NEW ISSUE Moody’s: “A1” (See “Rating” herein) $316,220,000 DORMITORY AUTHORITY OF THE STATE OF NEW YORK ROCHESTER INSTITUTE OF TECHNOLOGY REVENUE BONDS $119,635,000 $148,240,000 $48,345,000 † ® Series 2019A Series 2019B Series 2020A (Federally Taxable) (Forward Delivery) Dated: Date of Delivery Due: July 1, as shown on the inside covers Payment and Security: The Dormitory Authority of the State of New York Rochester Institute of Technology Revenue Bonds, Series 2019A Bonds (the “Series 2019A Bonds”), the Dormitory Authority of the State of New York Rochester Institute of Technology Revenue Bonds, Series 2019B Bonds (Federally Taxable) (the “Series 2019B Bonds”) and the Dormitory Authority of the State of New York Rochester Institute of Technology Revenue Bonds, Series 2020A Bonds (Forward Delivery) (the “Series 2020A Bonds” and together with the Series 2019A Bonds and the Series 2019B Bonds, the “Series 2019AB/2020A Bonds”) are special obligations of the Dormitory Authority of the State of New York (“DASNY”) payable solely from and secured by a pledge of (i) certain payments to be made under the Loan Agreement (the “Loan Agreement”), dated as of September 11, 2019, between Rochester Institute of Technology (the “University”) and DASNY, and (ii) all funds and accounts (except the Arbitrage Rebate Fund) established under DASNY’s Rochester Institute of Technology Revenue Bond Resolution, adopted September 11, 2019 (the “Resolution”), the Series 2019A Resolution, adopted on September 11, 2019, Authorizing Up To $375,000,000 Rochester Institute of Technology Revenue Bonds, Series 2019A (the “Series 2019A Resolution”), the Series 2019B Resolution, adopted on September 11, 2019, Authorizing Up To $375,000,000 Rochester Institute of Technology Revenue Bonds, Series 2019B (the “Series 2019B Resolution”), and the Series 2020A Resolution, adopted on September 11, 2019, Authorizing Up To $375,000,000 Rochester Institute of Technology Revenue Bonds, Series 2020A (the “Series 2020A Resolution” and together with the Series 2019A Resolution, the Series 2019B Resolution and the Resolution, the “Resolutions”). The Loan Agreement is a general obligation of the University and requires the University to pay, in addition to the fees and expenses of DASNY and the Trustee, amounts sufficient to pay, when due, the principal, Sinking Fund Installments, if any, and Redemption Price of and interest on the Series 2019AB/2020A Bonds. The Loan Agreement and the obligation of the University to make payments under the Loan Agreement are general, unsecured obligations of the University. No security interest in any revenues or assets of the University has been granted by the University to DASNY under the Loan Agreement. The Series 2019AB/2020A Bonds will not be a debt of the State of New York (the “State”) and the State will not be liable on the Series 2019AB/2020A Bonds. DASNY has no taxing power. Description: The Series 2019AB/2020A Bonds will be issued as fully registered bonds in denominations of $5,000 or any integral multiple thereof. Interest (due January 1, 2020 and each July 1 and January 1 thereafter in the case of the Series 2019A Bonds and the Series 2019B Bonds and July 1, 2020 and each January 1 and July 1 thereafter in the case of the Series 2020A Bonds) will be payable by check or draft mailed to the registered owners of the Series 2019AB/2020A Bonds at their addresses as shown on the registration books held by the Trustee or, at the option of a holder of at least $1,000,000 in principal amount of Series 2019A Bonds, Series 2019B Bonds or Series 2020A Bonds, by wire transfer to the holder of such Series 2019AB/2020A Bonds, each as of the close of business on the fifteenth day of the month next preceding an interest payment date. The principal or Redemption Price of the Series 2019AB/2020A Bonds will be payable at the principal corporate trust office of The Bank of New York Mellon, New York, New York, the Trustee and Paying Agent or, with respect to Redemption Price, at the option of a holder of at least $1,000,000 in principal amount of Series 2019A Bonds, Series 2019B Bonds, or Series 2020A Bonds by wire transfer to the holders of such Series 2019AB/2020A Bonds as more fully described herein. The Series 2019AB/2020A Bonds will be issued initially under a Book-Entry Only System, registered in the name of Cede & Co., as nominee for The Depository Trust Company (“DTC”). Individual purchases of beneficial interests in the Series 2019AB/2020A Bonds will be made in Book-Entry form (without certificates). So long as DTC or its nominee is the registered owner of the Series 2019AB/2020A Bonds, payments of the principal, Redemption Price and Purchase Price of and interest on such Series 2019AB/2020A Bonds will be made directly to DTC or its nominee. Disbursement