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E 57 F r. n 12/03/2012 ;,PE,'TMIN1- R)/ C.`"17�C 'Af., ST'ATEME? -'f' D .TES A.NU- 'Z)' 2013 NEW ISSUE, - BOOK ENTRY ONLY NO RATING In the opinion of Nossaman LLP, Inline, California, Bond Counsel, based on existing statutes, regulations, rulings and court decisionns and asstertritrg, among other matters, compliance tvith certain covenants, interest on the Bonds is excludable ft'om gross income for federal income tax purposes, and is not a specific preference item for purposes of the federal individual or corporate alternatize inninilman faxes, although Bond Counsel observes that 2t is included in adjusted current earnings in calculating corporate alten7ative tninimuni taxable income. In the f irther opinion of Bond Counsel, interest on the Bonds is, under existing lam, exempt f7"om Sfate of Califortria persowl income taxes. Bond Counsel expresses no opinnion regarding other federal or State tax consequences relating to the ownership or disposition of, or the accrual or receipt of interest on, the Bonds. See -TAX MATTERS"herein. `10,985,000. CITY OF REDWOOD CITY Kenwood REDWOOD SHORES n�cdt_isCOMMUNITY FACILITIES DISTRICT NO. 99-1 (SHORES TRANSPORTATION IMPROVEMENT PROJECT) OF THE CITY OF REDWOOD CITY, SPECIAL TAX REFUNDING BONDS, SERIES 2013 Da ted: d ate of issuance Due: September 1, as shown on inside cover The City of Redwood City, California (the "City"), for and on behalf of the Redwood Shores Community Facilities District No. 99-1 (Shores Transportation Improvement Project) of the City of Redwood City (the "District"), is issuing the above -captioned bonds (the "Bonds") to (i) refund in full and defease the Redwood Shores Community Facilities District ':xio. 99-1 (Shores Transportation Improvement Project) of the City of Redwood City Special Tax Bonds, Series 2001A and Series 2003B (collectively, the "Prior Bonds"), (ii) fund a reserve fund for the Bonds, and (iii) pay costs of issuing the Bonds and refunding the Prior Bonds. See "PLAN OF REFUNDING." The Prior Bonds were issued by the District to finance certain public transportation system improvements located within and in the vicinity of the District. The Bonds are being issued pursuant to a Fiscal Agent Agreement, dated as of January 1, 2013 (the "Fiscal Agent Agreement"), by and between the City, for and on behalf of the District, and U.S. Bank National Association, as fiscal agent (the "Fiscal Agent"). The Bonds are payable from the proceeds of an annual Special Tax (as defined in the Fiscal Agent Agreement) being levied on certain property located within the District (see "THE DISTRICT"), and from certain funds pledged under the Fiscal Agent Agreement. The Special Tax is being levied according to a Rate and Method of Apportionment of Special Tax for the District. See "SECURITY FOR THE BONDS—Special Taxes" and Appendix B - "Rate and Method." Interest on the Bonds is payable on March 1 and September 1 of each year, commencing on September 1, 2013. The Bonds will be issued in book -entry form only and, when delivered, will be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"), which will act as securities depository for the Bonds. Individual purchases of the Bonds will be made in book -entry form only. Purchasers of the Bonds will not receive physical certificates representing their ownership interests in the Bonds purchased. The Bonds will be issued in the principal amount of $5,000 and any integral multiple thereof. Principal of and interest on the Bonds are payable directly to DTC by the Fiscal Agent. Upon receipt of payments of principal and interest, DTC will in turn distribute such payments to the beneficial owners of the Bonds. See "THE BONDS" and Appendix F - "DTC and the Book -Entry Only System." The Bonds are subject to optional redemption, mandatory redemption from Special Tax prepayments and related transfers from the Reserve Fund held under the Fiscal Agent Agreement, and mandatory sinking payment redemption prior to maturity. See "THE BONDS—Redemption." NONE. OF THE FAITH AND CREDIT OF THE DISTRICT, THE CITY OR THE STATE OF CALIFORNIA OR OF ANY OF THEIR RESPECTIVE POLITICAL SUBDIVISIONS IS PLEDGED TO THE PAYMENT OF THE BONDS, EXCEPT FOR THE SPECIAL TAXES, NO OTHER TAXES ARE PLEDGED TO THE PAYMENT' OF THE BONDS. THE BONDS ARE NEITHER GENERAL OR SPECIAL OBLIGATIONS OF THE CITY NOR GENERAL OBLIGATIONS OF THE DISTRICT, BUT ARE LIMITED OBLIGATIONS OF THE CITY FOR THE DISTRICT, PAYABLE SOLELY FROM CERTAIN AMOUNT'S PLEDGED THEREFOR UNDER THE FISCAL AGENT AGREEMEti I, AS MORE FULLY DESCRIBED IN THIS OFFICIAL STATEMENT. This cover page contains certain information for quick reference only. Investors should read the entire Official Statement to obtain information essential to the making of an informed investment decision with respect to the Bonds. The purchase of the Bonds involves significant risks, and the Bonds are not appropriate investments for all types of investors. See "SPECIAL RISK FACTORS" in this Official Statement for a discussion of certain risk factors that should be considered, in addition to the other matters set forth in this Official Statement, in evaluating the investment quality of the Bonds. The Bonds are offered when, as and if issued, subject to approval as to their legality by Nossaman LLP, Irvine, California, Bond Counsel, and certain other conditions. Certain legal matters with respect to the Bonds will be passed upon for the City by the City Attorney, and by Quint & Thimmig LLP, San Francisco, California, in its capacity as Disclosure Counsel to the City for the Bonds. Certain legal matters related to the Bonds will be passed upon for the Underwriter by Stradling Yocca Carlson & Rauth, A Professional Corporation, Newport Beach, California, acting as Underwriter's Cor.msel. It is anticipated that the Bonds in definitive form will be available for delivery to DTC on or about January J 2013. �Co. ;91 1 N v E S r M E N: B A N K E R S The date of this Official Statement is January __, 2013. * Preliminary, subject to change. RESO. # 15237 MUFF # 505