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General Obligation Bonds Series 2017A-1 & A-2

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General Obligation Bonds Series 2017A-1 & A-2 NEW ISSUE, BOOK-ENTRY ONLY RATINGS: Moody’s: Aa2 Standard & Poor’s: AA (See “RATINGS” herein.) In the opinion of Orrick, Herrington & Sutcliffe llp, Bond Counsel to the City, based upon an analysis of existing laws, regulations, rulings, and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, interest on the Series 2017A-1 Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986 and interest on the Bonds is exempt from State of California personal income taxes. In the further opinion of Bond Counsel, interest on the Series 2017A-1 Bonds is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes, although Bond Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative minimum taxable income. Interest on the Series 2017A-2 Bonds is not excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the amount, accrual or receipt of interest on, the Bonds. See “TAX MATTERS.” $62,735,000 $55,120,000 CITY OF OAKLAND CITY OF OAKLAND GENERAL OBLIGATION BONDS GENERAL OBLIGATION BONDS (MEASURE KK, SERIES 2017A-1) (MEASURE KK, SERIES 2017A-2) (TAX-EXEMPT) (TAXABLE) Dated: Date of Delivery Due: January 15, as shown on the inside cover hereof The $62,735,000 aggregate principal amount of City of Oakland General Obligation Bonds (Measure KK, Series 2017A-1) (Tax-Exempt) (the “Series 2017A-1 Bonds”) and $55,120,000 aggregate principal amount of City of Oakland General Obligation Bonds (Measure KK, Series 2017A-2) (Taxable) (the “Series 2017A-2 Bonds” and, together with the Series 2017A-1 Bonds, the “Bonds”), are being issued under the Constitution of the State of California (the “State”), the Charter of the City, Measure KK (defined below) and the City’s Affordable Housing and Infrastructure Bond Law, Oakland Municipal Code, Chapter 4.54. The specific terms and conditions for issuance of the Bonds are contained in a resolution adopted by the City Council of the City on June 29, 2017. See “THE BONDS – Authority for Issuances.” The proceeds of the Series 2017A-1 Bonds will be used to finance the Series 2017A-1 Projects (as defined herein) and to pay for certain costs related to the issuance of the Series 2017A-1 Bonds. The proceeds of the Series 2017A-2 Bonds will be used to finance the Series 2017A-2 Projects (as defined herein) and to pay for certain costs related to the issuance of the Series 2017A-2 Bonds. The Bonds will be issued only as fully registered bonds without coupons and, when issued, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). Individual purchases of the Bonds will be made in book-entry form only, in denominations of $5,000 or any integral multiple thereof. Payments of principal of and interest on the Bonds will be made to DTC by The Bank of New York Mellon Trust Company, N.A., as fiscal agent. DTC in turn is required to remit such principal and interest to the DTC Participants for subsequent disbursement to the Beneficial Owners of the Bonds. See APPENDIX E – “BOOK-ENTRY ONLY SYSTEM.” The Bonds will be dated and bear interest from the date of original issuance. Interest on the Bonds will be payable semiannually on January 15 and July 15 of each year, commencing January 15, 2018. The Bonds will be subject to optional redemption prior to their respective stated maturities (as described herein). See “THE BONDS – Redemption.” The Bonds are payable from ad valorem taxes levied upon all taxable property in the City. The City Council of the City has the power and is obligated to levy ad valorem taxes for the payment of the Bonds and the interest thereon upon all property within the City subject to taxation by the City without limitation as to rate or amount (except certain property which is taxable at limited rates). The Bonds will be offered when, as and if issued by the City and received by the initial purchaser(s), subject to the approval of validity by Orrick, Herrington & Sutcliffe llp, Bond Counsel. Certain legal matters will be passed upon for the City by Curls Bartling P.C., as Disclosure Counsel. It is anticipated that the Bonds, in definitive form, will be available for delivery through the facilities of DTC on or about August 30, 2017. This cover page contains certain information for general reference only. It is not a summary of this issue. Investors