3rd Apr 2025 14:30
FINAL ACCEPTANCE NOTICE Dated April 2, 2025
RELATING TO THEINVITATION TO TENDER BONDS FOR PURCHASE, DATED March 17, 2025made by public utilities commission of the City and County of San Francisco
to the Bondholders described herein of all or any portion of certain maturities of its
TAXABLE TARGET BONDS | |
SAN FRANCISCO WATER REVENUE BONDS, | |
2019 Series ABC, 2019 Sub-Series A Bonds(Refunding - Federally Taxable) (WSIP)(Green Bonds) | 2019 Series ABC, 2019 Sub-Series B Bonds(Refunding - Federally Taxable) (Hetch Hetchy) |
2019 Series ABC, 2019 Sub-Series C Bonds(Refunding - Federally Taxable) (Local Water Main) | 2020 Series EFGH, 2020 Sub-Series E Bonds(Refunding - Federally Taxable) (WSIP)(Green Bonds) |
2020 Series EFGH, 2020 Sub-Series F Bonds(Refunding - Federally Taxable) (Non-WSIP) | 2020 Series EFGH, 2020 Sub-Series G Bonds(Refunding - Federally Taxable) (Local Water) |
2020 Series EFGH, 2020 Sub-Series H Bonds(Refunding - Federally Taxable) (Hetch Hetchy Water) | |
TAX-EXEMPT TARGET BONDS | |
SAN FRANCISCO WATER REVENUE BONDS, | |
2016 Series AB, 2016 Sub-Series A Bonds(Refunding) | 2017 Series DEFG, 2017 Sub-Series D Bonds (Refunding) (Green Bonds) |
The purpose of this Final Acceptance Notice, dated April 2, 2025 (the "Final Acceptance Notice") is to provide notice of final acceptance for purchase of certain Target Bonds. All other terms relating to the Invitation (hereinafter defined) remain unchanged. Terms used herein and not otherwise defined are used as defined in the Invitation.
Pursuant to the Invitation to Tender Bonds for Purchase, dated March 17, 2025 (as supplemented by the Pricing Notice, dated March 24, 2025, the Preliminary Acceptance Notice, dated April 1, 2025, the Notice of Taxable Target Bonds Offer Purchase Prices, dated April 2, 2025, and as it may be further amended or supplemented, the "Invitation"), the Public Utilities Commission of the City and County of San Francisco (the "Commission") invited Bondholders to offer to tender Target Bonds for cash: (i) for the Taxable Target Bonds, at the applicable Offer Purchase Prices based on a Fixed Spread set forth in the Pricing Notice to be added to the yield on the relevant Benchmark U.S. Treasury Security (also set forth in the Pricing Notice), and (ii) for the Tax-Exempt Target Bonds, at the applicable Offer Purchase Prices as set forth in the Pricing Notice, plus, for both (i) and (ii), Accrued Interest on the Target Bonds purchased to but not including the Settlement Date.
All tender offers for the Taxable Target Bonds preliminarily accepted pursuant to the Preliminary Acceptance Notice have been accepted for purchase by the Commission. Pursuant to and subject to the terms of the Invitation, the principal amounts and Offer Purchase Prices of the Taxable Target Bonds for each maturity and corresponding CUSIP that the Commission is accepting for purchase are set forth in Attachment A hereto.
All tender offers for the Tax-Exempt Target Bonds preliminarily accepted pursuant to the Preliminary Acceptance Notice have been accepted for purchase by the Commission. Pursuant to and subject to the terms of the Invitation, the principal amounts and Offer Purchase Prices of the Tax-Exempt Target Bonds for each maturity and corresponding CUSIP that the Commission is accepting for purchase are set forth in Attachment B hereto.
The Invitation, including the 2025 Refunding POS, is available: (i) at the Municipal Securities Rulemaking Board through its Electronic Municipal Market Access website, currently located at http://emma.msrb.org, using the CUSIP numbers for the Target Bonds, and (ii) on the website of the Information Agent and Tender Agent at https://www.globic.com/sfpuc.