of such payments to DTC participants is the responsibility of DTC and disbursement of such payments to the beneficial owners is the responsibility of DTC participants. See “PART 3 - THE SERIES 2019AB/2020A BONDS - Book-Entry Only System” herein. Redemption or Purchase: The Series 2019AB/2020A Bonds are subject to redemption or purchase prior to maturity as more fully described herein. Tax Exemption: In the opinion of Barclay Damon LLP, Co-Bond Counsel to DASNY, under existing law, and assuming compliance with certain covenants described herein and the accuracy and completeness of certain representations, certifications of fact and statements of reasonable expectations made by DASNY, the University, and others, interest on the Series 2019A Bonds and the Series 2020A Bonds is excluded from gross income for federal income tax purposes under Section 103 of the Code, and interest on the Series 2019A Bonds and the Series 2020A Bonds is not an item of tax preference for purposes of the alternative minimum tax imposed under the Code. In the opinion of Barclay Damon LLP, Co-Bond Counsel to DASNY, interest on the Series 2019B Bonds is not excluded from gross income for federal income tax purposes under Section 103 of the Code. In addition, Barclay Damon LLP is further of the opinion that, under existing statutes, interest on the Series 2019AB/2020A Bonds is exempt from personal income taxes imposed by the State of New York or any political subdivision thereof (including The City of New York). See “PART 11 – TAX MATTERS” herein regarding certain other tax considerations. The Series 2019AB/2020A Bonds are offered when, as, and if issued and received by the Underwriters. The offer of the Series 2019AB/2020A Bonds may be subject to prior sale, or withdrawn or modified at any time without notice. The offer is subject to the approval of legality by Barclay Damon LLP, Albany, New York, and Marous Law Group, P.C., New York, New York, Co-Bond Counsel, and to certain other conditions. Certain legal matters will be passed upon for the University by its counsel, Nixon Peabody LLP, Rochester, New York. Certain legal matters will be passed upon for the Underwriters by their co-counsel, Cozen O’Connor, New York, New York, and Law Offices of Joseph C. Reid, P.A., New York, New York. DASNY expects to deliver the Series 2019A Bonds and the Series 2019B Bonds in definitive form in Albany, New York, on or about October 8, 2019 and the Series 2020A Bonds in definitive form in Albany, New York, on or about April 3, 2020. See “PART 3 - THE SERIES 2019AB/2020A BONDS - Delayed Delivery of the Series 2020A Bonds” for a discussion regarding the delayed delivery of the Series 2020A Bonds, certain conditions regarding the obligation of the Series 2020A Underwriter to purchase the Series 2020A Bonds and certain risks to registered owners of the Series 2020A Bonds resulting from the delayed delivery thereof. RBC Capital Markets (Senior Manager for the Series 2019A Bonds and Sole Underwriter for the Series 2019B Bonds and Series 2020A Bonds) †M&T Securities, Inc. (Co-Manager for the Series 2019A Bonds Only) September 20, 2019 $316,220,000 DORMITORY AUTHORITY OF THE STATE OF NEW YORK ROCHESTER INSTITUTE OF TECHNOLOGY REVENUE BONDS $119,635,000 $148,240,000 $48,345,000 Series 2019A Series 2019B Series 2020A (Federally (Forward Taxable) Delivery) MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS AND CUSIPS† SERIES 2019A BONDS Maturity Principal Interest (July 1) Amount Rate Yield CUSIP† 2033 $2,500,000 5.00% 1.950%c 64990G TE2 2034 5,040,000 5.00 1.990 c 64990G TF9 2035 5,300,000 5.00 2.070 c 64990G TG7 2036 5,570,000 5.00 2.120 c 64990G TH5 2037 5,855,000 5.00 2.180 c 64990G TJ1 2038 6,155,000 5.00 2.220 c 64990G TK8 2039 6,470,000 5.00 2.260 c 64990G TL6 $36,710,000 – 4.00% Term Bond, Due July 1, 2044, Yield 2.61% c, CUSIP No.† 64990G TM4 $46,035,000 – 5.00% Term Bond, Due July 1, 2049, Yield 2.42% c, CUSIP No.† 64990G TN2 † Copyright, American Bankers Association (“ABA”). CUSIP data herein are provided by CUSIP Global Services LLC, managed on behalf of the American Bankers Association by S&P Capital IQ, a part of McGraw-Hill Financial, Inc. The CUSIP numbers listed above are included solely for the convenience of the holders of the Series 2019A Bonds. None of DASNY, the University or the Underwriters is responsible for the selection or uses of the CUSIP numbers and no representation is made as to their correctness on the Series 2019A Bonds or as indicated above. CUSIP numbers are subject to being changed after the issuance of the Series 2019A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such Series 2019A Bonds or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of the Series 2019A Bonds.
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