PRELIMINARY OFFICIAL STATEMENT DATED DECEMBER 13, 2017 NEW ISSUE Fitch Ratings: ____ BOOK-ENTRY ONLY Moody’s Investors Service: ____ Standard & Poor’s: ____ (See “Ratings” in Section Two) In the opinion of Kutak Rock LLP, Bond Counsel, under existing laws, regulations, rulings and judicial decisions and assuming the accuracy of certain representations and continuing compliance with certain covenants, interest on the Bonds is excludable from gross income for federal income tax purposes and is not a specific preference item for purposes of the federal alternative minimum tax; however, such interest is taken into account in determining adjusted current earnings for the purpose of computing the federal alternative minimum tax imposed on certain corporations. It is also the opinion of Bond Counsel that, under existing law of the Commonwealth of Virginia, interest on the Bonds is exempt from income taxation by the Commonwealth of Virginia. Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the accrual or receipt of interest on, the Bonds. See “Tax Exemption” in Section Two for a more complete description of the opinion of Bond Counsel and additional federal tax law consequences. CITY OF VIRGINIA BEACH, VIRGINIA $69,740,000* GENERAL OBLIGATION PUBLIC IMPROVEMENT REFUNDING BONDS, SERIES 2017A Dated: Date of Issuance Due: As shown on the inside cover This Official Statement has been prepared by the City of Virginia Beach, Virginia (the “City”) to provide information on the $69,740,000* General Obligation Public Improvement Refunding Bonds, Series 2017A (the “Bonds”), the security therefor, the City, the use of the proceeds of the Bonds and other relevant information. Selected information is presented on this cover page for the convenience of the reader. To make an informed decision regarding the Bonds, a prospective investor should read this Official Statement in its entirety. Security The Bonds will be general obligations of the City for the payment of which its full faith and credit will be irrevocably pledged. The City Council is authorized and required by Virginia law, unless other funds are lawfully available and appropriated for timely payment of the Bonds, to levy and collect on all locally taxable property in the City an annual ad valorem tax over and above all taxes authorized or limited by law and without limitation as to rate or amount sufficient to pay when due the principal of, premium, if any, and interest on the Bonds as the same respectively become due and payable. Redemption The Bonds are subject to optional redemption as summarized on the inside cover and in “Redemption” in Section Two. Purpose The proceeds of the Bonds will be used to refund all or a portion of certain general obligation bonds of the City as described herein. Proceeds may also be used to pay a portion of the issuance costs of the Bonds. Interest Rates/Yields See inside cover. Interest Payment Dates April 1 and October 1, commencing April 1, 2018. Denominations $5,000 or integral multiples thereof. Sale Date and Time 10:30 A.M. Eastern Time, Tuesday, December 19, 2017 Closing/Delivery Date On or about Thursday, December 28, 2017. Registration Full book-entry only; The Depository Trust Company, New York, New York. Bond Counsel Kutak Rock LLP, Richmond, Virginia. Financial Advisor Public Resources Advisory Group, New York, New York Official Statement Dated _____________, 2017 This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or the solicitation of an offer to buy, buy, to Under no circumstances shall this Preliminary to sell or the solicitation of an offer This Preliminary Official Statement constitute an offer contained herein are subject to completion or amendment. Official Statement and the information any such jurisdiction. priorlaws of qualification or filing under the securities to registration, be unlawful solicitation or sale would sale of these securities jurisdictionnor shall there be any in any in which such offer, * Preliminary, subject to change. $69,740,000* CITY OF VIRGINIA BEACH, VIRGINIA GENERAL OBLIGATION PUBLIC IMPROVEMENT REFUNDING BONDS SERIES 2017A Serial Bonds April 1 Principal Interest CUSIP Maturity Amount* Rate Yield Number** 2022 $ 3,625,000 2023 6,935,000 2024 6,985,000 2025 7,025,000 2026 7,060,000 2027 7,070,000 2028 7,090,000 2029 7,110,000 2030 7,115,000 2031 7,100,000 2032 2,625,000 Summary of Optional Redemption Provisions The Series 2017A Bonds maturing on and after April 1, 2029 are subject to redemption at the option of the City, in whole or in part, on any date on and after April 1, 2028 at the redemption price of 100% of the principal amount thereof to be redeemed, plus interest accrued to the redemption date. See “Redemption” in Section Two. * Preliminary, subject to change. ** A registered trademark of the American Bankers Association (“ABA”), used by Standard & Poor’s in its operation of the CUSIP Service Bureau for the ABA. The above CUSIP (Committee on Uniform Securities Identification Procedures) numbers have been assigned by an organization not affiliated with the City, and the City is not responsible for the selection or use of the CUSIP numbers. The CUSIP numbers are included solely for the convenience of bondholders and no representation is made as to the correctness of such CUSIP numbers. CUSIP numbers assigned to securities may be changed during the term of such securities based on a number of factors including, but not limited to, the refunding or defeasance of such securities or the use of secondary market financial products. The City has not agreed to, and there is no duty or obligation to, update this Preliminary Official Statement to reflect any change or correction in the CUSIP numbers set forth above. CITY OF VIRGINIA BEACH THE CITY COUNCIL William D. Sessoms, Jr., Mayor Louis R. Jones, Vice Mayor Jessica P. Abbott M. Benjamin Davenport Robert M. Dyer Barbara M. Henley Shannon DS Kane John D. Moss John E. Uhrin Rosemary Wilson James L. Wood CERTAIN CITY OFFICIALS David L. Hansen, City Manager Mark D. Stiles, City Attorney Ruth Fraser, City Clerk Patricia A. Phillips, Director of Finance John T. Atkinson, City Treasurer BOND COUNSEL Kutak Rock LLP Bank of America Center 901 East Byrd Street, Suite 1000 Richmond, Virginia 23219 FINANCIAL ADVISOR Public Resources Advisory Group 39 Broadway, Suite 1210 New York, New York 10006 i The Bonds will be exempt from registration under the Securities Act of 1933, as amended. As obligations of a political subdivision of the Commonwealth of Virginia, the Bonds will also be exempt from registration under the securities laws of Virginia. No dealer, broker, salesman, or other person has been authorized by the City to give any information to or make any representations with respect to the City, or the Bonds issued thereby, 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 the City. This Official Statement does not constitute 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 law and documents herein do not purport to be complete, and reference is made to such laws and documents for full and complete statements of their provisions. Any statements made in this Official Statement involving estimates or matters of opinion, whether or not expressly so stated, are intended merely as estimates or matters of opinion, and not as representations of fact. The information and expression of opinion herein are subject to change without notice, and neither the delivery of this Official Statement nor any sale made hereunder shall, under any circumstances, create any implications that there has been no change in the affairs of the City since the respective dates as of which information is given herein. TABLE OF CONTENTS SECTION ONE: INTRODUCTION ........................................................................................................................ 1 The City............................................................................................................................................................... 1 The Bonds ........................................................................................................................................................... 1 Security for the Bonds ......................................................................................................................................... 2 Use of Proceeds ................................................................................................................................................... 2 Redemption ......................................................................................................................................................... 2 Tax Exemption .................................................................................................................................................... 2 Bond Counsel ...................................................................................................................................................... 2 Financial Advisor ...............................................................................................................................................