NEW ISSUE – BOOK-ENTRY ONLY Ratings: S&P: “AAA” Fitch: “AAA” See “Ratings” herein. In the opinion of Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California (“Bond Counsel”), under existing statutes, regulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants and requirements described herein, the interest (and original issue discount) on the Bonds is excluded from gross income for federal income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals. In the further opinion of Bond Counsel, the interest (and original issue discount) on the Bonds is exempt from State of California personal income tax. See “TAX MATTERS” herein. $118,090,000 RANCHO CALIFORNIA WATER DISTRICT FINANCING AUTHORITY Tax-Exempt Fixed Rate Refunding Revenue Bonds, Series of 2019A Dated: Date of Delivery Due: As shown on the inside cover The Rancho California Water District Financing Authority (the “Authority”) is issuing its $118,090,000 Tax-Exempt Fixed Rate Refunding Revenue Bonds, Series of 2019A (the “Bonds”), pursuant to an Indenture of Trust, dated as of October 1, 2019 (the “Indenture”), by and between the Authority and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). A portion of the proceeds of the Bonds, together with certain amounts transferred from the Rancho California Water District (the “District”), will be used to: (i) refund and redeem the outstanding principal amount of the Authority’s Fixed Rate Revenue Bonds, Series of 2010A (Federally Taxable Build America Bonds) (the “2010A Bonds”); (ii) refund all of the Authority’s Taxable Fixed Rate Refunding Revenue Bonds, Series of 2016C (the “2016C Bonds”) and redeem certain maturities of the 2016C Bonds, and (iii) pay costs of issuance incurred in connection with the issuance of the Bonds, as more fully described herein. See “PLAN OF FINANCING” herein. The Bonds are special, limited obligations of the Authority payable solely from the Trust Estate (herein defined) and are secured by the Trust Estate, including amounts held in the funds and accounts (other than the Cost of Issuance Fund and the Rebate Fund) established pursuant to the Indenture, subject only to the provisions of the Indenture permitting the application thereof for the purposes and on the terms and conditions set forth in the Indenture. The Trust Estate consists primarily of Installment Payments (as defined herein) made by the District to the Authority from Net Revenues (herein defined) pursuant to the Installment Purchase Agreement (herein defined). See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS” herein. The District’s obligation to pay Installment Payments under the Installment Purchase Agreement with respect to the Bonds is on parity with the District’s obligation to make payments from Net Revenues under other outstanding Parity Obligations (as defined herein). In addition, the District may incur additional obligations payable from and secured by Net Revenues upon satisfying the requirements provided in the Master Agreement (herein defined). See “SECURITY AND SOURCES OF PAYMENT FOR THE BONDS” herein. The Bonds will be issued in denominations of $5,000 and any integral multiple thereof. The Bonds will be delivered in fully registered form only, and, when executed and delivered, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York (“DTC”). Purchasers will not receive certificates representing their interest in the Bonds purchased. Payments of principal, premium, if any, and interest on the Bonds will be payable by the Trustee to DTC which is obligated in turn to remit such principal, premium, if any, and interest to the DTC Participants for subsequent disbursement to the Beneficial Owners of the Bonds, as more fully described herein. See “THE BONDS— General Provisions” herein and Appendix E—“BOOK-ENTRY ONLY SYSTEM” attached hereto. The Bonds will bear interest at the rates per annum set forth on the following page until their maturity. Interest on the Bonds is payable on February 1 and August 1 of each year, commencing on February 1, 2020. See “THE BONDS” herein. The Bonds are subject to redemption, as described herein. See “THE BONDS—Redemption” herein. THE BONDS ARE SPECIAL, LIMITED OBLIGATIONS OF THE AUTHORITY, PAYABLE FROM, AND SECURED AS TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, AND INTEREST THEREON, IN ACCORDANCE WITH THEIR TERMS AND THE TERMS OF THE INDENTURE SOLELY BY, THE TRUST ESTATE. THE BONDS SHALL NOT CONSTITUTE A CHARGE AGAINST THE GENERAL CREDIT OF THE AUTHORITY OR ITS MEMBERS. UNDER NO CIRCUMSTANCES SHALL THE AUTHORITY BE OBLIGATED TO PAY PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS, EXCEPT FROM THE TRUST ESTATE. NEITHER THE STATE OF CALIFORNIA NOR ANY PUBLIC AGENCY (OTHER THAN THE AUTHORITY) NOR ANY MEMBER OF THE AUTHORITY IS OBLIGATED TO PAY THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE BONDS. