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Pittsburgh Water and Sewer Fixed Rate Bonds

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Pittsburgh Water and Sewer Fixed Rate Bonds NEW ISSUE – Book-Entry Only RATINGS: See “Ratings of the Bonds” herein In the opinion of Bond Counsel, under existing law and assuming continuing compliance by the Authority with certain covenants which relate to the provisions of the Internal Revenue Code of 1986, as amended (the “Code”), interest on the 2008D-1 Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of federal alternative minimum tax; provided, however, that certain federal income tax consequences related to the alternative minimum tax may arise from ownership of the 2008D-1 Bonds. Interest on the Taxable 2008A Bonds is included in gross income for federal income tax purposes. The 2008 Fixed Rate Bonds are exempt from personal property tax in Pennsylvania and the interest on the 2008 Fixed Rate Bonds is exempt from Pennsylvania corporate net income tax and from Pennsylvania personal income tax (See “Tax Matters” herein). THE PITTSBURGH WATER AND SEWER AUTHORITY $93,635,000 (Fixed Rate)Water and Sewer System First Lien Revenue Bonds, Series of 2008 consisting of $68,970,000 (Fixed Rate) Water and Sewer System First Lien Revenue Refunding Bonds, Series A of 2008 Taxable $24,665,000 (Fixed Rate) Water and Sewer System First Lien Revenue Bonds, Series D-1 of 2008 Dated: Date of Delivery Due: September 1, of the years shown on inside front cover. The Pittsburgh Water and Sewer Authority, $93,635,000 (Fixed Rate) Water and Sewer System First Lien Revenue Bonds, Series of 2008 (the “2008 Fixed Rate Bonds”), consisting of $68,970,000 (Fixed Rate) Water and Sewer System First Lien Revenue Refunding Bonds, Series A of 2008 Taxable (the “Taxable 2008A Bonds”) and $24,665,000 (Fixed Rate) Water and Sewer System First Lien Revenue Bonds, Series D-1 of 2008 (the “2008D-1 Bonds”), will be special limited obligations of The Pittsburgh Water and Sewer Authority (the “Authority” or “PWSA”). The 2008 Fixed Rate Bonds are being issued pursuant to a Trust Indenture dated as of October 15, 1993, as amended and supplemented (the “First Lien Indenture”) by and between the Authority and The Bank of New York Trust Company, N.A., as Trustee. The 2008 Fixed Rate Bonds are secured (along with all other bonds issued pursuant to the First Lien Indenture and certain Periodic Payments due under Qualified Interest Rate Swap Agreements) by a first lien pledge of the Receipts and Revenues of the Authority after payment of the Current Expenses, together with certain funds held by the Trustee under the First Lien Indenture as provided therein. The 2008 Fixed Rate Bonds will mature and bear interest at the fixed rates set forth on the inside front cover hereof. The 2008 Fixed Rate Bonds will be issued in book-entry form registered in the name of Cede & Co., the nominee of The Depository Trust Company, New York, New York (“DTC”). The payment of the principal of and premium, if any, and interest on the 2008 Fixed Bonds will be made by the Trustee directly to Cede & Co., as nominee for DTC, as registered owner of the 2008 Fixed Bonds, to be subsequently disbursed to DTC Participants and thereafter to beneficial owners of the 2008 Fixed Bonds, all as described herein. Purchasers of 2008 Fixed Bonds will not receive physical delivery of certificates representing their ownership interests in the 2008 Fixed Bonds. See “BOOK-ENTRY ONLY SYSTEM.” The 2008 Fixed Rate Bonds will initially be issued in fully registered form in minimum denominations of $5,000 and integral multiples thereof. The 2008 Fixed Rate Bonds are subject to redemption prior to maturity as herein described. See “THE 2008 FIXED RATE BONDS.” The scheduled payment of the principal of and interest on the 2008 Fixed Rate Bonds when due will be insured under an insurance policy to be issued concurrently with the delivery of the Bonds by Financial Security Assurance Inc. The proceeds of the 2008 Fixed Rate Bonds will be used to fund the costs of advance refunding portions of certain maturities of the Authority’s 1993A Bonds and 2003 Bonds; to fund the costs of certain Capital Additions; to fund the premium for the Bond Insurance Policy securing payments on the 2008 Fixed Rate Bonds; to fund termination payment on certain interest rate swaps; to fund any required deposit to the Debt Service Reserve Fund or, alternatively, the costs of a surety bond to be held by the Trustee in lieu of a funded account in the Debt Service Reserve Fund, and to fund the costs of issuance of the 2008 Fixed Rate Bonds. THE 2008 FIXED RATE BONDS ARE LIMITED OBLIGATIONS OF THE AUTHORITY PAYABLE FROM THE RECEIPTS AND REVENUES (AS DEFINED IN THE INDENTURE) PLEDGED THERETO. NEITHER