must read this entire Official Statement to obtain information essential to the making of an informed investment decision. Dated: August 1, 2017 MATURITY SCHEDULES $62,735,000 CITY OF OAKLAND GENERAL OBLIGATION BONDS (MEASURE KK, SERIES 2017A-1) (TAX-EXEMPT) $13,635,000 Serial Bonds CUSIP† Base: 672240 Maturity Date Principal Interest CUSIP* (January 15) Amount Rate Yield Price Suffix 2035 $ 30,000 3.000% 3.200% 97.347 UE6 2036 4,205,000 3.125 3.250 98.278 UF3 2039 4,600,000 3.250 3.320 98.932 UH9 2040 4,800,000 3.250 3.340 98.587 UJ5 $9,000,000 3.125% Term Bonds due January 15, 2038, Yield 3.300%, Price 97.416, CUSIP† No. 672240UG1 $10,300,000 4.000% Term Bonds due January 15, 2042, Yield(c) 3.330%, Price 105.354, CUSIP† No. 672240UK2 $11,200,000 3.250% Term Bonds due January 15, 2044, Yield 3.450%, Price 96.552, CUSIP† No. 672240UL0 $18,600,000 4.000% Term Bonds due January 15, 2047, Yield(c) 3.390%, Price 104.861, CUSIP† No. 672240UM8 $55,120,000 CITY OF OAKLAND GENERAL OBLIGATION BONDS (MEASURE KK, SERIES 2017A-2) (TAXABLE) $45,625,000 Serial Bonds CUSIP† Base: 672240 Maturity Date Principal Interest CUSIP† (January 15) Amount Rate Yield Price Suffix 2018 $4,200,000 2.000% 1.220% 100.290 UN6 2019 2,630,000 2.000 1.440 100.759 UP1 2020 2,685,000 2.000 1.640 100.834 UQ9 2021 2,740,000 2.000 1.740 100.847 UR7 2022 2,795,000 2.500 2.110 101.620 US5 2023 2,865,000 3.000 2.310 103.467 UT3 2024 2,950,000 3.000 2.520 102.808 UU0 2025 3,035,000 3.000 2.670 102.194 UV8 2026 3,130,000 2.850 2.810 100.294 UW6 2027 3,200,000 3.000 2.960 100.323 UX4 2028 3,295,000 3.050 3.060 99.909 UY2 2029 3,400,000 3.150 3.160 99.902 UZ9 2030 2,800,000 3.200 3.210 99.896 VA3 2031 2,900,000 3.250 3.260 99.889 VB1 2032 3,000,000 3.300 3.310 99.883 VC9 $9,495,000 3.450% Term Bonds due January 15, 2035, Yield 3.460%, Price 99.867, CUSIP† No. 672240VD7 † Copyright 2017, American Bankers Association. CUSIP® is a registered trademark of the American Bankers Association. CUSIP data herein are provided by the CUSIP Service Bureau, managed by Standard & Poor’s Financial Services LLC on behalf of the American Bankers Association. This data is not intended to create a database and does not serve in any way as a substitute for the CUSIP Services Bureau. CUSIP numbers have been assigned by an independent company not affiliated with the City and are included solely for the convenience of the registered owners of the applicable Bonds. Neither the City, the Municipal Advisor nor the initial purchaser(s) is responsible for the selection or uses of these CUSIP numbers, and no representation is made as to their accuracy. (c) Yield to par call date of January 15, 2027. CITY OF OAKLAND County of Alameda, California CITY COUNCIL Larry E. Reid (District 7) Annie Campbell Washington (District 4) President of the City Council Councilmember and Vice Mayor Abel J. Guillén (District 2) Dan Kalb (District 1) President Pro Tem of the City Council Councilmember Lynette Gibson McElhaney (District 3) Noel Gallo (District 5) Councilmember Councilmember Desley Brooks (District 6) Rebecca Kaplan (At-Large) Councilmember Councilmember CITY OFFICIALS Libby Schaaf, Mayor Sabrina Landreth, City Administrator Brenda D. Roberts, City Auditor Barbara Parker, City Attorney LaTonda Simmons, City Clerk Katano Kasaine, Director of Finance SPECIAL SERVICES Municipal Advisor Backstrom McCarley Berry & Co., LLC San Francisco, California Bond Counsel Disclosure Counsel Orrick, Herrington & Sutcliffe LLP Curls Bartling P.C. San Francisco, California Oakland, California Fiscal Agent The Bank of New York Mellon Trust Company, N.A. San Francisco, California This Official Statement does not constitute an offering of any security other than the original offering of the Bonds by the City. No dealer, broker, salesperson or other person has been authorized by the City to give any information or to make any representations other than as contained in this Official Statement, and if given or made, such other information or representation not so authorized should not be relied upon as having been given or authorized by the City. This Official Statement does not constitute an offer to sell or a solicitation of an offer to buy Bonds in any state in which such offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so, or to any person to whom it is unlawful to make such offer or solicitation.
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