THE UNDERWRITER MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF SUCH BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME.

THE BONDS HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR HAS THE ORDINANCE BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS. THE REGISTRATION OR QUALIFICATION OF THE BONDS OR THE ORDINANCE IN ACCORDANCE WITH APPLICABLE PROVISIONS OF THE SECURITIES LAWS OF CERTAIN STATES, IF ANY, IN WHICH THE BONDS HAVE BEEN REGISTERED OR QUALIFIED AND THE EXEMPTION FROM REGISTRATION OR QUALIFICATION IN CERTAIN OTHER STATES CANNOT BE REGARDED AS A RECOMMENDATION THEREOF. NEITHER THESE STATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THE BONDS OR THE ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE.

The Township deems this Official Statement to be final for the purpose of SEC Rule 15c2-12(b)(1).

TABLE OF CONTENTS

Item Page Introductory Statement ...... 1 Purpose of the Issue ...... 1 The Refunding Program ...... 1 Sources and Uses of Funds ...... 2 Description of the Bonds ...... 2 Redemption of Bonds ...... 5 Security for the Bonds ...... 5 Township of Richland ...... 6 Financial Summaries ...... 8 Summary of General Fund Revenues, Expenditures and Changes in Fund Balance ...... 8 Township of Richland – General Fund Budget ...... 9 Schedule of Direct and Overlapping Indebtedness of the Township of Richland ...... 10 Debt Limits and Borrowing Capacity of the Township ...... 11 Second Class Township Taxing Power ...... 12 Continuing Disclosure Undertaking ...... 14 Legal Matters ...... 15 Legal Proceedings ...... 16 Tax Matters ...... 16 The Paying Agent ...... 18 Bond Rating ...... 18 Related Parties ...... 18 Bond Underwriting ...... 18 Miscellaneous Matters ...... 19

Appendix A – Regional and Economic Data of the Township of Richland ...... A-1 Appendix B – Township Financial Statements for the Fiscal Year Ended December 31, 2015 ...... B-1 Appendix C – Form of Opinion of Bond Counsel ...... C-1 Appendix D – Form of Continuing Disclosure Certificate ...... D-1

This Table of Contents does not list all of the subjects in this Official Statement. In all instances, reference should be made to the complete Official Statement to determine the subjects set forth herein.

OFFICIAL STATEMENT

$6,265,000 TOWNSHIP OF RICHLAND Allegheny County, Pennsylvania General Obligation Bonds, Series of 2017

INTRODUCTORY STATEMENT

This Official Statement, including the Cover Page hereof and the Appendices hereto, is furnished in connection with the offering by the Township of $6,265,000 principal amount, of its General Obligation Bonds, Series of 2017 (the “Bonds”). The Bonds are authorized to be issued pursuant to the provisions of the Pennsylvania Local Government Unit Debt Act, 53 Pa. C.S.A. §8001 et. seq., as amended (the “Act”), and are described in, and are being issued pursuant to the provisions of, an Ordinance of the Board of Township Supervisors duly enacted on March 15, 2017 (the “Ordinance”).

The approval of the Department of Community and Economic Development of the Commonwealth of Pennsylvania (the “Commonwealth”) for the Township to issue and deliver the Bonds will have been duly given pursuant to the Act; all acts, conditions and things required by the laws of the Commonwealth to exist, to have happened or to have been performed precedent to or in the issuance of the Bonds or in the creation of the debt of which any Bond is evidence, exist, will have happened, and will have been performed in regular and due form and manner as required by law; the Bonds, together with all other indebtedness of the Township, will be within every debt and other limit prescribed by the Constitution and the statutes of the Commonwealth; and the Township will have established with The Bank of New York Mellon Trust Company, N.A., Pittsburgh, Pennsylvania, or its designee, as the paying agent, transfer agent, bond registrar, and sinking fund depository for the Bonds, a Sinking Fund for the Bonds, as defined herein, and shall deposit therein amounts sufficient to pay the principal of and interest on the Bonds as the same shall become due and payable. (See “THE BONDS - Paying Agent, Transfer Agent, Bond Registrar, and Sinking Fund Depository” and “THE PAYING AGENT” herein.)

The information that follows contains summaries of the Ordinance, the Township's Budget and the Township's Financial Statements. Such summaries do not purport to be complete and reference is made to the Ordinance, the Township’s Budget and the Township’s Financial Statements, copies of which are on file and available for examination at the offices of the Township.

PURPOSE OF THE ISSUE

The proceeds to be derived by the Township from the issuance and sale of the Bonds will be used to provide the Township with the funds required (1) to refund, on a current refunding basis, a portion of the Township’s outstanding General Obligation Bonds, Refunding Series A of 2012; (2) to refund, on a current refunding basis, a portion of the Township’s outstanding General Obligation Bonds, Refunding Series B of 2012; and (3) to pay all costs and expenses incurred by the Township in connection with the issuance and sale of the Bonds.

THE REFUNDING PROGRAM

The Township has determined that it is economically beneficial to refund, on a current refunding basis, its General Obligation Bonds, Refunding Series A of 2012 (the “2012A Bonds”) maturing on April 15, 2018 and thereafter, which are presently outstanding in the principal amount of $4,375,000. A portion of the net proceeds to be derived from the sale of the Bonds, together with a cash contribution from the Township, will provide the Township with sufficient funds to redeem at 100% of the principal amount thereof, together with interest thereon, on April 19, 2017, the principal amount of the 2012A Bonds then outstanding.

The Township has determined that it is economically beneficial to refund, on a current refunding basis, its General Obligation Bonds, Refunding Series B of 2012 (the “2012B Bonds”), maturing on April 15, 2018 and thereafter, which are presently outstanding in the principal amount of $1,880,000. A portion of the net proceeds to be derived from the sale of the Bonds, together with a cash contribution from the Township, will provide the Township with sufficient funds to redeem at 100% of the principal amount thereof, together with interest thereon, on April 19, 2017, the principal amount of the 2012B Bonds then outstanding.

1 SOURCES AND USES OF FUNDS

The proceeds from the sale of the Bonds shall be applied substantially in the following manner:

Sources of Funds Par Amount of Bonds $6,265,000.00 Net Original Issue Premium (1) 59,253.70 Township Cash Contribution 20,000.00 TOTAL SOURCES $6,344,253.70

Uses of Funds 2012A and 2012B Refunding Requirement $6,257,096.04 Costs of Issuance/Miscellaneous (2) 87,157.66 TOTAL USES $6,344,253.70

(1) See “Original Issue Discount” and “Original Issue Premium” under “TAX MATTERS” herein. (2) Consisting of legal, paying agent, printing, rating fee, bond discount and miscellaneous expenses.

DESCRIPTION OF THE BONDS

The Bonds will be issued as fully registered bonds without coupons in denominations of $5,000 or any integral multiple thereof. The Bonds will be initially dated as of the date of delivery and will bear interest on the unpaid principal at the rates and mature in the amounts and on the dates listed in the BOND MATURITY SCHEDULE shown on the inside cover page of this Official Statement. While the Bonds are in the Book-Entry Only System, references to the “Owner” or “Registered Bond Owner” as described herein are to CEDE & Co., as nominee of DTC. Each beneficial owner of a Bond may desire to make arrangements with a DTC Participant to receive notices or communications with respect to matters described herein. (See “Book-Entry Only System” herein.)

Interest on the Bonds shall be computed on the basis of a 30-day month and 360-day year and shall be payable semiannually on April 15 and October 15 of each year, commencing October 15, 2017 (the “Interest Payment Dates”). If an Interest Payment Date occurs on a day which is not a Business Day (a “Business Day” is any day other than a Saturday, Sunday, legal holiday or a day on which financial institutions in the Commonwealth of Pennsylvania are authorized by law to be closed) the interest on and principal of the Bonds coming due on such Interest Payment Date shall be payable on the next succeeding Business Day without any additional accrual of interest.

Each Bond will be dated as of its date of authentication and will bear interest from the immediately preceding Interest Payment Date to which interest has been paid, unless: (i) such bond is authenticated on an Interest Payment Date to which interest has been paid, in which case it shall bear interest from such Interest Payment Date; or (ii) such Bond is authenticated on or prior to the first Regular Record Date (hereinafter defined) after the issue date, in which event it shall bear interest from the dated date; or (iii) such Bond is authenticated after a Regular Record Date and before the next succeeding Interest Payment Date on which interest is in fact paid, in which case such Bond will bear interest from such next succeeding Interest Payment Date.

So long as the Bonds or any portion thereof are registered in the name of DTC or its nominee, payments thereon shall be made to DTC or its nominee. (See “Book-Entry Only System” herein.) At all other times, the principal of and interest on the Bonds shall be payable at the designated office of The Bank of New York Mellon Trust Company, N.A., as Paying Agent (the “Paying Agent”), in such coin or currency of the United States of America as at the time and place of payment is legal tender for public and private debts, provided that interest may be paid by check drawn upon the Paying Agent and mailed to the persons in whose names the Bonds are registered at the close of business on the last day of the month immediately preceding the relevant Interest Payment Date (the “Regular Record Date”) at the address shown on the registration records for the Bonds (the “Bond Register”) kept by the Paying Agent. Persons designated in the Bond Register as owning Bonds are hereinafter referred to as “Registered Bond Owners.”

Notwithstanding the foregoing, if and to the extent there shall be a default in the payment of interest due on an Interest Payment Date, such defaulted interest shall be paid on a special payment date to the Registered Bond Owners in whose names the Bonds are registered at the close of business on a special record date (the “Special Record Date” and together with the Regular Record Date, the “Record Date”) established by notice mailed to the Registered Bond Owners not less than ten (10) days prior to such special payment date.

Registration, Transfer and Exchange of Bonds

The Paying Agent is responsible for maintaining the books of the Township pertaining to the registration of ownership of each Bond. The ownership of Bonds may be transferred upon the registration books upon delivery to the Paying Agent or its designee, of a written instrument or instruments of transfer in form and with guaranty of signature satisfactory to the Paying Agent or its designee, duly executed by the registered holder of the Bonds to be transferred or his duly authorized attorney-in-fact or legal representative, subject to such reasonable regulations as the Township or the Paying Agent or its designee may prescribe, and upon payment of any taxes or other governmental charges incident to such transfer. No transfer of any Bond will be effective until entered on the registration books.

2 Neither the Township nor the Paying Agent or its designee shall be required (a) to register the transfer of or to exchange any Bonds then considered for redemption, during a period beginning at the close of business on the fifteenth day next preceding any date of selection of Bonds to be redeemed and ending at the close of business on the day on which the applicable notice of redemption is mailed, (b) to register the transfer of or to exchange any portion of any Bond selected for redemption in whole or in part until after the redemption date, or (c) to register the transfer of or to exchange any Bond during the period beginning at the close of business on the fifteenth day preceding the date of maturity on the Bond and ending at the close of business on the date of maturity.

Book-Entry-Only System

THE INFORMATION PROVIDED UNDER THIS CAPTION CONCERNING DTC AND DTC’s BOOK-ENTRY SYSTEM HAS BEEN PROVIDED BY DTC. NO REPRESENTATION IS MADE BY THE TOWNSHIP OR THE UNDERWRITER AS TO THE ACCURACY OR ADEQUACY OF SUCH INFORMATION PROVIDED BY DTC OR AS TO THE ABSENCE OF MATERIAL ADVERSE CHANGES IN SUCH INFORMATION SUBSEQUENT TO THE DATE HEREOF.

The Depository Trust Company (“DTC”), New York, NY, will act as securities depository for the Bonds. The Bonds will be issued as fully-registered securities registered in the name of Cede & Co. (DTC’s partnership nominee) or such other name as may be requested by an authorized representative of DTC. One fully-registered Bond will be issued for each maturity of the Bonds, each in the aggregate principal amount of such issue, and will be deposited with DTC.