The Settlement Date, the day on which the Commission will purchase the Target Bonds tendered and accepted for purchase, is expected to be April 17, 2025, unless extended, and is subject to the conditions set forth in the Invitation, including but not limited to, the issuance of the 2025 Refunding Bonds.
Any questions are to be directed to the Information Agent and Tender Agent at (212) 227-9622.
ATTACHMENT A
TAXABLE TARGET BONDS
The tables below list the principal amount of the Taxable Target Bonds of each maturity and corresponding CUSIP that have been accepted for purchase by the Commission.
Series and Subseries | CUSIP No.[1] | Maturity Date (November 1) | Interest Rate | Outstanding Principal Amount | Principal Amount Tendered for Purchase | Principal Amount Accepted for Purchase | Principal Amount Rejected | Offer Purchase Price[2] |
2019 Series ABC, 2019 Sub-Series A | 79765R4T3 | 2028 | 2.533% | $1,310,000 | $700,000 | $700,000 | - | 96.193 |
79771FFG7 | 2029 | 2.593 | 2,980,000 | - | - | - | - | |
79771FFH5 | 2030 | 2.703 | 3,060,000 | 110,000 | 110,000 | - | 94.580 | |
79771FFJ1 | 2031 | 2.803 | 29,910,000 | 9,075,000 | 9,075,000 | - | 93.660 | |
79771FFK8 | 2032 | 2.953 | 2,835,000 | - | - | - | - | |
79771FFL6 | 2033 | 3.053 | 2,925,000 | 1,175,000 | 1,175,000 | - | 92.233 | |
79765R4Z9 | 2034 | 3.153 | 2,885,000 | 1,055,000 | 1,055,000 | - | 91.750 | |
79765R5A3 | 2039[3] | 3.303 | 153,555,000 | 50,655,000 | 50,655,000 | - | 89.413 | |
79765R5B1 | 20433 | 3.473 | 183,475,000 | 10,325,000 | 10,325,000 | - | 84.389 | |
2019 Series ABC, 2019 Sub-Series B | 79765R5C9 | 20343 | 3.153 | 4,735,000 | - | - | - | - |
79765R5D7 | 20413 | 3.523 | 11,435,000 | - | - | - | - | |
2019 Series ABC, 2019 Sub-Series C | 79765R5E5 | 20343 | 3.153 | 5,160,000 | - | - | - | - |
79765R5F2 | 20413 | 3.523 | 12,455,000 | - | - | - | - | |
2020 Series EFGH, 2020 Sub-Series E | 79771FAA5 | 20413 | 2.825 | 141,290,000 | 27,000,000 | 27,000,000 | - | 83.726 |
79771FAB3 | 20473 | 2.945 | 41,430,000 | 7,000,000 | 7,000,000 | - | 75.520 | |
2020 Series EFGH, 2020 Sub-Series F | 79771FAJ6 | 2028 | 1.618 | 1,505,000 | 1,235,000 | 1,235,000 | - | 93.184 |
79771FAK3 | 2029 | 1.718 | 1,530,000 | 80,000 | 80,000 | - | 91.602 | |
79771FAL1 | 2030 | 1.788 | 5,720,000 | 2,055,000 | 2,055,000 | - | 90.048 | |