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE STATE OF CALIFORNIA OR ANY PUBLIC AGENCY THEREOF OR ANY MEMBER OF THE AUTHORITY IS PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON, THE BONDS. THE BONDS DO NOT CONSTITUTE A DEBT OF THE AUTHORITY, THE DISTRICT, THE STATE OF CALIFORNIA, OR ANY POLITICAL SUBDIVISION THEREOF IN CONTRAVENTION OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMITATION OR RESTRICTION. THE AUTHORITY HAS NO TAXING POWER. THE OBLIGATION OF THE DISTRICT TO PAY THE INSTALLMENT PAYMENTS UNDER THE INSTALLMENT PURCHASE AGREEMENT IS AN OBLIGATION OF THE DISTRICT, PAYABLE SOLELY FROM NET REVENUES, AND DOES NOT CONSTITUTE A DEBT OF THE DISTRICT OR OF THE STATE OF CALIFORNIA, OR OF ANY POLITICAL SUBDIVISION THEREOF, IN CONTRAVENTION OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMITATION OR RESTRICTION. NEITHER THE FAITH AND CREDIT NOR THE TAXING POWER OF THE DISTRICT OR THE STATE OF CALIFORNIA, OR ANY POLITICAL SUBDIVISION THEREOF, IS PLEDGED TO THE PAYMENT OF THE INSTALLMENT PAYMENTS TO BE MADE PURSUANT TO THE INSTALLMENT PURCHASE AGREEMENT. This cover page contains certain information for general reference only. It is not a summary of this issue. Investors are advised to read the entire Official Statement to obtain information essential to the making of an informed investment decision. The Bonds are offered when, as and if issued by the Authority, and accepted by the Underwriter, subject to the approval of Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California, Bond Counsel, and certain other conditions. Certain legal matters will be passed upon for the Authority and the District by Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California, Disclosure Counsel, for the Underwriter by its counsel, Katten Muchin Rosenman LLP, New York, New York, and for the Authority and the District by Best Best & Krieger LLP, San Diego, California. It is anticipated that the Bonds in book-entry form will be available for delivery through the facilities of DTC in New York, New York, on or about October 15, 2019. BofA Merrill Lynch Dated: September 17, 2019 MATURITY SCHEDULE RANCHO CALIFORNIA WATER DISTRICT FINANCING AUTHORITY Tax-Exempt Fixed Rate Refunding Revenue Bonds, Series of 2019A Base CUSIP†: 752111 Maturity Date Principal Interest CUSIP† (August 1) Amount Rate Price Yield Suffix 2020 $1,765,000 5.000% 103.034 1.150% NC4 2021 1,785,000 5.000 106.816 1.150 ND2 2022 1,625,000 5.000 110.526 1.160 NE0 2023 1,635,000 5.000 114.172 1.170 NF7 2024 1,720,000 5.000 117.753 1.180 NG5 2025 1,780,000 5.000 121.145 1.210 NH3 2026 1,845,000 5.000 124.205 1.270 NJ9 2027 1,900,000 5.000 127.170 1.320 NK6 2028 1,970,000 5.000 129.688 1.400 NL4 2029 2,050,000 5.000 132.195 1.460 NM2 2030 335,000 5.000 132.149C 1.600 NN0 2031 350,000 5.000 131.373C 1.670 NP5 2032 6,330,000 5.000 130.821C 1.720 NQ3 2033 6,530,000 5.000 130.163C 1.780 NR1 2034 5,720,000 5.000 129.400C 1.850 NS9 2035 12,205,000 4.000 115.898C 2.260 NT7 2036 12,685,000 4.000 115.501C 2.300 NU4 2037 13,185,000 4.000 115.105C 2.340 NV2 2038 13,705,000 4.000 114.711C 2.380 NW0 2039 14,245,000 4.000 114.318C 2.420 NX8 2040 14,725,000 3.000 101.685C 2.810 NY6 C Priced to the optional redemption date of February 1, 2030, at par. † CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. Copyright(c) 2019 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. The Authority, the District and the Underwriter do not take any responsibility for the accuracy of the CUSIP® numbers. 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 an offer, solicitation or sale. The information set forth herein has been provided by the Authority and the District and other sources that are believed by the Authority and the District to be reliable.