DTC, the world’s largest depository, is a limited-purpose trust company organized under the New York Banking Law, a “banking organization” within the meaning of the New York Banking Law, a member of the Federal Reserve System, a “clearing corporation” within the meaning of the New York Uniform Commercial Code, and a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934. DTC holds and provides asset servicing for over 3.6 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments (from over 100 countries) that DTC’s participants (“Direct Participants”) deposit with DTC. DTC also facilitates the post-trade settlement among Direct Participants of sales and other securities transactions in deposited securities, through electronic computerized book-entry only transfers and pledges between Direct Participants’ accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation (“DTCC”). DTCC is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship with a Direct Participant, either directly or indirectly (“Indirect Participants”). DTC has a Standard & Poor’s rating of AA+. The DTC Rules applicable to its Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com

Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC’s records. The ownership interest of each actual purchaser of a Bond (“Beneficial Owner”) is in turn to be recorded on the Direct and Indirect Participants’ records. Beneficial Owners will not receive written confirmation from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the Direct or Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Bonds are to be accomplished by entries made on the books of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in the Bonds, except in the event that use of the book-entry only system for the Bonds is discontinued.

To facilitate subsequent transfers, all Bonds deposited by Direct Participants with DTC are registered in the name of DTC’s partnership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not affect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds. DTC’s records reflect only the identity of the Direct Participants to whose accounts the Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers.

Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory requirements as may be in effect from time to time. Beneficial Owners of the Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the bond documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them.

Redemption notices will be sent to DTC. If less than all of the Bonds within an issue are being redeemed, DTC’s practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed.

3 Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to Bonds unless authorized by a Direct Participant in accordance with DTC’s MMI Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the Township as soon as possible after the record date. The Omnibus Proxy assigns Cede & Co.’s consenting or voting rights to those Direct Participants to whose accounts Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy).

Payment of principal and interest on the Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC’s practice is to credit Direct Participants’ accounts upon DTC’s receipt of funds and corresponding detail information from the Township or the Paying Agent, on payable date in accordance with their respective holdings shown on DTC’s records. Payments by Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities held for the accounts of customers in bearer form or registered in “street name,” and will be the responsibility of such Participant and not of DTC, the Paying Agent, or the Township, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest to Cede & Co. (or such other nominee as may be requested by an authorized representative of DTC) is the responsibility of the Township or the Paying Agent, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners will be the responsibility of Direct and Indirect Participants.

DTC may discontinue providing its services as depository with respect to the Bonds at any time by giving reasonable notice to the Township or the Paying Agent. Under such circumstances, in the event that a successor depository is not obtained, bond certificates are required to be printed and delivered. The Township may decide to discontinue use of the system of book-entry only transfers through DTC (or a successor securities depository). In that event, bond certificates will be printed and delivered to DTC.

So long as Cede & Co., or any successor thereto, is the registered owner of the Bonds, as DTC’s partnership nominee, references herein to the Bondholders or Owners or registered owners of the Bonds will mean DTC and will not mean the Beneficial Owners of the Bonds. During such period, the Paying Agent and the Township will recognize DTC or its partnership nominee as the owner of all of the Bonds for all purposes, including the payment of the principal of, premium, if any, and interest on the Bonds, as well as the giving of notices and voting.

The information in this section concerning DTC and DTC's book-entry system has been obtained from sources that the Township believes to be reliable, but the Township takes no responsibility for the accuracy thereof.

THE TOWNSHIP AND THE PAYING AGENT WILL HAVE NO RESPONSIBILITY OR OBLIGATION TO THE DIRECT PARTICIPANTS OR THE PERSONS FOR WHOM THEY ACT AS NOMINEES WITH RESPECT TO THE ACCURACY OF THE RECORDS OF DTC, ITS NOMINEE OR ANY DIRECT PARTICIPANT PERTAINING TO OWNERSHIP IN THE BONDS OR THE PAYMENTS TO, OR THE PROVIDING OF NOTICE FOR, TO THE DIRECT PARTICIPANTS, OR THE INDIRECT PARTICIPANTS OR THE BENEFICIAL OWNERS.

SO LONG AS CEDE & CO., AS NOMINEE OF DTC, IS THE REGISTERED OWNER OF THE BONDS, REFERENCES HEREIN TO THE HOLDERS OF THE BONDS, OR OWNERS OF THE BONDS, SHALL MEAN CEDE & CO., AND SHALL NOT MEAN THE BENEFICIAL OWNERS.

Discontinuance of Book-Entry-Only System

The book-entry system for registration of the ownership of the Bonds may be discontinued at any time if: (i) DTC determines to resign as securities depository for the Bonds; or (ii) the Township determines that continuation of the system of book-entry transfers through DTC (or through a successor securities depository) is not in the best interests of the Beneficial Owners. In either such event (unless the Township appoints a successor securities depository), Bonds will then be delivered in registered certificate form to such persons, and in such maturities and principal amounts, as may be designated by DTC, but without any liability on the part of the Township, or the Paying Agent for the accuracy of such designation. Whenever DTC requests the Township or the Paying Agent to do so, the Township or the Paying Agent shall cooperate with DTC in taking appropriate action after reasonable notice to arrange for another securities depository to maintain custody of certificates evidencing the Bonds.

Paying Agent, Transfer Agent, Bond Registrar and Sinking Fund Depository

The obligations and duties of the Paying Agent are described in the Ordinance and the Act, and the Paying Agent has undertaken only those obligations and duties which are expressly set out in the Ordinance or required by the Act. The Paying Agent has not independently passed upon the validity of the Bonds, the security therefor, the adequacy of the provisions for payment thereof, or the tax- exempt status of the interest on the Bonds. The Paying Agent is not required to take notice or be deemed to have notice of any default under the Ordinance, except for failure by the Township to make or cause to be made any of the payments required to be made for the principal of the Bonds when due at maturity or earlier redemption, or the interest thereon (See “THE PAYING AGENT” herein.) The Paying Agent may designate an agent for purposes of exercising the duties and functions described herein and in the Ordinance.

4 Mutilated, Lost, Stolen, or Destroyed Bonds

If any Bond is mutilated, lost, stolen, or destroyed, the Township may execute, and the Paying Agent or its designee may authenticate, subject to the provisions of the Act, a new Bond of the same date, maturity, denomination, and interest rate. In connection with replacing mutilated, lost, stolen, or destroyed Bonds, the Township and the Paying Agent or its designee may require satisfactory indemnification and may charge the owners of such Bonds reasonable fees and expenses.

REDEMPTION OF BONDS

Notice of Redemption

As provided more fully in the Ordinance and in the form of the Bonds, notice of redemption of Bonds shall be given by mailing a copy of the redemption notice by first class mail, postage prepaid, no less than 30 nor more than 60 days prior to the redemption date to the Registered Owners of Bonds to be redeemed at the addresses which appear in the Bond Register. Neither failure to mail such notice nor any defect in the notice so mailed or in the mailing thereof with respect to any one Bond will affect the validity of the proceedings for the redemption of any other Bond. If the Township shall have duly given notice of redemption and shall have deposited with the Paying Agent funds for the payment of the redemption price of the Bonds so called for redemption with accrued interest thereon to the date fixed for redemption, interest on such Bonds will cease to accrue after such redemption date.

Manner of Redemption

Portions of any Bond of a denomination larger than $5,000 may be redeemed, but only in the principal amount of $5,000 or any integral multiple thereof. For the purpose of redemption, each Bond shall be treated as representing the number of Bonds that is equal to the principal amount thereof divided by $5,000, each $5,000 portion of such Bond being subject to redemption. Upon surrender of any Bond for redemption of a portion only, the Paying Agent shall authenticate and deliver to the owner thereof a new Bond or Bonds of the same series, maturity date and interest rate, in authorized denominations in an aggregate principal amount equal to the unredeemed portion of the Bond surrendered.

Mandatory Redemption

The Bonds are not subject to mandatory redemption prior to their stated maturity dates.

Optional Redemption

The Bonds maturing on and after April 15, 2023 are subject to redemption at the option of the Township prior to their stated maturity dates, as a whole on April 15, 2022, or on any date thereafter, in part, in $5,000 increments, in any order, from time to time, on April 15, 2022, or on any date thereafter, in both cases upon payment of the redemption price of 100% of the principal amount thereof, together with interest accrued thereon to the date fixed for redemption.

SECURITY FOR THE BONDS

General

The Bonds are secured by the full faith, credit and taxing power of the Township. The Township has covenanted that it will provide in its budget for each year, and will appropriate from its revenues in each such year, the amount of the debt service on the Bonds for such year, and will duly and punctually pay or cause to be paid from its Sinking Fund, or any other of its available revenues or funds, the principal of, and the interest on the Bonds, as and when due, at the dates and places and in the manner stated on the Bonds. For such budgeting, appropriation, and payment, the Township has irrevocably pledged its full faith, credit and taxing power. Such pledge is specifically enforceable but is subject to the limitations of bankruptcy, insolvency, and other laws or equitable principles affecting creditor rights generally.

No recourse shall be had for the payment of the principal of or the interest on any Bond, or for any claim based thereon or in the Ordinance against any member of the Board of Township Supervisors, or any officer or employee of the Township, past, present, or future or of any successor body, as such, either directly or through the Township or any such successor body, under any constitutional provision, statute or rule of law, or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, and all such liability of such members of the Board of Township Supervisors, officers, or employees is released as a condition of and as consideration for the issuance of the Bonds.

5 Sinking Fund

The Ordinance provides for the creation of a Sinking Fund (the “Sinking Fund”) which will be held by the Paying Agent as a separate fund segregated from all other funds of the Township. The Township shall deposit into such Sinking Fund not later than the date when interest or principal is to become due on the Bonds, amounts sufficient to pay the principal and interest then due on such Bonds.

Money held in the Sinking Fund shall be maintained by the Paying Agent or its designee and may be invested in securities or deposits as authorized by law, upon direction of the Township. Such deposits and securities shall be in the name of the Township and shall be subject to withdrawal or collection by the Paying Agent or its designee only to pay debt service on the Bonds, and such deposits and securities, together with the interest earned thereon, shall be part of such Sinking Fund.

The Paying Agent, as sinking fund depository, is authorized without further order from the Township to pay from the Sinking Fund the principal of and interest on the Bonds, as and when due and payable.

Bondholder Rights and Remedies

The remedies available to holders of the Bonds upon any failure to pay the principal of, and the interest on the Bonds, when due, include those prescribed by the Act. If such failure should continue for a period of time in excess of thirty days, any holder of the Bonds will, subject to certain priorities, have the right to bring suit for the amount due in the Court of Common Pleas of Allegheny County, Pennsylvania. The Act provides that, if the Township defaults in the payment of the principal of, and the interest on the Bonds, and such default continues for a period of time in excess of thirty days, or if the Township fails to comply with any provision of either the Bonds or the Ordinance, then the holders of 25% in aggregate principal amount of the Bonds may appoint a trustee to represent the holders of the Bonds.

Such trustee may, and upon written request of the holders of 25% in aggregate principal amount of the Bonds and being furnished with satisfactory indemnity, must take one or more of the following actions, which will preclude similar action by individual holders: (i) bring suit to enforce all rights of the holders, (ii) bring suit on the Bonds, (iii) petition the Court to levy the amount due plus estimated costs of collection as an assessment upon all taxable real estate and other property subject to ad valorem taxation in the Township (any such assessment will have the same priority and preference as to other liens or security interests as a lien for unpaid taxes), and (iv) by suit in equity, enjoin any acts or things which may be unlawful or in violation of the rights of the holders, all as set forth more fully in the Act.

Enforcement of a claim for payment of the principal of, premium, if any or the interest on the Bonds may be subject to the provisions of the federal bankruptcy laws and to the provisions of other statutory laws enacted by the Congress or the General Assembly of the Commonwealth, or common law developed by competent courts having jurisdiction extending the time for payment or imposing other constraints upon enforcement insofar as such laws may be constitutionally applied.

TOWNSHIP OF RICHLAND (Allegheny County, Pennsylvania)

Introduction

The Township is located in northern Allegheny County, approximately 18 miles from downtown Pittsburgh and midway (12 miles) between Pittsburgh and the City of Butler, the County Seat of Butler County. The Township has direct access to major roadways, including State Routes 8 and 910, and PA Interstate 376.

The following information has been obtained from the administrative officials of the Township. For a more complete overview of the demographic and economic characteristics of the Township, reference is hereby made to Appendix A of this Official Statement.

Township Government and Administration

The Township is governed by the Board of Supervisors. The names and terms of office are as follows:

Name Position Term Expiration Raymond Kendrick Chairman December 31, 2019 George P. Allen Vice Chairman December 31, 2019 John Marshall Supervisor December 31, 2017 Barton Miller Supervisor December 31, 2017 Donna L. Snyder Supervisor December 31, 2019

The Township Manager is charged by the Board of Supervisors with managing the day-to-day affairs of the Township.