79771FAM9 | 2031 | 1.988 | 5,830,000 | 2,250,000 | 2,250,000 | - | 88.998 | |
79771FAN7 | 2032 | 2.188 | 5,955,000 | - | - | - | - | |
79771FAP2 | 2033 | 2.288 | 6,090,000 | 255,000 | 255,000 | - | 86.778 | |
79771FAQ0 | 2034 | 2.388 | 6,235,000 | - | - | - | - | |
79771FAR8 | 2035 | 2.488 | 6,385,000 | - | - | - | - | |
79771FAS6 | 20413 | 2.845 | 37,330,000 | 3,785,000 | 3,785,000 | - | 82.380 | |
79771FAT4 | 20473 | 3.145 | 51,605,000 | 4,200,000 | 4,200,000 | - | 77.956 |
(cont'd) ATTACHMENT A
TAXABLE TARGET BONDS
Series and Subseries | CUSIP No.[4] | Maturity Date (November 1) | Interest Rate | Outstanding Principal Amount | Principal Amount Tendered for Purchase | Principal Amount Accepted for Purchase | Principal Amount Rejected | Offer Purchase Price[5] |
2020 Series EFGH, 2020 Sub-Series G | 79771FBB2 | 2028 | 1.618% | $1,815,000 | $265,000 | $265,000 | - | 93.184 |
79771FBC0 | 2029 | 1.718 | 4,610,000 | 75,000 | 75,000 | - | 91.602 | |
79771FBD8 | 2030 | 1.788 | 5,485,000 | 2,500,000 | 2,500,000 | - | 90.048 | |
79771FBE6 | 2031 | 1.988 | 12,170,000 | 1,155,000 | 1,155,000 | - | 88.998 | |
79771FBF3 | 2032 | 2.188 | 2,380,000 | 130,000 | 130,000 | - | 88.540 | |
79771FBH9 | 2034 | 2.388 | 1,140,000 | 1,140,000 | - | $1,140,000 | - | |
79771FBJ5 | 2035 | 2.488 | 325,000 | 10,000 | - | 10,000 | - | |
79771FBK2 | 2043[6] | 3.095 | 10,705,000 | - | - | - | - | |
2020 Series EFGH, 2020 Sub-Series H | 79771FBS5 | 2028 | 1.618 | 720,000 | - | - | - | - |
79771FBT3 | 2029 | 1.718 | 735,000 | - | - | - | - | |
79771FBU0 | 2030 | 1.788 | 2,740,000 | 1,105,000 | 1,105,000 | - | 90.048 | |
79771FBV8 | 2031 | 1.988 | 2,790,000 | - | - | - | - | |
79771FBW6 | 2032 | 2.188 | 2,850,000 | - | - | - | - | |
79771FBX4 | 2033 | 2.288 | 2,915,000 | - | - | - | - | |
79771FBY2 | 2034 | 2.388 | 2,985,000 | 2,880,000 | 2,880,000 | - | 85.934 | |
79771FBZ9 | 2035 | 2.488 | 3,055,000 | - | - | - | - | |
79771FCA3 | 20413 | 2.845 | 17,860,000 | - | - | - | - | |
79771FCB1 | 20473 | 3.145 | 24,685,000 | 4,600,000 | 4,600,000 | - | 77.956 |
ATTACHMENT B
TAX-EXEMPT TARGET BONDS
The table below lists the principal amount of the Tax-Exempt Target Bonds of each maturity and corresponding CUSIP that have been accepted for purchase by the Commission.