THE CITY OF PITTSBURGH NOR THE COMMONWEALTH OF PENNSYLVANIA NOR ANY POLITICAL SUBDIVISION THEREOF IS OBLIGATED TO PAY THE PRINCIPAL, REDEMPTION PRICE OF, OR INTEREST ON, THE 2008 FIXED RATE BONDS, AND NEITHER THE FULL FAITH, CREDIT NOR TAXING POWER OF THE CITY OF PITTSBURGH OR THE COMMONWEALTH OF PENNSYLVANIA OR ANY OTHER POLITICAL SUBDIVISION THEREOF IS PLEDGED TO SUCH PAYMENT. THE AUTHORITY HAS NO TAXING POWER. The 2008 Fixed Rate Bonds are offered when, as and if issued by the Authority and received by the Underwriters, subject to the receipt of the approving legal opinion of Pepper Hamilton LLP, Bond Counsel. Certain legal matters will be passed upon for the Authority by Thorp, Reed & Armstrong, LLP, for the Underwriters by Buchanan Ingersoll & Rooney PC. The Authority expects that delivery of the 2008 Fixed Rate Bonds in definitive form will be made in New York, New York, on or about June 12, 2008. JPMorgan Commonwealth Securities and Investments, Inc. May 30, 2008 THE PITTSBURGH WATER AND SEWER AUTHORITY (FIXED RATE) WATER AND SEWER SYSTEM FIRST LIEN REVENUE REFUNDING BONDS $68,970,000 Series A of 2008 (Taxable) Year Principal Interest Price or (September 1) Amount Rate Yield 2018 $10,970,000 6.360% 100% 2024 58,000,000 6.610% 100% (FIXED RATE) WATER AND SEWER SYSTEM FIRST LIEN REVENUE REFUNDING BONDS $24,665,000 Series D-1 of 2008 Year Principal Interest (September 1) Amount Rate Yield Price 2024 $8,380,000 5.000% 4.460%* 104.386% 2025 13,950,000 5.000% 4.510%* 103.970% 2031 2,335,000 4.500% 4.800% 95.821% *Yield to call date THE PITTSBURGH WATER AND SEWER AUTHORITY Don Walko, Chairman Robert P. Jablonowski, Vice Chairman Scott Kunka, Treasurer Henry C. Blum, Secretary Len Bodack, Assistant Secretary/Assistant Treasurer Dan Deasy, Member Margaret Lanier, Member Michael P. Kenney, Executive Director AUTHORITY COUNSEL Thorp, Reed & Armstrong, LLP Pittsburgh, Pennsylvania AUTHORITY CONSULTING ENGINEER Chester Engineers Pittsburgh, Pennsylvania FINANCIAL ADVISOR and SWAP ADVISOR PNC Capital Markets LLC Pittsburgh, Pennsylvania UNDERWRITERS J.P. Morgan Securities Inc. Commonwealth Securities and Investments, Inc. BOND COUNSEL Pepper Hamilton LLP Pittsburgh, Pennsylvania UNDERWRITERS' COUNSEL Buchanan Ingersoll & Rooney PC Pittsburgh, Pennsylvania TRUSTEE AND PAYING AGENT The Bank of New York Trust Company, N. A. Pittsburgh, Pennsylvania No dealer, broker, salesperson or other person has been authorized by the Authority to give any information or to make any representation in connection with the Bonds or the matters described herein, other than those contained in this Official Statement, and, if given or made, such other information or representation must not be relied upon as having been authorized by any of the foregoing. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer, solicitation or sale. All quotations from and summaries and explanations of provisions of laws herein do not purport to be complete and reference is made to said laws for full and complete statements of their provisions. This Official Statement is not to be construed as a contract or agreement between the Authority and the purchasers or holders of any of the Bonds. Any statements made in this Official Statement involving matters of opinion, whether or not expressly so stated, are intended merely as opinion and not as representations of fact. The information contained herein is 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 the affairs of the Authority since the date hereof. The order and placement of materials in this Official Statement, including the Appendices, are not to be deemed to be a determination of relevance, materiality or importance, and this Official Statement, including the Appendices, must be considered in its entirety. The Authority has deemed this Official Statement to be final for the purposes of Securities and Exchange Commission Rule 15c2-12(b)(3) promulgated under the Securities Exchange Act. Other than with respect to the information regarding Financial Security Assurance Inc. (the “Bond Insurer”) contained under the caption “BOND INSURANCE” and in APPENDIX G, none of the information in this Official Statement has been supplied or verified by the Bond Insurer, and the Bond Insurer makes no representation or warranty, express or implied as to: (i) the accuracy or completeness of such information; (ii) the validity of 2008 Bonds; or (iii) the tax-exempt status of the interest on the 2008 Bonds. The Underwriters have reviewed the information in this Official Statement in accordance with, and as a part of, their responsibilities to investors under federal securities law, as applied to the facts and circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of such information.
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