6 Employment and Employee Relations

The Township presently employs 15 full-time employees.

The table below outlines the various collective bargaining units representing Township employees.

Name of Union Personnel Included Number of Employees Contract Expiration Date Teamster’s Local #205 Public Works 6 December 31, 2018

Pension Plan

The Township offers its employees a Defined Contribution Pension Plan. The Township contributes 7% of the employee’s base salary. Employees contribute 5%. The Township receives pension assistance from Commonwealth of Pennsylvania. The Defined Contribution Pension Plan is administered by the International City Management Retirement Corporation. There is no accrued liability to the Township associated with the pension plan

Source: Township Officials.

Other Post-Employment Benefits

Other than the Defined Contribution Pension Plan, the Township does not offer any other post-employment benefits to its employees.

Source: Township Officials.

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7 FINANCIAL SUMMARIES

Accounting Method

Township operations are carried out through its General Fund. The General Fund is used to account for all financial resources and expenditures except those required by law to be accounted for in other funds. The cash basis of accounting is currently being used. The following summaries were extracted from the Township’s annual audit and financial reports.

TOWNSHIP OF RICHLAND SUMMARY OF GENERAL FUND REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCE

For the Year Ended December 31 2012 2013 2014 2015 2016 (1) REVENUES Taxes $4,873,314 $4,945,549 $4,959,193 $5,117,178 $5,225,001 Licenses and Permits 343,671 281,244 398,074 277,268 200,903 Fines and Forfeits 39,890 28,382 28,800 25,503 23,552 Interest, Rents and Royalties 472 218 184 2,008 2,052 Intergovernmental Revenues 234,555 272,169 283,574 267,398 290,967 Charges for Services 118,859 116,706 147,952 142,060 200,934 Miscellaneous 5,509 46,677 15,219 16,820 18,573 Other Financing Sources 7,356,930 (2) 15,020 32,149 1,708 69,981

TOTAL REVENUES AND OTHER FINANCING SOURCES $12,973,200 $5,705,965 $5,865,145 $5,849,943 $6,031,963

EXPENDITURES General Government $511,754 $514,307 $541,440 $587,937 $546,647 Public Safety 1,846,704 2,006,417 2,074,546 2,062,304 2,186,699 Public Works – Sanitation 4,621 7,273 2,700 2,625 2,250 Public Works – Roads 1,697,394 1,770,273 2,216,247 1,746,393 1,956,823 Public Works – Other 78,540 79,590 80,010 0 785 Culture and Recreation 595,023 505,633 496,588 475,745 529,153 Debt Service 7,479,669 (2) 331,683 323,151 319,841 363,805 Employer Paid Benefits & Withholding Items 59,580 58,047 61,344 68,828 73,295 Miscellaneous 950 0 300 0 0 Transfer to Township Capital Projects Fund 650,000 0 181,400 400,000 500,000 Other Financing Uses 20,018 0 0 0 0

TOTAL EXPENDITURES AND OTHER FINANCING USES $12,944,253 $5,273,223 $5,977,726 $5,663,673 $6,159,457

NET REVENUES (DEFICIT) 28,947 432,742 (112,581) 186,270 (127,494)

BEGINNING FUND BALANCE $141,775 $170,772 $603,514 $490,933 $677,203

ENDING FUND BALANCE $170,772 $603,514 $490,933 $677,203 $549,709

SOURCE: Audited Financial Statements of the Township (1) Preliminary, unaudited estimates by Township Officials. (2) Includes 2012A and 2012B Bond proceeds and refunding requirement.

8 TOWNSHIP OF RICHLAND GENERAL FUND BUDGET FOR THE FISCAL YEAR ENDED DECEMBER 31, 2017

2017 Revenues Taxes $5,010,000 Licenses and Permits 201,000 Fines, Forfeits and Costs 27,000 Interest and Rents 1,000 Intergovernmental Revenues 436,400 Contributions and Grants 25,000 General Government 19,500 Public Safety 64,500 Highways and Streets 7,000 Sanitation 2,800 Culture & Recreation 96,700 Other Financing Sources Fund Balance Forwarded 525,000 Miscellaneous 15,000 Total Revenues and Other Financing Sources $6,430,900

Expenditures General Government 641,907 Public Safety 1,913,860 Planning & Zoning 230,436 Emergency Management 5,000 Leaf Composting Recycling 2,800 Highways, Roads and Streets 2,074,475 Stormwater Management/Flood Control 101,800 Water System 750 Culture and Recreation 566,470 Debt Service 363,802 Employee Benefits 79,600 Other Financing Uses Interfund Transfers 450,000 Total Expenditures and Other Financing Uses $6,430,900

Source: Township of Richland Fiscal Year 2017 Budget

9 SCHEDULE OF DIRECT AND OVERLAPPING INDEBTEDNESS OF THE TOWNSHIP OF RICHLAND (after the issuance of the Bonds and the refunding of the Series 2012A Bonds and the Series 2012B Bonds)

Current Balance Debt Item Outstanding

Direct Debt: General Obligation Bonds, Series of 2017 $6,265,000 General Obligation Note, Series of 2014 2,310,000

Guaranteed and Lease Rental Debt: Richland Township Municipal Authority, Guaranteed Water Revenue Note, Series of 2007 $818,750 TOTAL $9,393,750

LESS: Self-Liquidating Debt: General Obligation Note, Series of 2014 (1) $(1,926,979) Richland Township Municipal Authority, Guaranteed Water Revenue Note, Series of 2007 (818,750)

NET DIRECT DEBT $6,648,021

Overlapping Debt(2): Pine-Richland School District Debt (3) $43,325,018 Allegheny County Debt (4) 9,209,359

Total Overlapping Debt $52,534,377

Total Net Direct and Overlapping Debt $59,182,398

(1) The General Obligation Note, Series of 2014, was certified at issuance as 83.419% self-liquidating by the Pennsylvania Department of Community and Economic Development. (2) SOURCE: Pennsylvania Department of Community and Economic Development. (3) 36.99% overlapping. As of February 1, 2017, Pine-Richland School District had outstanding debt of $117,126,299. The Township’s share is calculated by dividing the assessed value of the Township by the assessed value of the School District and multiplying that ratio by the total outstanding debt of the School District. (4) 1.25% overlapping. As of February 1, 2017, Allegheny County had outstanding debt of $736,748,750. The Township’s share is calculated by dividing the assessed value of the Township by the assessed value of the County and multiplying that ratio by the total outstanding debt of the County.

Debt Ratio Calculations (including issuance of the Bonds) Gross Outstanding

Net Direct Debt Per Capita $598.92 Net Direct Debt to Market Value 0.65% Net Direct and Overlapping Debt Per Capita $5,331.75 Net Direct and Overlapping Debt to Market Value 5.81%

Population (2010 census) 11,100 Current Market Value $1,018,322,806

Interest Rate Management Plans Related to Outstanding Township Debt

On September 24, 2003, the Governor of the Commonwealth of Pennsylvania signed into law legislation that empowers local government units, including township and other municipalities, to enter into “qualified interest rate management agreements” such as swaps and swaptions as a tool to manage interest rate risk. The Township has not entered into any qualified interest rate management agreements.

10 Tax and Revenue Anticipation Borrowing

The Township has not utilized tax and revenue anticipation borrowing at any time within the past five years.

Source: Township Officials

Future Financing

The Township does not anticipate the issuance of further long-term debt for capital projects within the next five years.

DEBT LIMITS AND BORROWING CAPACITY OF THE TOWNSHIP

The statutory borrowing limit of the Township under the Act is computed as a percentage of the Township’s “Borrowing Base.” The Borrowing Base is calculated as the annual arithmetic average of “total revenues” (as defined by the Act) of the Township for the three full fiscal years ended next preceding the date of incurring the debt.

Under the Act as currently in effect, (1) the Township may not incur new nonelectoral debt if the aggregate net principal amount of such new nonelectoral debt plus all outstanding net nonelectoral debt would cause the total net nonelectoral debt to exceed 250% of the Township's borrowing base and (2) the Township may not incur new lease rental debt or new nonelectoral debt if the aggregate net principal amount of such new debt plus all outstanding net nonelectoral debt and aggregate net principal amount of lease rental debt would cause the total net nonelectoral plus net lease rental debt to exceed 350% of the Township's Borrowing Base.

The current Borrowing Base of the Township is shown herein.

Fiscal Year Ending December 31 2014 2015 2016(1) All Monies Received $12,818,400 $8,859,138 $7,891,432 Less: Required Deductions: a. Rental & Sinking Fund Reimbursement 0 0 0 b. Receipts Pledged to Self-Liquidating Debt or for Payments Under Leases or Guaranties 0 0 0 c. Interest Earned on Sinking Fund 0 0 0 d. Grant Payments for Equipment 0 0 0 e. Sale of Property & Non-Recurring Revenues 4,066,080 447,458 28,558 Net Revenues $8,752,320 $8,411,680 $7,862,874

Total Net Revenues for Three Years $25,026,874

Borrowing Base – Total Net Revenues Divided by Three $8,342,291

Applicable Debt Limitations: a. Non-electoral Debt – 250% of Borrowing Base $20,855,728 b. Non-electoral plus Lease Rental Debt – 350% of Borrowing Base $29,198,019

(1) Preliminary, unaudited estimate by Township Officials.

Calculation of Debt Limits and Remaining Borrowing Capacity

Net Remaining Borrowing Debt Limit Debt Outstanding (1) Capacity Net Nonelectoral Debt Limit: (250% of Borrowing Base) $20,855,728 $6,648,021 (2) $14,207,706

Net Nonelectoral and Lease Rental Debt Limit: (350% of Borrowing Base) $29,198,019 $6,648,021 (3) $22,549,997

(1) Includes the principal amount of Bonds offered through this Official Statement. (See "APPENDIX B – SCHEDULE OF DIRECT INDEBTEDNESS OF THE TOWNSHIP".) (2) Direct Nonelectoral debt, after the effects of the Refunding Program and less certified self-liquidating debt of the Township. (3) Direct Nonelectoral and lease rental debt, after the effects of the Refunding Program and less certified self-liquidating debt of the Township.

11 SECOND CLASS TOWNSHIP TAXING POWER

As a second class township, the Township is empowered to levy the following taxes (1):

Potential Tax Sources Legal Limit Citation GENERAL PURPOSE TAX LEVIES Real Estate 14 mills (2) 53 P.S. §68205

ACT 511 TAXES Per Capita $10 53 P.S. §6901 Occupation (flat rate) $10 Occupation (Millage) no limit Local Services $52 Earned Income 1% Deed Transfer 1% Mechanical Devices no limit Amusement 10% Mercantile/Business Privilege 1 mill wholesale 1 ½ mills retail no limit other business

SPECIAL PURPOSE TAXES Municipal Building ½ general rate of 53 P.S. §68205 assessment Firehouses and Equipment 3 mills (3) 53 P.S. §68205 Recreation no limit 53 P.S. §68205 Debt Service no limit 53 P.S. §68205 Permanent Improvement Fund 5 mills 53 P.S. §68205 Road Machinery Fund 2 mills 53 P.S. §68205 Library no limit 24 P.S. §4401 Ambulance and Rescue Squads ½ mill 53 P.S. §68205 Fire Hydrants for Water District apportioned cost 53 P.S. §66802 Fire Hydrants for Township (4) 2 mills 53 P.S. §68205 Street Lights for District (5) apportioned cost 53 P.S. §67003 Street Lights for Township (5) 5 mills 53 P.S. §68205 Police Protection District (5) no limit 53 P.S. §66911 Distressed Pension System Recovery Program no limit 53 P.S. §895.607

(1) Home Rule townships may set rates higher than the limits provided in state law for property taxes and for personal taxes levied on residents. They may not create new subjects of taxation. (2) Five additional mills available with court approval. (3) Higher rate may be approved by voters in referendum. (4) Requires approval of voters in referendum. (5) Requires petition of majority of landowners.

The above taxes, under the Local Tax Enabling Act, are subject to the limitation that the aggregate of such taxes may not exceed the product obtained by multiplying the latest total market valuation of real estate in the Township by twelve mills.