Series and Subseries | CUSIP No. [7] | Maturity Date (November 1) | Interest Rate | Outstanding Principal Amount | Principal Amount Tendered for Purchase | Principal Amount Accepted for Purchase | Principal Amount Rejected | Offer Purchase Price[8] |
2016 Series AB, 2016 Sub-Series A | 79765RH69 | 2029 | 5.000% | $51,135,000 | $24,800,000 | $24,800,000 | - | 104.223 |
79765RH77 | 2030 | 4.000 | 53,460,000 | 33,570,000 | 33,570,000 | - | 102.453 | |
79765RH85 | 2031 | 5.000 | 15,945,000 | 6,160,000 | 6,160,000 | - | 103.978 | |
79765RH93 | 2032 | 5.000 | 26,770,000 | 5,205,000 | 5,205,000 | - | 103.856 | |
79765RJ26 | 2033 | 5.000 | 23,830,000 | 10,165,000 | 10,165,000 | - | 103.780 | |
79765RJ34 | 2034 | 5.000 | 19,905,000 | 5,880,000 | 5,880,000 | - | 103.597 | |
79765RJ42 | 2035 | 5.000 | 12,830,000 | 2,895,000 | 2,895,000 | - | 103.521 | |
79765RJ59 | 2036 | 4.000 | 43,670,000 | 9,355,000 | - | $9,355,000 | - | |
79765RJ67 | 2039[9] | 4.000 | 141,995,000 | 76,350,000 | - | 76,350,000 | - | |
2017 Series DEFG, 2017 Sub-Series D | 79765R2K4 | 2030 | 5.000 | 18,100,000 | 10,120,000 | 10,120,000 | - | 105.954 |
79765R2N8 | 2031 | 4.000 | 2,430,000 | 2,430,000 | 2,430,000 | - | 103.571 | |
79765R2M0 | 2031 | 5.000 | 7,465,000 | 3,405,000 | 3,405,000 | - | 106.629 | |
79765R2P3 | 2032 | 5.000 | 31,835,000 | 14,935,000 | 14,935,000 | - | 106.428 | |
79765R2Q1 | 2033 | 5.000 | 18,250,000 | 12,985,000 | 12,985,000 | - | 106.303 | |
79765R2R9 | 2034 | 5.000 | 39,510,000 | 17,665,000 | 17,665,000 | - | 106.003 | |
79765R2S7 | 2035 | 5.000 | 8,090,000 | 2,150,000 | 2,150,000 | - | 105.878 |
[1] CUSIP is a registered trademark of the American Bankers Association. CUSIP information herein is provided by CUSIP Global Services, managed on behalf of the American Bankers Association by FactSet Research Systems Inc. This information is not intended to create a database and does not serve in any way as a substitute for the CUSIP Services. CUSIP numbers are provided for convenience of reference only. None of the Commission, the Dealer Manager, the Information Agent and Tender Agent nor their respective agents or counsel assumes responsibility for the accuracy of such numbers.
[2] The Offer Purchase Prices for the Taxable Target Bonds were derived from the Purchase Yields and are expressed as a dollar amount per $100 principal amount of the Taxable Target Bonds and exclude Accrued Interest. Accrued Interest on purchased Taxable Target Bonds will be paid by the Commission to but not including the Settlement Date in addition to the applicable Purchase Price.
[3] Taxable Target Term Bonds priced to their average life dates.
[4] CUSIP is a registered trademark of the American Bankers Association. CUSIP information herein is provided by CUSIP Global Services, managed on behalf of the American Bankers Association by FactSet Research Systems Inc. This information is not intended to create a database and does not serve in any way as a substitute for the CUSIP Services. CUSIP numbers are provided for convenience of reference only. None of the Commission, the Dealer Manager, the Information Agent and Tender Agent nor their respective agents or counsel assumes responsibility for the accuracy of such numbers.
[5] The Offer Purchase Prices for the Taxable Target Bonds were derived from the Purchase Yields and are expressed as a dollar amount per $100 principal amount of the Taxable Target Bonds and exclude Accrued Interest. Accrued Interest on purchased Taxable Target Bonds will be paid by the Commission to but not including the Settlement Date in addition to the applicable Purchase Price.
[6] Taxable Target Term Bonds priced to their average life dates.
[7] CUSIP is a registered trademark of the American Bankers Association. CUSIP information herein is provided by CUSIP Global Services, managed on behalf of the American Bankers Association by FactSet Research Systems Inc. This information is not intended to create a database and does not serve in any way as a substitute for the CUSIP Services. CUSIP numbers are provided for convenience of reference only. None of the Commission, the Dealer Manager, the Information Agent and Tender Agent nor their respective agents or counsel assumes responsibility for the accuracy of such numbers.
[8] The Offer Purchase Prices for the Tax-Exempt Target Bonds are expressed as a dollar amount per $100 principal amount of the Tax-Exempt Target Bonds and exclude Accrued Interest. Accrued Interest on purchased Tax-Exempt Target Bonds will be paid by the Commission to but not including the Settlement Date in addition to the applicable Purchase Price.
[9] Target Term Bond.
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