PUBLIC UTILITIES COMMISSION OF
THE
CITY AND COUNTY OF SAN
FRANCISCO
_________________
NOTICE OF POTENTIAL ISSUANCES
OF
WATER REVENUE REFUNDING BONDS AND WATER
REVENUE BONDS
NOTICE IS HEREBY GIVEN that the governing body
("Commission") of the San Francisco Public
Utilities Commission of the City and County of San Francisco
("SFPUC") is expected to consider at its
Commission meeting scheduled for March 11, 2025* the
issuance of tax-exempt water enterprise revenue bonds to refund by
means of tender, purchase and cancellation or by means of
defeasance all or a portion of certain of the SFPUC's outstanding
San Francisco Water Revenue Bonds, including but not limited to
those series and subseries listed below. The SFPUC anticipates
designating a portion of this proposed transaction as "Green
Bonds." This proposed transaction is expected to be sold in more
than one series through an underwriting syndicate led by Jefferies
LLC and Wells Fargo Bank, National Association. The size of this
proposed transaction will be dependent on market conditions and
bondholder participation. This proposed transaction may price as
early as the week of March 31, 2025*.
Potential San Francisco Water Revenue Bonds to
be refunded by means of tender, purchase and cancellation or by
means of defeasance (collectively, "Refunding
Candidates")* are as follows:
•
2015 Series A (Refunding)
•
2016 Sub-Series A (Refunding)
•
2017 Sub-Series A (WSIP) (Green Bonds)
•
2017 Sub-Series B (Non-WSIP)
•
2017 Sub-Series C (Hetch Hetchy)
•
2017 Sub-Series D (Refunding) (Green Bonds)
•
2019 Sub-Series A (Refunding - Federally Taxable) (WSIP)
(Green Bonds)
•
2019 Sub-Series B (Refunding - Federally Taxable) (Hetch
Hetchy)
•
2019 Sub-Series C (Refunding - Federally Taxable) (Local
Water Main)
•
2020 Sub-Series B (Regional Water)
•
2020 Sub-Series E (Refunding - Federally Taxable) (WSIP)
(Green Bonds)
•
2020 Sub-Series F (Refunding - Federally Taxable)
(Non-WSIP)
•
2020 Sub-Series G (Refunding - Federally Taxable) (Local
Water)
•
2020 Sub-Series H (Refunding - Federally Taxable) (Hetch
Hetchy Water)
NOTICE IS ALSO HEREBY GIVEN that the Commission
is expected to consider at its Commission meeting scheduled for
April 8, 2025* (i) the issuance of tax-exempt water
enterprise revenue bonds to finance and refinance (through the
repayment of certain of the SFPUC's outstanding commercial paper
notes) various capital projects of benefit to the SFPUC's Water
Enterprise, and (ii) the issuance of tax-exempt water enterprise
revenue bonds to refund all or a portion of certain of the SFPUC's
outstanding San Francisco Water Revenue Bonds issued as taxable
Build America Bonds, including but not limited to those subseries
listed below. This proposed transaction is expected to be sold in
more than one series through an underwriting syndicate led by J.P.
Morgan Securities LLC and Goldman Sachs & Co. LLC. This
proposed transaction may price as early as the week of April 28,
2025*.
Potential San Francisco Water Revenue Bonds
issued as taxable Build America Bonds to be refunded (collectively,
"BABs Candidates")* are as
follows:
•
2010 Sub-Series B (Federally Taxable - Build America Bonds -
Direct Payment) ("2010B Bonds")†
•
2010 Sub-Series E (Federally Taxable - Build America Bonds -
Direct Payment) ("2010E Bonds")‡
•
2010 Sub-Series G (Federally Taxable - Build America Bonds -
Direct Payment) ("2010G Bonds")§
Any BABs Candidates that are redeemed are
expected to be redeemed on the closing date of this proposed
transaction pursuant to the SFPUC exercising the Extraordinary
Optional Redemption provisions of each subseries, as described in
each respective Official Statement.
This notice is provided for informational
purposes only. The SFPUC evaluates opportunities to issue its new
money revenue bonds and to refund its outstanding bonds and other
obligations as a function of capital needs, financial management
strategies and prudent debt management practices. The proposed
transactions are subject to approval by the Commission and no
assurance can be given that the proposed transactions will be
approved by the Commission. Furthermore, no assurance is or can be
given by the SFPUC that the proposed transactions will be completed
or that the pricings will occur on the anticipated dates. The SFPUC
is under no obligation to pursue the proposed transactions or to
refund any of the Refunding Candidates or the BABs Candidates. The
SFPUC can give no assurance that it will not proceed with another
financing prior to the issuance of bonds for the proposed
transactions described herein. If the proposed transactions are
approved by the Commission, the size, timing and structure and
other terms of each proposed transaction remains subject to market
conditions. The SFPUC reserves the right to change, modify or
cancel its plans as it deems appropriate.
This notice does not constitute an offer to
sell or the solicitation of an offer to buy any bonds, or an
invitation to tender bonds for purchase, nor will there be any sale
of any bonds by any person in any jurisdiction in which it is
unlawful for such person to make an offer, solicitation, or sale.
Any offer or solicitation with respect to the issuance of any bonds
may only be made by means of the SFPUC's preliminary official
statement to be prepared for such purpose. Any invitation to tender
bonds for purchase may only be made by means of the SFPUC's
invitation to be prepared for such purpose.
The filing of this notice does not constitute
or imply any representation: (i) that the foregoing is material to
investors; (ii) regarding any other material financial, operating
or other information about the SFPUC or any of the SFPUC's
outstanding bonds; or (iii) that no other material circumstances or
material events have occurred or that no other material information
exists concerning the SFPUC, any of the SFPUC's outstanding bonds,
or the proposed transactions which may have a bearing on the
SFPUC's financial condition, the security for any of the SFPUC's
outstanding bonds or an investor's decision to buy, sell or hold
any of the SFPUC's outstanding bonds. This notice is not a
recommendation to buy, sell or hold any bonds or obligations of the
SFPUC.
Neither this notice nor any other documents or
materials relating to any potential tender has been approved by an
authorized person for the purposes of section 21 of the Financial
Services and Markets Act 2000, as amended ("FSMA"). Accordingly,
neither this notice nor any such documents and/or materials are
being distributed to, and must not be passed on to, the general
public in the United Kingdom. The communication of this notice
and/or such documents and/or materials is exempt from the
restriction on financial promotions under section 21(1) of the FSMA
on the basis that they are only directed at and may only be
communicated to: (1) persons who are outside of the United Kingdom;
(2) investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 ("Order"); (3) those persons who are within Article 43(2)(a)
to (d) of the Order; or (4) any other persons to whom they may
lawfully be communicated under the Order (all such persons together
being referred to as "relevant persons").
This notice and any other documents or
materials relating to the tenders are only available to relevant
persons. Any person who is not a relevant person should not act or
rely on this document or any of its contents.
Dated: February 24, 2025
PUBLIC UTILITIES COMMISSION OF
THE CITY AND COUNTY OF SAN FRANCISCO
By: /s/ Nikolai J. Sklaroff, Capital Finance
Director