Current Tax Structure (2017)

Real Estate Earned Real Estate Mechanical Local Millage Income Transfer Devices Per Capita Services Tax Richland Township 2.20 mills 0.50% 0.50% $265 -- $52.00 Pine-Richland School District 19.2083 mills 0.50% 0.50% -- $5.00 -- Allegheny County 4.73 mills ------

SOURCE: Pennsylvania Department of Community and Economic Development

12 Tax Levy Trends

The following table shows the recent trend of tax rates levied by the Township.

Mechanical Local Services Year Real Estate Tax Earned Income Real Estate Transfer Devices Tax 2012 2.75 mills 0.50% 0.50% $250 $52.00 2013 2.20 mills 0.50% 0.50% $250 $52.00 2014 2.20 mills 0.50% 0.50% $265 $52.00 2015 2.20 mills 0.50% 0.50% $265 $52.00 2016 2.20 mills 0.50% 0.50% $265 $52.00

SOURCE: Pennsylvania Department of Community and Economic Development

Real Estate Tax Collection Procedures

Property taxes are levied as of January 1 of each year. Bills are mailed April 1 of each year; taxes are payable at a 2% discount through May 30 and at face through July 31. On August 1, unpaid taxes become delinquent, with the addition of a 10% penalty. According to past practice under applicable law, properties liened for unpaid taxes may be sold at Sheriff’s sale.

Tax Revenues

Of the Township’s total audited general fund receipts for the fiscal year ended December 31, 2015, approximately 84.5% were derived from taxes, consisting of the real estate, income and other taxes detailed above. Real estate taxes account for approximately 37.3% of total general fund receipts for the fiscal year ended December 31, 2015.

Of the Township’s total unaudited general fund receipts for the fiscal year ended December 31, 2016, approximately 83.7% were derived from taxes, consisting of the real estate, income and other taxes detailed above. Real estate taxes account for approximately 37.6% of total general fund receipts for the fiscal year ended December 31, 2016, on an unaudited basis.

Ten Largest Real Property Taxpayers

The ten largest real property taxpayers, together with their 2016 assessed values, are shown below:

Taxpayer Business Current Assessed Value Richland Zamagias LP Retail $20,900,000 Northtowne Station LLC Retail 10,575,000 333 Ovington Inc. – Lowe’s Retail 9,670,000 Target Corporation Retail 8,400,480 Wal-Mart Real Estate Business Retail 7,700,000 Consolidated Communications Telephone/Internet/Cable Provider 5,014,800 St. Barnabas Land Trust Inc. Health Care/Retirement Housing 4,067,300 Murray Bart Associates Retail 3,200,000 Tom Henry Chevrolet Inc. Car Dealership 3,150,000 Fosnight Personal Care Homes Health Care/Personal Care Home 3,036,900 TOTAL $75,714,480

The assessed value of the top ten real estate taxpayers is equal to 7.4% of the total assessed value of taxable property within the Township.

SOURCE: Township Officials

13 Real Estate Tax Collections Trend

2016 2011 2012 2013 2014 2015 (unaudited) Assessed/Market Value ($) 775,778,591 787,806,851 1,009,755,755 1,012,925,150 1,011,269,670 1,018,322,806 Millage (mills) 2.75 2.75 2.20 2.20 2.20 2.20 Levy ($) 2,133,146 2,166,469 2,221,463 2,228,435 2,224,793 2,240,310 Current Collections ($) 2,061,498 2,084,642 2,108,800 2,103,179 2,129,308 2,186,766 % of Levy 96.70% 96.20% 94.90% 94.38% 95.70% 97.6% Total Collections ($) 2,135,992 2,137,588 2,188,130 2,158,911 2,317,663 2,293,431 % of Levy 100.1% 98.70% 98.50% 96.88% 104.10% 102.4%

SOURCE: Township Officials

CONTINUING DISCLOSURE UNDERTAKING

In accordance with the requirements of Rule 15c2-12 (the "Rule"), promulgated under the Securities Exchange Act of 1934, as amended, by the Securities and Exchange Commission (the "Commission"), the Township will, in a Continuing Disclosure Certificate, substantially in the form of Appendix D to this Official Statement, to be executed by the Township on the date of settlement of the Bonds, agree to provide, or cause to be provided:

(i) An annual filing with the Municipal Securities Rulemaking Board’s (“MSRB”) Electronic Municipal Market Access System (“EMMA”) on or before September 30 of each year after the end of each fiscal year, as long as the Bonds remain outstanding or are not defeased, the following financial information and operating data (collectively, the “Annual Financial Information”) with respect to the Township:

 the Annual Audited Financial Statements for the most recently ended fiscal year, prepared on a cash basis of accounting (which may vary from generally accepted accounting principles) and audited in accordance with generally accepted accounting standards;

 a summary of the adopted budget for the current fiscal year;

 all tax and millage rates imposed for the current fiscal year;

 the assessed and market values of the Township for the current fiscal year;

 the real property tax collection results for the most recently ended fiscal year, including (1) the real estate levy imposed (expressed both as a millage rate and an aggregate dollar amount), and (2) the total amount of real estate taxes collected (expressed both as a percentage of the current year’s levy and as an aggregate dollar amount);

 a list of the ten (10) largest real estate taxpayers within the Township and, for each, the total assessed value of real estate for the current fiscal year.

(ii) The following events with respect to the Bonds shall constitute reportable events and shall be provided to the MSRB no later than ten (10) business days after the occurrence:

(a) principal and interest payment delinquencies; (b) non-payment related defaults, if material; (c) unscheduled draws on debt service reserves reflecting financial difficulties; (d) unscheduled draws on credit enhancements reflecting financial difficulties; (e) substitution of credit or liquidity providers, or their failure to perform; (f) adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (g) modifications to the rights of Bondholders, if material; (h) Bond calls, if material, and tender offers; (i) defeasances; (j) release, substitution, or sale of property securing repayment of the Bonds, if material; (k) rating changes; (l) bankruptcy, insolvency, receivership or similar event of the Township;

14 (m) the consummation of a merger, consolidation, or acquisition involving the Township, or the sale of all or substantially all of the assets of the Township, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and (n) appointment of a successor or additional paying agent or trustee or the change of name of a paying agent or trustee of the Township, if material; and

(iii) In a timely manner, to the MSRB, notice of its failure to make an annual financial information filing with respect to itself on or before the date specified in the Continuing Disclosure Certificate.

Note that the Rule requires the listing of items (a) through (n) above, although some of the events may not be applicable to the Bonds.

The obligations of the Township described above will remain in effect only for such period as (i) the Bonds are outstanding in accordance with their terms, and (ii) the Township remains an obligated person with respect to the Bonds within the meaning of the Rule. The Township reserves the right to terminate its obligation to provide the annual financial information and notices of material events, as set forth above, if and when the Township is no longer an obligated person with respect to the Bonds within the meaning of the Rule. The Township acknowledges that its undertaking pursuant to the Rule described under this caption is intended to be for the benefit of the holders of the Bonds (including holders of beneficial interests in the Bonds).

Each Bondholder (including beneficial owners) may enforce the Township's continuing disclosure undertaking; provided that, the right to enforce the provisions of the undertaking will be limited to a right to obtain specific enforcement of the Township's obligations under its continuing disclosure undertaking. Any failure by the Township to comply with the provisions of the undertaking will not constitute a default or an event of default with respect to the Bonds.

The obligations of the Township described above may be amended without the consent of the Bondholders, to the extent permitted by the Rule, as from time to time amended.

The MSRB has been designated by the SEC to be the central and sole repository for continuing disclosure information filed by issuers of municipal securities since July 1, 2009. Information and notices filed by municipal issuers (and other “obligated persons” with respect to municipal securities issues) are made available through the MSRB’s Electronic Municipal Market Access (EMMA) System, which may be accessed on the internet at http://www.emma.msrb.org.

Summary of Continuing Disclosure Compliance

The Township has entered into prior undertakings for previously issued bonds that have been outstanding within the past five years (collectively, the “Prior Undertakings”). Under the Prior Undertakings, the Township agreed to provide audited financial statements, certain financial and operating data related to the Township and notices of material events. In the previous five years, the Township has failed to comply with certain provisions of the Prior Undertakings, consisting of: (1) failure to file or timely file operating data; (2) failing to file audited financial statements and operating data to all outstanding CUSIPs; and (3) failing to file or timely file notices of the aforementioned late filings or failures to file.

LEGAL MATTERS

Legal Investment for Trust Funds in Pennsylvania

Under the Probate, Estate and Fiduciaries Code of the Commonwealth of Pennsylvania, the Bonds are legal investments for fiduciaries and personal representatives (as defined in such Code) in the Commonwealth of Pennsylvania.

Negotiability of the Bonds

Under the Act, the Bonds have all the qualities of negotiable instruments under the Uniform Commercial Code of the Commonwealth of Pennsylvania relating to negotiable instruments.

Regarding the Obligation for the Bonds

Neither the credit nor the taxing power of the Commonwealth of Pennsylvania or of any political subdivision thereof, other than the Township, is pledged for the interest thereon or the principal payable upon the maturity of any of the Bonds.

15 Not Arbitrage Bonds

The Township has covenanted not to engage in any intentional acts to cause the Bonds to be considered “arbitrage bonds” under the Code. If the Township fails to comply with its covenants, interest on the Bonds could become taxable retroactive to the date of issue.

Legality

All legal matters incident to the authorization, issuance and sale of the Bonds will be approved by Clark Hill PLC, Pittsburgh, Pennsylvania, Bond Counsel. Certain additional matters will be passed upon for the Township by its Counsel, Goehring, Rutter & Boehm, Pittsburgh, Pennsylvania.

LEGAL PROCEEDINGS

There is no litigation of any nature pending against the Township as of the date of this Official Statement to restrain or enjoin the issuance, sale, execution or delivery of the Bonds or in any way contesting or affecting the validity of the bonds or the security therefor, or any proceedings of the Township taken with respect to the issuance or sale thereof, nor are there any other pending or threatened legal proceedings, other than litigation routinely incidental to the conduct of their affairs, to which the Township is or may become a party. At the time of delivery of the Bonds, the Township will furnish a certificate to the effect that no such litigation is then pending.

TAX MATTERS

State Tax Matters

In the opinion of Bond Counsel, the Bonds and the interest income therefrom are free from taxation for purposes of personal income and corporate net income within the Commonwealth of Pennsylvania.

Federal Income Tax Matters

In the opinion of Bond Counsel, based upon an analysis of existing laws, regulations, rulings and court decisions, interest on the Bonds is excluded from gross income for Federal income tax purposes. Bond Counsel is also of the opinion that interest on the Bonds is not a specific item of tax preference under Section 57 of the Internal Revenue Code of 1986, as amended (the “Code”) for purposes of the Federal individual or corporate alternative minimum taxes.

The Code imposes various restrictions, conditions, and requirements relating to the exclusion from gross income for Federal income tax purposes of interest on obligations such as the Bonds. The Township has covenanted to comply with certain restrictions designed to ensure that interest on the Bonds will not be includable in gross income for Federal income tax purposes. Failure to comply with these covenants could result in interest on the Bonds being includable in income for Federal income tax purposes and such inclusion could be required retroactively to the date of issuance of the Bonds. The opinion of Bond Counsel assumes compliance with these covenants. However, Bond Counsel has not undertaken to determine (or to inform any person) whether any actions taken (or not taken) or events occurring (or not occurring) after the date of issuance of the Bonds may adversely affect the tax status of the interest on the Bonds.

Certain requirements and procedures contained or referred to in the Ordinance and other relevant documents may be changed and certain actions (including, without limitation, defeasance of the Bonds) may be taken or omitted under the circumstances and subject to the terms and conditions set forth in such documents. Bond Counsel expresses no opinion regarding the Bonds or the interest thereon if any such change occurs or action is taken or omitted upon the advice or approval of bond counsel other than Clark Hill PLC.

Although Bond Counsel has rendered an opinion that interest on the Bonds is excludable from gross income for Federal and Pennsylvania income tax purposes, the ownership or disposition of, or the accrual or receipt of interest on, the Bonds may otherwise affect a Bondholder’s Federal, state or local tax liabilities. The nature and extent of these other tax consequences may depend upon the particular tax status of the Bondholder, or the Bondholder’s other items of income or deduction. Bond Counsel expresses no opinions regarding any tax consequences other than what is set forth in its opinion; each Bondholder or potential Bondholder is urged to consult with tax counsel with respect to the effects of purchasing, holding or disposing of the Bonds on the tax liabilities of the individual or entity.

