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Subseries 2020B-1, Remarketing Circular

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Subseries 2020B-1, Remarketing Circular REMARKETING BOOK‑ENTRY‑ONLY On April 1, 2021 (the Mandatory Tender Date), Metropolitan Transportation Authority (MTA) is effectuating a mandatory tender for the purchase and remarketing of the currently outstanding Transportation Revenue Refunding Bonds, Subseries 2020B-1 (the Subseries 2020B-1 Bonds). On the Mandatory Tender Date, (i) the Subseries 2020B-1 Bonds will be subject to mandatory tender at a purchase price equal to the principal amount thereof; (ii) MTA will convert the Subseries 2020B-1 Bonds from the Term Rate Mode to the Weekly Mode; (iii) MTA will obtain an irrevocable direct-pay letter of credit issued by PNC Bank, National Association to support the payment of principal of and interest on, and the payment of the Purchase Price of, the Subseries 2020B-1 Bonds; (iv) the terms and provisions of the Subseries 2020B-1 Bonds will be amended to reflect the terms and provisions described herein; and (v) the Subseries 2020B-1 Bonds will be remarketed at a price equal to the principal amount thereof. The Mandatory Tender Date is also an Interest Payment Date (as defined herein) for the Subseries 2020B-1 Bonds, and accrued interest to, but not including, the Mandatory Tender Date will be paid in accordance with customary procedures. See “REMARKETING PLAN” herein. For a discussion of certain federal and State income tax matters with respect to the Subseries 2020B-1 Bonds, see “TAX MATTERS” herein. $66,570,000 METROPOLITAN TRANSPORTATION AUTHORITY Transportation Revenue Variable Rate Refunding Bonds, Subseries 2020B‑1 Dated and accruing interest from: April 1, 2021 Due: November 15, 2046 The Subseries 2020B-1 Bonds — • are MTA’s special, not general, obligations, payable solely from the revenues of the transit and commuter systems and other sources pledged to bondholders as described in this remarketing circular, and • are not a debt of the State or The City of New York or any other local government unit. MTA has no taxing power. The Subseries 2020B-1 Bonds constitute Variable Interest Rate Obligations and will bear interest from and including April 1, 2021, in the Weekly Mode, as described herein. MTA reserves the right at any time to convert the interest rate of the Subseries 2020B-1 Bonds to a Commercial Paper Mode, Daily Mode, Fixed Rate Mode or Term Rate Mode. See “DESCRIPTION OF THE SUBSERIES 2020B-1 BONDS” herein. This remarketing circular (i) is intended to provide disclosure only to the extent the Subseries 2020B‑1 Bonds remain in the Weekly Mode, and (ii) speaks only as of the date of this document or as of certain earlier dates specified herein. The payment of principal of and interest on the Subseries 2020B-1 Bonds (with interest being calculated based upon 53 days of interest at a rate not to exceed 9% per annum based on a year of 365 days), and the payment of the Purchase Price (as definedherein) of the Subseries 2020B-1 Bonds, on any Purchase Date or Mandatory Purchase Date (each as defined herein) is supported by an irrevocable direct-pay letter of credit (the Credit Facility), issued by PNC Bank, National Association (the Credit Facility Issuer), pursuant to a Letter of Credit and Reimbursement Agreement, dated as of April 1, 2021 (the Reimbursement Agreement), between MTA and the Credit Facility Issuer. The Credit Facility is scheduled to expire on April 1, 2022, unless extended or earlier terminated pursuant to its terms or the terms of the Reimbursement Agreement. See “DESCRIPTION OF THE SUBSERIES 2020B-1 BONDS — Credit and Liquidity Facility” herein. The Subseries 2020B-1 Bonds are subject to redemption prior to maturity and mandatory and optional tender, including mandatory tender for purchase, prior to the expiration, termination or substitution of the Credit Facility, as described herein. Payment of the Purchase Price is not an obligation of MTA. See “DESCRIPTION OF THE SUBSERIES 2020B-1 BONDS — Credit and Liquidity Facility” herein. The Subseries 2020B-1 Bonds are subject to the Book-Entry-Only system through the facilities of The Depository Trust Company. Price – 100% This cover page contains certain information for general reference only. It is not intended to be a summary of the security or terms of the Subseries 2020B-1 Bonds. Investors are advised to read this entire remarketing circular, including all portions hereof included by specific cross-reference, to obtain information essential to making an informed decision. PNC Capital Markets LLC Remarketing Agent March 24, 2021 [THIS PAGE IS INTENTIONALLY LEFT BLANK.] 3562592.13 044951 OS Metropolitan Transportation Authority 2 Broadway, 4th Floor New York, New York 10004 (212) 878-7000 Website: http://new.mta.info Patrick J. Foye ................................................................................................ Chair and Chief Executive Officer Andrew B. Albert ................................................................................................................ Non-Voting Member Jamey Barbas ........................................................................................................................................... Member Frank Borrelli, Jr. .................................................................................................................................... Member Norman E. Brown ............................................................................................................... Non-Voting Member Victor Calise ............................................................................................................................................ Member Lorraine Cortes-Vazquez ......................................................................................................................... Member Michael Fleischer ..................................................................................................................................... Member Randolph F. Glucksman ...................................................................................................... Non-Voting Member Rhonda Herman ....................................................................................................................................... Member David R. Jones ......................................................................................................................................... Member Linda A. Lacewell .................................................................................................................................... Member Kevin S. Law ............................................................................................................................................ Member Robert W. Linn ........................................................................................................................................ Member David S. Mack .......................................................................................................................................... Member Haeda B. Mihaltses .................................................................................................................................. Member Robert F. Mujica, Jr. ................................................................................................................................ Member John Samuelsen ................................................................................................................... Non-Voting Member Lawrence S. Schwartz .............................................................................................................................. Member Vincent Tessitore, Jr............................................................................................................ Non-Voting Member Neal Zuckerman ....................................................................................................................................... Member _______________ Robert E. Foran ................................................................................................................ Chief Financial Officer John N. Lieber ........................................................................................................... Chief Development Officer Thomas J. Quigley ..................................................................................................................... General Counsel Patrick J. McCoy .............................................................................................. Deputy Chief, Financial Services _______________ NIXON PEABODY LLP D. SEATON AND ASSOCIATES, P.A., P.C. New York, New York New York, New York Co-Bond Counsel PUBLIC RESOURCES ADVISORY GROUP, INC. BACKSTROM MCCARLEY BERRY & CO., LLC New York, New York San Francisco, California Co-Financial Advisors HAWKINS DELAFIELD & WOOD LLP New York, New York Special Disclosure Counsel - i - 3562592.13 044951 OS [THIS PAGE IS INTENTIONALLY LEFT BLANK.] 3562592.13 044951 OS SUMMARY OF TERMS MTA has prepared this Summary of Terms to describe the specific terms of the Subseries 2020B-1 Bonds following a remarketing of such bonds as described herein under “REMARKETING PLAN”. The information in this remarketing circular, including the materials filed with the Electronic Municipal Market Access System of the Municipal Securities Rulemaking Board and included by specific cross-reference as described herein, provides a more detailed description of matters relating to MTA and to the Transportation Revenue Bonds. Investors should carefully review that detailed information in its entirety
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