$450,005,000* The School District of Philadelphia General Obligation & General Obligation Refunding Bonds, Series A, B & C of 2019, Series of 2020 (Forward Delivery) $187,730,000* State Public School Building Authority School Lease Revenue Refunding Bonds, Series 2019 (Federally Taxable) ____________________ * Preliminary, Subject to Change
Notice to Recipient Disclaimer This investor presentation that you are about to view is provided as of October 8, 2019 for a proposed offering of The School District of Philadelphia General Obligation Bonds (the “ 2019/2020 GO Bonds”) and State Public School Building Authority School Lease Revenue Refunding Bonds (the “ 2019 Lease Revenue Refunding Bonds” and collectively with the 2019/2020 GO Bonds, the “Bonds”) . This presentation has been prepared for information purposes only and solely for use in connection with the proposed transactions. This document does not purport to be complete and investors must read the related preliminary official statement for the Bonds (collectively, the “Preliminary Official Statement”) in its entirety before making an investment decision. The information contained herein and in the Preliminary Official Statement is subject to completion and amendment. Any offer or solicitation with respect to the Bonds will be made only by means of a final official statement relating to the applicable Series of Bonds. If you are viewing this investor presentation after the date stated above, events may have occurred that may have and/or could have a material adverse effect on information presented. This presentation does not constitute nor does it form part of an offer to sell or purchase, or the solicitation of an offer to sell or purchase, any securities or an offer or recommendation to enter into any transaction described herein nor does this presentation constitute an offer, commitment or obligation on the part of the issuers, underwriters or any of their affiliates to provide, issue, arrange or underwrite any financing or enter into any transaction. You will be responsible for making your own independent investigation and appraisal of the risks, benefits, appropriateness and suitability of the proposed transactions described in this presentation and none of The School District of Philadelphia (the “District”), the State Public School Building Authority (“SPSBA” or the “Authority”), or the Underwriters are making any recommendation (personal or otherwise) or giving any investment advice and will have no liability with respect thereto. Neither the District nor the Underwriters make any representation or warranty as to the (i) accuracy, adequacy or completeness of any information in this investor presentation, or (ii) legal, tax or accounting treatment of any purchase of Bonds by you or any other effects such purchase may have on you and your affiliates. This investor presentation contains “forward - looking” statements that involve risks, uncertainties and assumptions. If the risks or uncertainties materialize or the assumptions prove incorrect, the results may differ materially from those expressed or implied by such forward-looking statements. Accordingly, we caution you not to place undue reliance on these statements. All statements other than the statements of historical fact could be deemed forward-looking. All opinions, estimates, projections, forecasts and valuations are preliminary, indicative and are subject to change without notice and none of the District, the Authority, or the Underwriters have any obligation to update their investor presentation. The projections, if any, as indicated herein, are forward-looking statements and any such statements inherently are subject to a variety of risks and uncertainties that could cause actual results to differ materially from those that have been projected and such differences could be material. Such risks and uncertainties which could affect the revenues and obligations set forth in these projections include, among others, changes in economic conditions, mandates from other governments, competition, limits on the amounts of and increases to third party payments and reimbursement for services and various other events, conditions and circumstances, many of which are beyond the control of the District. Such forward-looking statements speak only as of the date indicated on the projections. The District disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statement contained herein to reflect any changes in the District’s expectations with respect thereto or any change in events, conditions or circumstances on which any such statement is based. THE PRINTING, DUPLICATING, DOWNLOADING, SCREEN CAPTURING, ELECTRONIC STORING, RECORDING, PUBLISHING OR DISTRIBUTING OF THIS INVESTOR PRESENTATION IN ANY MANNER IS STRICTLY PROHIBITED. By viewing this investor presentation you acknowledge that you understand and agree to the foregoing provisions. The State Public School Building Authority has not participated in the preparation of, and has no responsibility or obligation with respect to, this presentation.
Transaction Overview
The School District of Philadelphia Transaction Overview - GO General Obligation Refunding General Obligation Bonds, General Obligation Bonds, General Obligation Refunding Bonds, Series of 2020 (Forward Series A of 2019 Series B of 2019 (Green Bonds) Bonds, Series C of 2019 Delivery) Delivery Date (1) November 13, 2019 November 13, 2019 November 13, 2019 June 5, 2020 Par Amount (1) $274,920,000 $24,895,000 $24,360,000 $125,830,000 Purpose New Money New Money Refunding Refunding Tax Status Tax-Exempt Tax-Exempt Tax-Exempt Tax-Exempt Maturities (1) Sept. 1, 2020-2044 Sept. 1, 2020-2029 Sept. 1, 2033 Sept. 1, 2021-2024 Optional Redemption @ September 1, 2029 n/a September 1, 2029 n/a Par (1) A2/A+ (PA Intercept) A2/A+ (PA Intercept) A2/A+ (PA Intercept) A2/A+ (PA Intercept) Ratings (M/F) Baa3/BB+ (Underlying) Baa3/BB+ (Underlying) Baa3/BB+ (Underlying) Baa3/BB+ (Underlying) • Daily Deposit of Locally • Daily Deposit of Locally • Daily Deposit of Locally • Daily Deposit of Locally Collected School Tax Revenues Collected School Tax Revenues Collected School Tax Revenues Collected School Tax Revenues Primary Source of collected by School Tax collected by School Tax collected by School Tax collected by School Tax Payment Collector Collector Collector Collector • State-Aid Intercept backstop • State-Aid Intercept backstop • State-Aid Intercept backstop • State-Aid Intercept backstop (Pre-Default) (Pre-Default) (Pre-Default) (Pre-Default) The School District of The School District of The School District of The School District of Issuer Philadelphia Philadelphia Philadelphia Philadelphia The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon The Bank of New York Mellon Fiscal Agent Trust Company, N.A. Trust Company, N.A. Trust Company, N.A. Trust Company, N.A. BofA Merrill Lynch, PNC Capital BofA Merrill Lynch, PNC Capital BofA Merrill Lynch, PNC Capital BofA Merrill Lynch, PNC Capital Markets LLC, Citigroup, Barclays, Markets LLC, Citigroup, Barclays, Markets LLC, Citigroup, Barclays, Markets LLC, Citigroup, Barclays, Syndicate Morgan Stanley, Loop Capital Morgan Stanley, Loop Capital Morgan Stanley, Loop Capital Morgan Stanley, Loop Capital Markets, Siebert Cisneros Shank Markets, Siebert Cisneros Shank Markets, Siebert Cisneros Shank Markets, Siebert Cisneros Shank & Co. L.L.C. & Co. L.L.C. & Co. L.L.C. & Co. L.L.C. 1 ____________________ (1) Preliminary – Subject to Change
The School District of Philadelphia Transaction Overview - SPSBA School Lease Revenue Refunding Bonds, Series 2019 (Federally Taxable) Delivery Date (1) November 13, 2019 Par Amount (1) $187,730,000 Purpose Refunding Tax Status Federally Taxable Maturities (1) April 1, 2020-2032 Optional Redemption (1) Make Whole A2/A+ (PA Intercept) Ratings (M/F) Baa3/BB+ (Underlying) Payment by Pennsylvania State Treasurer to Trustee of State Appropriation on specified dates in advance of Debt Primary Source of Payment Service Payment Dates Issuer The State Public Building Authority Trustee The Bank of New York Mellon Trust Company, N.A. BofA Merrill Lynch, Morgan Stanley & Co., LLC, Siebert Cisneros Shank & Co., L.L.C., Citigroup, Janney, PNC, Syndicate Ramirez 2 ____________________ (1) Preliminary – Subject to Change
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