For example, corporations are required to include all tax-exempt interest in determining “adjusted current earnings” under Section 56(c) of the Code, which may increase the amount of any alternative minimum tax owed. Receipt of tax-exempt interest, ownership or disposition of the Bonds may result in other collateral Federal, state or local tax consequences for certain taxpayers. Such effects include, without limitation, increasing the federal tax liability of certain foreign corporations subject to the branch profits tax imposed by Section 884 of the Code, increasing the federal tax liability of certain insurance companies, under Section 832 of the Code, increasing the federal tax liability and affecting the status of certain S corporations subject to the Sections 1362 and 1375 of the Code, increasing the federal tax liability of certain individual recipients of social security or railroad retirement benefits, under Section 86 of the

16 Code and limiting the use of the Earned Income Credit under Section 32 of the Code that might otherwise be available. Ownership of any Bond may also result in the limitation of interest and certain other deductions for financial institutions and certain other taxpayers, pursuant to Section 265 of the Code. Finally, the residence of a holder of the Bonds in a state other than Pennsylvania, or being subject to tax in a state other than Pennsylvania, may result in income or other tax liabilities being imposed by such states or their political subdivisions based on the interest or other income from the Bonds.

Federal Income Tax Interest Expense Deductions for Financial Institutions

Under the Code financial institutions are disallowed 100 percent of their interest expense deductions that are allocable, by a formula, to tax-exempt obligations acquired after August 7, 1986. An exception, which reduces the amount of the disallowance, is provided for certain tax-exempt obligations issued by a qualified issuer that specifically designates such obligations as “qualified tax- exempt obligations” under Section 265 of the Code.

The Township has designated the Bonds as “Qualified Tax-Exempt Obligations” pursuant to §265(b)(3) of the Code (relating to the deductibility of interest expense by certain financial institutions).

Not Arbitrage Bonds

The Township will covenant at the time of settlement of the Bonds that it will make no use of the proceeds of the Bonds, which, if such use reasonably had been expected on the date of issuance of the Bonds, will cause the Bonds to be “arbitrage bonds,” under Section 148 of the Code and regulations promulgated thereunder from time to time, during the term of the Bonds. At the time of settlement of the Bonds, the Chairman, or in his absence the Vice Chairman, of the Board of Supervisors of the Township will certify that the use of the proceeds of the Bonds is in conformity with the regulations issued under Sections 103 and 141 through 150 of the Code.

Original Issue Discount

The Bonds that mature on April 15, 2023 through and including April 15, 2027 (the “Tax-Exempt Discount Bonds”), are being offered and sold to the public at an original issue discount (“OID”) from the amounts payable at their maturity. OID is the excess of the stated redemption price of a bond at maturity (the face amount) over the “issue price” of such bond. The issue price is the initial offering price to the public (other than to bond houses, brokers or similar persons acting in the capacity of underwriters or wholesalers) at which a substantial amount of bonds of the same maturity are sold pursuant to that initial offering. For Federal income tax purposes, OID on each bond will accrue over the term of the bond, and for the Tax-Exempt Discount Bonds, the amount of accretion will be based on a single rate of interest, compounded semiannually (the “yield to maturity”). The amount of OID that accrues during each semi-annual period will do so ratably over that period on a daily basis. With respect to an initial purchaser of a Tax-Exempt Discount Bond at its issue price, the portion of OID that accrues during the period that such purchaser owns such Bond is added to the purchaser's tax basis for purposes of determining gain or loss at the maturity, redemption, sale, or other disposition of that Tax-Exempt Discount Bond and thus, in practical effect, is treated as stated interest, which is excludable from gross income for federal income tax purposes.

Holders of Tax-Exempt Discount Bonds should consult their own tax advisors as to the treatment of OID and the tax consequences of the purchase of such Discount Bonds other than at the issue price during the initial public offering and as to the treatment of OID for state tax purposes.

Original Issue Premium

The Bonds that mature on April 15, 2018 through and including April 15, 2022 (the “Premium Bonds”) were sold at an original issue premium (the “Acquisition Premium”). Under the Code, the premium on the Premium Bonds is an adjustment to basis and must be amortized. No deduction is allowable on account of such premium. The method of amortization may be the method regularly employed by the taxpayer if such method is reasonable, or, in all other cases, must be the method prescribed by applicable Treasury Regulations, which provide that the amortizable bond premium is an amount which bears the same ratio to the bond premium on the Premium Bonds as the number of months in the taxable year during which the bond was held by the taxpayer bears to the number of months from the beginning of the taxable year (or, if the bond was acquired in the taxable year, from the date of acquisition) to the date of maturity. The basis of the Premium Bond is reduced by the amount of the amortizable bond premium.

Holders of any Premium Bonds purchased at an Acquisition Premium should consult their own tax advisors as to the actual effect of such Acquisition Premium with respect to their own tax situation and as to the treatment of Acquisition Premium for state tax purposes.

Change in Law; Adverse Determinations

From time to time, certain legislative proposals may be introduced, or are pending, in the Congress of the United States, including some that carry retroactive effective dates, that, if, enacted, could alter or amend the federal tax matters described above or affect the market value of the Bonds. No prediction can be made whether or in what form any such proposal or proposals might be enacted into law or whether, if enacted, the same would apply to bonds issued prior to enactment. Prospective purchasers of the Bonds should consult

17 their own tax advisors regarding any pending or proposed federal tax legislation. Bond Counsel expresses no opinion regarding any pending or proposed federal tax legislation. The Internal Revenue Service (the “Service”) regularly audits tax-exempt obligations to determine whether, in the view of the Service, interest on such tax-exempt obligations is includible in the gross income of the owners thereof for federal income tax purposes. No prediction can be made whether or not the Service will commence an audit of the Bonds. If an audit is commenced, under current procedures, the Service may treat the Township as a taxpayer and the Bondholders may have no right to participate in such procedure. The commencement of an audit could adversely affect the market value and liquidity of the Bonds until such time as the audit is concluded, regardless of the ultimate outcome.

Payments of interest on, and proceeds of the sale, redemption or maturity of, tax-exempt obligations, such as the Bonds, are in certain cases required to be reported to the Service. Additionally, backup withholding may apply to any such payments to any Bondholder who fails to provide an accurate Form W-9 Request for Taxpayer Identification Number and Certification, or to any Bondholder who is notified by the Service of a failure to report any interest or dividends required to be shown on federal income tax returns.

THE FOREGOING IS NOT INTENDED AS AN EXHAUSTIVE LIST OF THE PROVISIONS OF FEDERAL TAX LAW WHICH MAY HAVE AN EFFECT ON INDIVIDUALS AND CORPORATIONS HOLDING THE BONDS OR RECEIVING INTEREST THEREON. PROSPECTIVE PURCHASERS SHOULD CONSULT WITH THEIR TAX ADVISORS REGARDING THE EFFECT OF HOLDING THE BONDS OR RECEIVING INTEREST THEREON ON THEIR AFFAIRS, INCLUDING, BUT NOT LIMITED TO, THE EFFECT OF STATE AND LOCAL TAX LAWS.

THE PAYING AGENT

Pursuant to the provisions of the Ordinance, as paying agent and sinking fund depository, the Paying Agent has the limited duty of receiving payments from the Township, depositing such payments in a sinking fund and making payments to the owners of the Bonds of the principal of, interest on, and premium, if any, on the Bonds when due, but only to the extent such moneys have been received. As registrar and transfer agent, the Paying Agent has the limited duty of handling the registration and transfer of the Bonds. Accordingly, the Paying Agent performs ministerial duties not involving the exercise of discretion and assumes no fiduciary relationship with respect to the owners of the Bonds.

The Paying Agent may now or in the future have banking relationships with the Township which involve making loans to the Township; these loans may have a security feature which is different from that of the security feature associated with the Bonds. The Paying Agent may also serve as trustee or paying agent and sinking fund depository on other obligations issued by or on behalf of the Township.

BOND RATING

S&P Global Ratings, New York, New York (“S&P”), has assigned an underlying credit rating of “AA” (stable outlook) to the Township. Such rating reflects only the view of such organization furnishing such rating. Any desired explanation of the significance of such ratings should be obtained from the rating agency furnishing the same, at the following addresses: S&P Global Ratings, 55 Water Street, New York, New York 10041. There is no assurance that these credit ratings will be maintained for any given period of time, or that it may not be lowered or withdrawn entirely by the rating agency if, in its judgment, circumstances so warrant. Any such downward change in or withdrawal of such credit ratings may have an adverse effect on the market price of the Bonds.

RELATED PARTIES

PNC Capital Markets LLC and PNC Bank, National Association are both wholly-owned subsidiaries of PNC Financial Services Group, Inc. PNC Capital Markets LLC, serving as Underwriter, is not a bank, and is a distinct legal entity from PNC Bank, National Association. PNC Bank, National Association may have banking and financial relationships with the Township.

BOND UNDERWRITING

The Bonds have been purchased by PNC Capital Markets LLC, as the Underwriter. The Underwriter has agreed to purchase the Bonds at an aggregate purchase price of $6,286,663.70 (which is the aggregate par amount of bonds less the aggregate bond discount of $37,590.00 plus the net aggregate original issue premium of $59,253.70) plus accrued interest to the date of delivery, if any. The Bond Purchase Agreement for the Bonds provides that the Underwriter will purchase all the Bonds, if any are purchased, in accordance with the terms of the Bond Purchase Agreement, and requires that the Township certify to the Underwriter that this Official Statement does not, to the knowledge of the Township, contain any untrue statement of a material fact or omit any statement of any material fact necessary to make the statements herein, in light of the circumstances under which they were made, not misleading. The initial public offering prices of the Bonds, set forth in the BOND MATURITY SCHEDULE shown on the inside of the Cover Page of this Official Statement, may be

18 changed by the Underwriter from time to time without any requirement of prior notice. The Underwriter reserves the right to join with other dealers in offering the Bonds to the public; and said Bonds offered to other dealers may be at prices lower than those offered to the public.

MISCELLANEOUS MATTERS

All summaries of the provisions of the Act, the Bonds, the Ordinance, the Continuing Disclosure Certificate and other documents hereinabove and hereinafter set forth are made subject to all detailed provisions thereof, to which reference is hereby made for further information, and do not purport to be complete statements of any or all such provisions.

All estimates and assumptions herein have been made on the best information available and are believed to be reliable, but no representations whatsoever are made that such estimates or assumptions are correct or will be realized. So far as any statements herein involve matters of opinion, whether or not expressly so stated, they are intended merely as such and not as representations of fact.

Appendices A, B and C attached hereto, are expressly incorporated herein as a part hereof.

This Official Statement, issued by the Township, has been duly approved and executed by the Township and has been authorized for distribution in connection with the underwriting and offering of the Bonds.

TOWNSHIP OF RICHLAND Allegheny County, Pennsylvania

/s/ Raymond Kendrick Chairman, Board of Township Supervisors

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APPENDIX A

REGIONAL AND ECONOMIC DATA OF THE TOWNSHIP OF RICHLAND (Allegheny County, Pennsylvania)

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REGIONAL AND ECONOMIC DATA OF THE TOWNSHIP OF RICHLAND (Allegheny County, Pennsylvania)

The Township is located in the North Hills of Allegheny County. It is approximately midway (12 miles) between Pittsburgh, the County Seat of Allegheny County, and Butler, the County Seat of Butler County. Major highways passing through the Township include Pennsylvania Route 8, the William Flynn Highway, Pennsylvania Route 910, and the Pennsylvania Turnpike. The Township is 20 minutes away from Interstate 279 and Interstate 79, while U.S. Route 19 is ten minutes away.

International air service is available at Pittsburgh International Airport, approximately 40 minutes (26 miles) away. Nearby airports for private planes are available in Zelienople and Butler, Pennsylvania. Bus service to Pittsburgh is provided by the Port Authority Transit, as well as a private carrier, Lincoln Coach Lines.

The closest hospital to Richland Township is UPMC Passavant, in McCandless Township, approximately 10 miles away. A number of medical centers, affiliates with other Pittsburgh hospitals, and located along the Route 19 corridor including Mercy and Children’s Hospital Medical Centers, both of which are affiliated with the University of Pittsburgh Medical Center. These facilities are also approximately ten miles away from the center of Richland Township.

Richland Township owns an 80 acre park which offers a diverse range of passive and organized recreational services. The Pine- Richland Youth Foundation also provides the children of the community with a multi-purpose facility for sports and social programs. The Township’s location, in the northern suburbs of Pittsburgh, enables residents to take advantage of the multitude of sports, cultural and entertainment events which take place in Pittsburgh.

Major Employers

Major employers located within the Township are listed below:

Employer Product/Service Approximate Employment Gibsonia Giant Eagle Retail – Grocery Store 274 Pine-Richland School District Public Education 225 St. Barnabas Nursing Home Inc. Nursing Home 166 Wal-Mart Retail 156 Target Corporation Retail 146 Bio Test Medical Inc. Health Care 133 Consolidated Communications Services Cable/Internet/Phone Service Provider 127 Shields Asphalt Paving Inc. Paving 125 North Park Clubhouse Restaurant 120 Kohl’s Retail 96

SOURCE: Township Administrative Officials.

Building Permits

The table below outlines construction activity as exhibited through building permits issued in the Township.

Year Number Dollar Value 2012 233 $24,856,436 2013 213 11,979,740 2014 182 28,686,930 2015 220 11,387,561 2016 205 7,894,014

SOURCE: Township Administrative Officials.

A-1

Population Composition

2000 2010 2000-2010 % Change 2015 Population Estimate Township of Richland 9,231 11,100 20.25% 11,442

Allegheny County 1,281,666 1,223,348 - 4.6% 1,231,145

Pennsylvania 12,281,054 12,702,379 3.4% 12,779,559

SOURCE: The Pennsylvania University Data Center, United States Census Bureau and American Community Survey, 5- Year Estimates 2011 – 2015

Per Capita Income

2000 2010 2000-2010 % Change 2015 Estimate Township of Richland $25,085 $35,782 42.6% $39,919

Allegheny County $22,491 $29,549 31.4% $32,848

Pennsylvania $20,880 $27,049 29.5% $29,291

SOURCE: The Pennsylvania State University Data Center, United States Census Bureau and American Community Survey, 5-Year Estimates, 2006-2010 and 2011 - 2015.

Housing Units

2010 2010 Owner 2010 Renter 2015 Estimate 2015 Owner 2015 Renter Number Occupied Occupied Number Occupied Occupied of Units Median Value Median Rent of Units Median Value Median Rent Richland Township 4,026 $188,400 $988 4,558 $224,900 $1,718

Allegheny County 589,695 $115,200 $688 589,681 $129,600 $780

Pennsylvania 5,537,308 $159,300 $739 5,585,611 $166,000 $840

SOURCE: The Pennsylvania State University Data Center, United States Census Bureau and American Community Survey, 5-Year Estimates, 2006-2010 and 2011-2015.

Poverty and Education

2010 Poverty and Education 2015 Poverty and Education Poverty Level Education 25 Years and Poverty Level Education 25 Years and Over Over Persons Families High School College Persons Families High School College Below Below Graduate Graduate Below Below Graduate Graduate Richland Township 3.1% 2.3% 96.6% 45.2% 4.9% 3.4% 96.5% 50.0%

Allegheny County 12.3% 8.3% 91.6% 34.1% 13.0% 9.0% 93.5% 37.8%

Pennsylvania 12.4% 8.5% 87.4% 26.4% 13.5% 9.3% 89.2% 28.6%

SOURCE: The Pennsylvania State University Data Center, United States Census Bureau and American Community Survey, 5-Year Estimates, 2006-2010 and 2011 - 2015.

A-2

Unemployment Rates

The following table shows recent trends in labor force, employment and unemployment for Allegheny County and the Commonwealth of Pennsylvania.

2009 2010 2011 2012 2013 2014 2015 2016 (1) Allegheny County Civilian Labor Force (000) 640.1 642.5 648.2 659.9 657.8 644.8 647.8 645.7 Employment (000) 597.1 564.2 602.6 614.1 615.3 610.5 616.6 615.5 Unemployment (000) 43.0 48.3 45.7 45.8 42.5 34.3 31.2 30.1 Unemployment Rate 6.7% 7.5% 7.0% 6.9% 6.5% 5.3% 4.8% 4.7%

Pennsylvania Civilian Labor Force (000) 6,414.0 6,340.0 6,386.0 6,487.0 6,460.0 6,391.0 6,424.0 6,420.0 Employment (000) 5,895.0 5,791.0 5,879.0 5,973.0 5,982.0 6,016.0 6,094.0 6,108.0 Unemployment (000) 519.0 549.0 507.0 513.0 478.0 376.0 330.0 312.0 Unemployment Rate 8.1% 8.7% 7.9% 7.9% 7.4% 5.9% 5.1% 4.9%

______(1) As of December, 2016. Source: Pennsylvania Department of Labor and Industry, Bureau of Research and Statistics.

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APPENDIX B

TOWNSHIP FINANCIAL STATEMENT FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015

[ THIS PAGE INTENTIONALLY LEFT BLANK ] DCED-CLGS-30 (9-09) Department of Community & Economic Development Received by DCED: 01/01/0001 Governor's Center for Local Government Services Commonwealth Keystone Building 400 North Street, 4th Floor Harrisburg, PA 17120-0225 Ph: 888-223-6837 | fax: 717-783-1402

2015 MUNICIPAL ANNUAL AUDIT AND FINANCIAL REPORT

022795 RICHLAND TWP, ALLEGHENY COUNTY [ THIS PAGE INTENTIONALLY LEFT BLANK ] Pittsburgh Harrisburg Butler 503 Martindale Street 3003 North Front Street 112 Hollywood Drive Suite 600 Suite 101 Suite 204 Pittsburgh, PA 15212 Harrisburg, PA 17110 Butler, PA 16001 Main 412.471.5500 Main 717.232.1230 Main 724.285.6800 Fax 412.471.5508 Fax 717.232.8230 Fax 724.285.6875

Independent Auditor’s Report

Board of Supervisors Richland Township

We have audited the Cash Basis Balance Sheet, Statement of Revenues and Expenditures, Debt Statement, and Statements of Capital Expenditures and Employee Compensation – regulatory basis (Schedules) included in the 2015 Annual Audit and Financial Report of Richland Township (Township).

Management’s Responsibility for the Schedules

Management is responsible for the preparation and fair presentation of these Schedules in accordance with the financial reporting provisions as described in the instructions provided by the Commonwealth of Pennsylvania Department of Community and Economic Development (DCED) to meet filing requirements in Pennsylvania. Management is also responsible for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of the Schedules that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these Schedules based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the Schedules are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Schedules. The procedures selected depend on the auditor’s judgment, including assessment of the risks of material misstatement of the Schedules, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the Schedules in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the Schedules.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.

Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles

To meet the financial reporting requirements of the Commonwealth of Pennsylvania, the Schedules are prepared by the Township on the basis of the instructions provided by DCED, which is a basis of accounting other than accounting principles generally accepted in the United States of America. These requirements permit the Schedules to be prepared on the cash basis of accounting, without financial statement disclosures, without cash flows, without component unit financial information, without government–wide financial statements, without Management’s Discussion and Analysis, without

1Pursuing the profession while promoting the public good® www.md-cpas.com Board of Supervisors Richland Township Independent Auditor’s Report budgetary comparisons and historical pension information, and require all funds to be aggregated by fund type on the financial statements.

The effects on the Schedules of the variances between the regulatory basis of accounting described above and accounting principles generally accepted in the United States of America, although not reasonably determinable, are presumed to be material.

Adverse Opinion on U.S. Generally Accepted Accounting Principles

In our opinion, because of the significance of the matter discussed in the “Basis for Adverse Opinion on U.S. Generally Accepted Accounting Principles” paragraph, the Schedules referred to above do not present fairly, in accordance with accounting principles generally accepted in the United States of America, the financial position of the Township as of December 31, 2015 and the results of its operations for the year then ended.

Unmodified Opinion on Regulatory Basis of Accounting

In our opinion, the Schedules referred to above present fairly, in all material respects, the regulatory basis financial position of the Township as of December 31, 2015, and the regulatory results of its operations for the year then ended in accordance with the financial reporting provisions described in the instructions provided by DCED.

Pittsburgh, Pennsylvania March 4, 2016

2 DCED-CLGS-30 (9-09) BALANCE SHEET

DCED-CLGS-30 (09-09) RICHLAND TWP, ALLEGHENY County BALANCE SHEET December 31, 2015 Governmental Funds Proprietary Funds Fid. Fund Account Groups Total Special Revenue General General Capital Internal Trust and General Memorandum (Including Debt Service Enterprise Long Term Fund Projects Service Agency Fixed Assets Only State Liquid Debt Fuels) Assets and Other Debits

100-120 Cash and Investments 636,782 25,326 2,173,778 1,473,264 3,014,563 7,323,713

140-144 Tax Receivable

121-129, 145-149 Accounts Receivable (excluding taxes)

130.00 Due From Other Funds

131-139, 150-159 Other Current Assets 44,735 44,735

160-169 Fixed Assets

180-189 Other Debits 10,100,650 10,100,650

Total Assets and Other Debits 681,517 25,326 2,173,778 1,473,264 3,014,563 10,100,650 17,469,098

Liabilities and Other Credits Payroll Taxes and Other Payroll 210-229 2,481 2,481 Withholdings 200-209, 231-239 All Other Current Liabilities 1,833 13,644 15,477

230.00 Due To Other Funds DCED-CLGS-30 (09-09) RICHLAND TWP, ALLEGHENY County BALANCE SHEET December 31, 2015 Governmental Funds Proprietary Funds Fid. Fund Account Groups Total Special Revenue General General Capital Internal Trust and General Memorandum (Including Debt Service Enterprise Long Term Fund Projects Service Agency Fixed Assets Only State Liquid Debt Fuels) Liabilities and Other Credits

260-269 Long-Term-Liabilities 9,315,650 9,315,650 Current Portion of Long-Term Debt and 240-259 89,402 785,000 874,402 Other Credits Total Liabilities and Other Credits 4,314 13,644 89,402 10,100,650 10,208,010

Fund and Account Group Equity

281-284 Contributed Capital

290.00 Investment in General Fixed Assets Fund Balance / Retained Earnings on 270-289 677,203 25,326 2,173,778 1,459,620 2,925,161 7,261,088 12/31

291-299 Other Equity Total Fund and Account Group 677,203 25,326 2,173,778 1,459,620 2,925,161 7,261,088 Equity

TOTAL LIABILITIES AND FUND AND ACCOUNT GROUP EQUITY 17,469,098 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Taxes

301.00 Real Estate Taxes 2,211,748 105,915 2,317,663

305.00 Occupation Taxes (levied under municipal code)

308.00 Residence Taxes (levied by cities of the 3rd Class) Regional Asset District Sales Tax (Allegheny County 309.00 175,216 175,216 municipalities only)

310.00 Per Capita Taxes

310.10 Real Estate Transfer Taxes 334,627 334,627

310.20 Earned Income Taxes / Wage Taxes 2,122,549 2,122,549

310.30 Business Gross Receipts Taxes

310.40 Occupation Taxes (levied under Act 511)

310.50 Local Services Tax ** 251,125 251,125

310.60 Amusement / Admission Taxes

310.70 Mechanical Device Taxes 21,913 21,913

310.90 Other Local Tax Enabling Act / Act 511 / Taxes

Other: ______

Total Taxes 5,117,178 105,915 5,223,093

Licenses and Permits

320-322 All Other Licenses and Permits 82,380 82,380

321.80 Cable Television Franchise Fees 194,888 194,888

Total Licenses and Permits 277,268 277,268

Fines and Forfeits

330-332 Fines and Forfeits 25,503 25,503

Total Fines and Forfeits 25,503 25,503 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Interest, Rents and Royalties

341.00 Interest Earnings 2,008 101 6,702 6,626 4,152 19,589

342.00 Rents and Royalties

Total Interest, Rents and Royalties 2,008 101 6,702 6,626 4,152 19,589

Federal

351.03 Highways and Streets

351.09 Community Development

351.00 All Other Federal Capital and Operating Grants

352.01 National Forest

352.00 All Other Federal Shared Revenue and Entitlements

353.00 Federal Payments in Lieu of Taxes Total Federal

State

354.03 Highways and Streets

354.09 Community Development

354.15 Recycling / Act 101 29,460 29,460

354.00 All Other State Capital and Operating Grants

355.01 Public Utility Realty Tax (PURTA) 5,576 5,576

355.02- Motor Vehicle Fuel Tax (Liquid Fuels Tax) and State 336,945 336,945 355.03 Road Turnback

355.04 Alcoholic Beverage Licenses 3,800 3,800

355.05 General Municipal Pension System State Aid 142,648 142,648

355.07 Foreign Fire Insurance Tax Distribution 79,655 79,655

355.08 Local Share Assessment/Gaming Proceeds

355.09 Marcellus Shale Impact Fee Distribution 6,259 6,259 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES State

355.00 All Other State Shared Revenues and Entitlements

356.00 State Payments in Lieu of Taxes

Total State 267,398 336,945 604,343

Local Government Units

357.03 Highways and Streets All Other Local Governmental Units Capital and 357.00 Operating Grants Local Government Unit Shared Payments for 358.00 Contracted Intergovernmental Services Local Governmental Units and Authorities Payments 359.00 in Lieu of Taxes Total Local Government Units

Charges for Service

361.00 General Government 23,885 23,885

362.00 Public Safety

363.20 Parking

363.00 All Other Charges for Highway & Street Services 10,291 2,768 13,059 Wastewater / Sewage (including connection / tapping 364.10 1,759,252 1,759,252 fees, sewer usage charges, reserve capacity fee, etc.)

364.30 Solid Waste Collection and Disposal Charge (trash) 2,845 2,845

364.60 Host Municipality Benefit Fee for Solid Waste Facility

364.00 All Other Charges for Sanitation Services

365.00 Health

366.00 Human Services

367.00 Culture and Recreation 105,039 105,039

368.00 Airports DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Charges for Service

369.00 Bars

370.00 Cemeteries

372.00 Electric System

373.00 Gas System

374.00 Housing System

375.00 Markets

377.00 Transit Systems

378.00 Water System

379.00 All Other Charges for Service

Total Charges for Service 142,060 2,768 1,759,252 1,904,080

Unclassified Operating Revenues

383.00 Special Assessments 60,692 60,692

386.00 Escheats (sale of personal property)

387.00 Contributions and Donations from Private Sectors 15,000 127,000 142,000

388.00 Fiduciary Fund Pension Contributions 152,562 152,562

389.00 All Other Unclassified Operating Revenues 1,820 730 2,550

Total Unclassified Operating Revenues 16,820 187,692 730 152,562 357,804

Other Financing Sources

391.00 Proceeds of General Fixed Asset Disposition

392.00 Interfund Operating Transfers 400,000 45,665 445,665

393.00 Proceeds of General Long-Term Debt

394.00 Proceeds of Short Term-Debt DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) REVENUES Other Financing Sources

395.00 Refunds of Prior Year Expenditures 1,708 85 1,793

Total Other Financing Sources 1,708 400,000 45,750 447,458

TOTAL REVENUES 5,849,943 445,729 594,394 1,812,358 156,714 8,859,138 EXPENDITURES General Government

400.00 Legislative (Governing) Body 22,077 22,077

401.00 Executive (Manager or Mayor) 256,240 1,811 258,051

402.00 Auditing Services / Financial Administration 85,943 85,943

403.00 Tax Collection 78,018 2,020 80,038

404.00 Solicitor / Legal Services 30,291 1,134 31,425

405.00 Secretary / Clerk

406.00 Other General Government Administration

407.00 IT-Networking Services-Data Processing 25,700 4,555 30,255

408.00 Engineering Services 7,350 17,165 24,515

409.00 General Government Buildings and Plant 82,318 82,318

Total General Government 587,937 2,020 17,165 7,500 614,622

Public Safety

410.00 Police 1,609,866 1,609,866

411.00 Fire 247,001 80,640 327,641

412.00 Ambulance / Rescue 202 202

413.00 UCC and Code Enforcement 2,108 2,108 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Public Safety

414.00 Planning and Zoning 203,127 203,127

415.00 Emergency Management and Communications

416.00 Militia and Armories

417.00 Examination of Licensed Occupations

418.00 Public Scales (weights and measures)

419.00 Other Public Safety

Total Public Safety 2,062,304 80,640 2,142,944

Health and Human Services 420.00- 425.00 Health and Human Services Total Health and Human Services

Public Works - Sanitation

426.00 Recycling Collection and Disposal

427.00 Solid Waste Collection and Disposal (garbage) 2,625 2,625

428.00 Weed Control

429.00 Wastewater / Sewage Treatment and Collection 1,355,183 1,355,183

Total Public Works - Sanitation 2,625 1,355,183 1,357,808

Public Works - Highways and Streets

430.00 General Services - Administration 390,594 93,727 484,321

431.00 Cleaning of Streets and Gutters

432.00 Winter Maintenance ±Snow Removal 27,763 339,383 367,146

433.00 Traffic Control Devices 18,658 319,139 337,797

434.00 Street Lighting 5,943 2,311 8,254 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Public Works - Highways and Streets

435.00 Sidewalks and Crosswalks

436.00 Storm Sewers and Drains 26,218 26,218

437.00 Repairs of Tools and Machinery 43,184 43,184

438.00 Maintenance and Repairs of Roads and Bridges 100,388 100,388

439.00 Highway Construction and Rebuilding Projects 1,133,645 1,133,645

Total Public Works - Highways and Streets 1,746,393 341,694 412,866 2,500,953

Other Public Works Enterprises

440.00 Airports

441.00 Cemeteries

442.00 Electric System

443.00 Gas System

444.00 Markets

445.00 Parking

446.00 Storm Water and Flood Control

447.00 Transit System

448.00 Water System

449.00 Water Transport and Terminals Total Other Public Works Enterprises

Culture and Recreation

451.00 Culture-Recreation Administration

452.00 Participant Recreation

453.00 Spectator Recreation

454.00 Parks 221,587 221,587 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Culture and Recreation

455.00 Shade Trees

456.00 Libraries 221,834 221,834

457.00 Civil and Military Celebrations 499 499

458.00 Senior Citizens¶Centers 155 155

459.00 All Other Culture and Recreation 31,670 31,670

Total Culture and Recreation 475,745 475,745

Community Development

461.00 Conservation of Natural Resources

462.00 Community Development and Housing

463.00 Economic Development

464.00 Economic Opportunity

465-469 All Other Community Development Total Community Development

Debt Service

471.00 Debt Principal (short-term and long-term) 233,855 366,145 600,000

472.00 Debt Interest (short-term and long-term) 85,986 193,193 279,179

475.00 Fiscal Agent Fees

Total Debt Service 319,841 559,338 879,179

Employer Paid Benefits and Withholding Items Employer Paid Withholding Taxes and Unemployment 481.00 Compensation

482.00 Judgments and Losses 3,156 3,156

483.00 Pension / Retirement Fund Contributions 68,828 68,828 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF REVENUES AND EXPENDITURES December 31, 2015 Governmental Funds Proprietary Funds Fiduciary Fund Total Special Revenue Capital Internal Trust and Memorandum General Fund (Including Debt Service Enterprise Projects Service Agency Only State Liquid Fuels) EXPENDITURES Employer Paid Benefits and Withholding Items

484.00 Worker Compensation Insurance

487.00 Other Group Insurance Benefits 7,176 85 7,261 Total Employer Paid Benefits and Withholding 68,828 7,176 3,241 79,245 Items

Insurance

486.00 Insurance, Casualty, and Surety Total Insurance

Unclassified Operating Expenditures

488.00 Fiduciary Fund Benefits and Refunds Paid

489.00 All Other Unclassified Expenditures Total Unclassified Operating Expenditures

Other Financing Uses

491.00 Refund of Prior Year Revenues 53,676 53,676

492.00 Interfund Operating Transfers 400,000 45,665 445,665

493.00 All Other Financing Uses

Total Other Financing Uses 400,000 53,676 45,665 499,341

TOTAL EXPENDITURES 5,663,673 424,354 483,707 1,974,862 3,241 8,549,837

EXCESS/DEFICIT OF REVENUES OVER 186,270 21,375 110,687 -162,504 153,473 309,301 EXPENDITURES DCED-CLGS-30 (9-06) RICHLAND TWP December 31, 2015

DEBT STATEMENT OUTSTANDING BONDS AND NOTES Listed below are all currently outstanding bond and note issues according to our files, excluding bond issues redeemed or refunded and defeased. Please show the principal payments and make any other necessary corrections and additions. Purpose Bond (B) Issue Year Maturity Original Outstanding Principal Principal Current Year Outstanding at Plus (less) Total Capital Lease (C) (yyyy) Year Amount of Beginning of Incurred Paid This Accretion on Year End (1) Unamortized Balance Lease Rental (L) (yyyy) Issue Year (1) This Year Year Compound Interest Premium Note (N) Bonds (Discount) General Obligation Bonds and Notes

2012 GOB Series B Bond 2012 2027 2,675,000 2,355,000 155,000 2,200,000 -19,565 2,180,435

2012 GOB Series A Bond 2012 2027 4,730,000 4,710,000 65,000 4,645,000 -34,785 4,610,215

2014 GON Note 2014 2022 3,690,000 3,690,000 380,000 3,310,000 3,310,000

Revenue Bonds and Notes

Lease Rental Debt

Water Revenue Note, Series of 2007 Lease Rentals 2007 2027 1,500,000 975,000 75,000 900,000 900,000

Other

(1) - excludes unamortized premium/discount Total bonds and notes outstanding 11,000,650

Capitalized lease obligations 0

Net debt 11,000,650 DCED-CLGS-30 (9-09) RICHLAND TWP, ALLEGHENY County STATEMENT OF CAPITAL EXPENDITURES December 31, 2015

Category Capital Purchases Capital Construction Total Community Development

Electric

Fire

Gas System

General Government

Health

Housing

Libraries

Mass Transit

Parks

Police

Recreation

Sewer 172,193 172,193

Solid Waste

Streets / Highways 74,865 51,214 126,079

Water

Other: ______TOTAL CAPITAL EXPENDITURES 74,865 223,407 298,272

EMPLOYEE COMPENSATION

Total salaries, wages, commissions, etc. paid this year (including all employees and elected officials) 984,494 DCED-CLGS-30 (9-09) Independent Public Accountant/Certified Public Accountant Submission Page Opinion page was provided in lieu of signature page.

SIGNATURE AND VERIFICATION

Signed: See Attached Appointed Auditor/CPA

DCED-CLGS-30 (9-09)

December 31, 2015

NOTES / COMMENTS The guaranteed debt of the Richland Township Municipal Authority consists of only the portion of debt that is guaranteed by Richland Township. As this debt is not the debt of the Township and the Township is not liable unless the Authority defaults, these amounts are not included on the balance sheet or statement of revenues and expenditures.

APPENDIX C

FORM OF OPINION OF BOND COUNSEL

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The proposed form of the approving legal opinion of Clark Hill PLC, Bond Counsel, is set forth below. The actual opinion will be delivered on the date of delivery of the Bonds and may vary from the form set forth to reflect circumstances both factual and legal at the time of such delivery. Recirculation of this Official Statement shall create no implication that Clark Hill PLC has reviewed any of the matters set forth in such opinion subsequent to the date hereof.

$6,265,000 TOWNSHIP OF RICHLAND (Allegheny County, Pennsylvania) Dated April 19, 2017 – Final Maturity April 15, 2027 GENERAL OBLIGATION BONDS, SERIES OF 2017

OPINION OF BOND COUNSEL

To and for the attention [______, 2017] of the Purchasers of the Described Bonds:

We have served as Bond Counsel to the Township of Richland (Allegheny County, Pennsylvania) (the "Local Government Unit") and do hereby undertake to advise you in connection with the issuance, sale and delivery of its $6,265,000, aggregate principal amount, General Obligation Bonds, Series of 2017 (the "Bonds"), issued in fully registered form, in denominations of $5,000 or any integral multiple thereof, dated and bearing interest from April 19, 2017, maturing on various annual dates ending April 15, 2027, and redeemable at the option of the Local Government Unit beginning April 15, 2022.

In that capacity, we have examined the Constitution of the Commonwealth of Pennsylvania; the Second Class Township Code, Act of May 1, 1933, P.L. 103, as reenacted and amended (the "Municipal Code"); the Local Government Unit's Home Rule Charter (the "Home Rule Charter"); the Local Government Unit Debt Act, as codified by the Act of December 19, 1996 (P.L. 1158, No. 177), as amended (the "Debt Act"); the formal action of the Governing Body of the Local Government Unit authorizing the incurrence of nonelectoral debt evidenced by the Bonds (the "Debt Ordinance"); the corresponding Certificate of Approval of the Department of Community and Economic Development; the Internal Revenue Code of 1986, as amended (the "Tax Code"); the Federal Tax Certificate of an authorized officer; and such other certificates, proceedings and law as we deemed necessary in order to render this opinion. Unless separately noted, we have not independently verified factual certifications either contained in the official statement, prospectus or other similar document used in connection with the sale of the Bonds or made to us by the Local Government Unit, its officers and agents during the course of our engagement.

Both principal of, and interest on, the Bonds are payable at the designated corporate trust office of The Bank of New York Mellon Trust Company, N.A., as Paying

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Agent for the Local Government Unit; said trust company has additionally been appointed Registrar and Sinking Fund Depository for the Bonds.

Based on the foregoing, we are of the opinion on this date as follows:

1. The Bonds are valid and binding general obligations of the Local Government Unit.

(a) The Bonds are issued for a valid purpose under the Municipal Code and Home Rule Charter.

(b) The Bonds, and all other outstanding debt of the Local Government Unit, are within constitutional and statutory limitations.

(c) The Debt Ordinance authorizing the Bonds was duly and properly enacted and is in full force and effect.

(d) The Bonds conform, in all substantial respects, to the form provided in the Debt Ordinance.

2. The Bonds are secured by a pledge of the full faith, credit and taxing power of the Local Government Unit. The Local Government Unit has effectively covenanted in the Debt Ordinance to include the amount of debt service on this issue, in each fiscal year for which such sums are due, in its budget for that year; to appropriate such amount to the payment of such debt service; and to pay or cause to be paid, from time to time as and when due, the principal of every Bond and the interest thereon on the dates, at the place and in the manner stated in the Bonds.

3. Presently included among the general revenues of the Local Government Unit available for the payment of the Bonds are ad valorem taxes which may be levied, without limitation as to rate or amount, upon all taxable real property situate within the corporate limits of the Local Government Unit.

4. The Bonds are payable and enforceable according to their own terms, those of the Debt Ordinance and all provisions of the Debt Act; however, any such payment and enforcement could be restrained by a court of proper jurisdiction operating under the authority of bankruptcy, receivership and other similar laws of accommodation and adjustment of creditors' rights, as then applicable.

5. The Bonds, having all the qualities and incidents of securities under Article 8 of the Uniform Commercial Code, are negotiable instruments.

6. The Bonds are authorized investments, under the Probate, Estates and Fiduciaries Code, as amended, for fiduciaries and personal representatives (as such terms are therein defined) within the Commonwealth of Pennsylvania.

7. Under the laws, regulations, rulings and judicial decisions in effect as of the date hereof, interest on the Bonds (including, in the case of Bonds sold at an original issue discount, the difference between the initial offering price and par) is excludible from gross income for Federal income tax purposes, pursuant to the Tax Code. Furthermore, interest

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on the Bonds will not be treated as a specific item of tax preference, under Section 57(a)(5) of the Tax Code, in computing the alternative minimum tax for individuals and corporations. Due to the designation of the Bonds as "qualified tax-exempt obligations" under Tax Code Section 265(b)(3), certain financial institutions may be able to deduct 80% of the interest expense incurred to purchase or carry the Bonds. In rendering the opinions in this paragraph, we have assumed continuing compliance with certain covenants designed to meet the requirements of Section 103 of the Tax Code. We express no opinion as to any other Federal income tax consequence arising from ownership of the Bonds.

8. The Bonds, and interest income therefrom, are free from taxation for purposes of personal income and corporate net income within the Commonwealth of Pennsylvania.

Very truly yours,

Clark Hill PLC

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APPENDIX D

FORM OF CONTINUING DISCLOSURE CERTIFICATE

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$6,265,000 TOWNSHIP OF RICHLAND (Allegheny County, Pennsylvania) Dated April 19, 2017 - Final Maturity April 15, 2027 GENERAL OBLIGATION BONDS, SERIES OF 2017

CONTINUING DISCLOSURE CERTIFICATE

THIS CONTINUING DISCLOSURE CERTIFICATE (the "Certificate") is executed and delivered the _____ day of April, 2017 by the Township of Richland (Allegheny County, Pennsylvania) (the "Issuer") in connection with the issuance of $6,265,000 General Obligation Bonds, Series of 2017, (the "Bonds"). The Bonds are being issued pursuant to an ordinance enacted by the Board of Supervisors of the Issuer on March 15, 2017, (the "Authorizing Legislation"). The Issuer certifies, covenants and agrees as follows:

Section 1. Purpose of the Certificate.

This Certificate is being executed and delivered by the Issuer to provide for the disclosure of certain information concerning the Bonds on an on-going basis as set forth herein for the benefit of Bondholders (as hereinafter defined) in accordance with the provisions of Securities and Exchange Commission Rule 15c2-12, as amended from time to time (the "Rule").

Section 2. Definitions; Scope of this Certificate.

(A) All terms capitalized but not otherwise defined herein shall have the meanings assigned to those terms in the Authorizing Legislation and the Bonds. Notwithstanding the foregoing, the term “Disclosure Agent” shall mean the Issuer, or any disclosure agent appointed or engaged by the Issuer; any successor disclosure agent shall automatically succeed to the rights and duties of the Disclosure Agent hereunder, without any amendment hereto. The following capitalized terms shall have the following meanings:

"Annual Financial Information" shall mean a copy of the annual audited financial information prepared for the Issuer which shall include, if prepared, a balance sheet, a statement of revenue and expenditure and a statement of changes in fund balances. All such financial information shall be prepared using a cash basis of accounting, provided, however, that the Issuer may change the accounting principles used for preparation of such financial information so long as the Issuer includes as information provided to the public a statement to the effect that different accounting principles are being used, stating the reason for such change and providing a method by which to compare the financial information provided by the differing financial accounting principles. Any or all of the items listed above may be incorporated by reference from other documents, including Offering Documents of debt issues of the Issuer or related public entities, which have been previously submitted to the MSRB’s internet website or filed with the SEC. The Issuer shall clearly identify each such other document so incorporated by reference.

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"Beneficial Owner" shall mean any person which has the power, directly or indirectly, to vote or consent with respect to, or to dispose of ownership of, any Bonds (including personal holding Bonds through nominees, depositories or other intermediaries).

"Bondholders" shall mean any holder of the Bonds and any Beneficial Owner thereof.

“EMMA” shall mean the Electronic Municipal Market Access system created by the MSRB as described in Securities and Exchange Commission Release No. 34-59061 and Release No. 34-59062.

"MSRB" shall mean the Municipal Securities Rulemaking Board.

"Official Statement" shall mean the Official Statement, dated March 15, 2017.

"Operating Data" shall mean a summary of the adopted budget for the current fiscal year; all tax and millage rates imposed for the current fiscal year; the assessed and market values of the Township for the current fiscal year; the real property tax collection results for the most recently ended fiscal year, including (1) the real estate levy imposed (expressed both as a millage rate and an aggregate dollar amount), and (2) the total amount of real estate taxes collected (expressed both as a percentage of the current year’s levy and as an aggregate dollar amount); and a list of the ten (10) largest real estate taxpayers within the Township and, for each, the total assessed value of real estate for the current fiscal year.

"Participating Underwriter" shall mean any of the original underwriters of the Bonds required to comply with the Rule in connection with the offering of the Bonds.

"Release" shall mean Securities and Exchange Commission Release No. 34-34961.

"Reportable Event" shall mean any of the events listed in items (i) through (xiv) below the occurrence of which the Issuer obtains knowledge. The following events with respect to the Bonds shall constitute Reportable Events:

(i) Principal and interest payment delinquencies;

(ii) Non-payment related defaults, if material;

(iii) Unscheduled draws on debt service reserves reflecting financial difficulties;

(iv) Unscheduled draws on credit enhancements reflecting financial difficulties;

(v) Substitution of credit or liquidity providers, or their failure to perform;

(vi) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB) or other material notices or determinations with

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respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds;

(vii) Modifications to rights of Bondholders, if material;

(viii) Bond calls, if material, and tender offers;

(ix) Defeasances;

(x) Release, substitution or sale of property securing repayment of the Bonds, if material;

(xi) Rating changes;

(xii) Bankruptcy, insolvency, receivership or similar event of the Issuer as the obligated person;

(xiii) The consummation of a merger, consolidation, or acquisition involving the Issuer or the sale of all of substantially all of the assets of the Issuer, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and

(xiv) Appointment of a successor or additional trustee or paying agent or the change of name of a trustee or paying agent , if material.

The SEC requires the listing of (i) through (xiv) although some of such events may not be applicable to the Bonds.

"SEC" shall mean the Securities and Exchange Commission.

Section 3. Disclosure of Information.

The Issuer agrees:

(i) to provide at least annually to the MSRB through the facilities of EMMA in accordance with the Rule, Annual Financial Information and Operating Data. The Annual Financial Information and Operating Data shall include, at a minimum, the financial information and operating data which is customarily prepared by the Issuer and is publically available including the annual financial audit which shall be provided on or before September 30 of each year commencing September 30, 2017.

(ii) in a timely manner, not in excess of ten business days after the occurrence of the Reportable Event, to file with the MSRB, via EMMA, notice of the occurrence of a Reportable Event.

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(iii) in a timely manner, not in excess of ten (10) business days, to the MSRB via EMMA, notice of its failure to provide the Annual Financial Information and Operating Data on or before the date specified in this Certificate.

(iv) all documents provided to the MSRB shall be accompanied by indentifying information as prescribed by the MSRB.

Section 4. Miscellaneous.

(A) Termination. The Issuer's obligations under this Certificate shall terminate when all of the Bonds are or are deemed to be no longer outstanding by reason of redemption or legal defeasance or at maturity or the Issuer no longer remains an “obligated person” with respect to the Bonds within the meaning of the Rule. The Issuer reserves the right to terminate its obligation to provide the Annual Financial Information, Operating Data and Reportable Events, as set forth above, if and when the Issuer is no longer an obligated person with respect to the Bonds within the meaning of the Rule.

(B) Additional Information. Nothing in this Certificate shall be deemed to prevent the Issuer from disseminating any other information, using the means of dissemination set forth in this Certificate or any other means of communication, or including any other information in any Annual Financial Information or Operating Data or notice of the occurrence of a Reportable Event, in addition to that which is required by this Certificate. If the Issuer chooses to include any information in any Annual Financial Information or Operating Data or notice of occurrence of a Reportable Event in addition to that which is specifically required by this Certificate, the Issuer shall have no obligation under this Certificate to update such information or include it in any future Annual Financial Information or Operating Data or notice of the occurrence of a Reportable Event.

(C) Defaults; Remedies. In the event of a failure of the Issuer to comply with any provision of this Certificate any Bondholder may take such action as may be necessary and appropriate, including seeking an action in mandamus or specific performance to cause the Issuer to comply with its obligations under this Certificate. A default under this Certificate shall not constitute either a default on the Bonds or a failure to comply with the Pennsylvania Local Government Unit Debt Act and the sole remedy available in any proceeding to enforce this Certificate shall be an action to compel specific performance. Under no circumstances may monetary damages be assessed or recovered for any default under this Certificate.

(D) Beneficiaries. This Certificate shall inure solely to the benefit of the Issuer, the Participating Underwriters and Bondholders or Beneficial Owners, and shall create no rights in any other person or entity.

(E) Amendments. The obligations of the Issuer under this Certificate may be amended without the consent of the Bondholders, to the extent permitted by the Rule.

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Section 5. Additional Disclosure Obligations.

The Issuer acknowledges and understands that other state and federal laws, including but not limited to the Securities Act of 1933, the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder, may apply to the Issuer, and that under some circumstances compliance with this Certificate, without additional disclosures or other action, may not fully discharge all duties and obligations of the Issuer under such laws.

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IN WITNESS WHEREOF, the Issuer has caused its duly authorized officer to execute this Certificate as of the day and year first above written.

TOWNSHIP OF RICHLAND

By: ______Chairman, Board of Supervisors

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