REG - San Francisco Public - NOTICE OF POTENTIAL ISSUANCES

Wells Fargo & CoAnnouncement

14/06/2023 08:15

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RNS Number : 6105C  San Francisco Public Utilities Comm  14 June 2023

PUBLIC UTILITIES COMMISSION OF THE

CITY AND COUNTY OF SAN FRANCISCO

_________________

NOTICE OF POTENTIAL ISSUANCES OF

WATER REVENUE BONDS AND WATER REVENUE REFUNDING BONDS

NOTICE IS HEREBY GIVEN that the Public Utilities Commission of the City and
County of San Francisco ("SFPUC") is considering the issuance of tax-exempt
water enterprise revenue bonds to (i) 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 ("Proposed
New Money Transaction") and (ii) 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 listed below ("Proposed Refunding Transaction" and,
together with the Proposed New Money Transaction, the "Proposed
Transactions"). The SFPUC anticipates designating a portion of the Proposed
Refunding Transaction as "Green Bonds."

The Proposed New Money Transaction is expected to be sold in more than one
series through an underwriting syndicate led by Wells Fargo Bank, National
Association, and Jefferies LLC. The size of the Proposed New Money Transaction
is expected to be up to $450,255,000 *  (#_ftn1) . The Proposed New Money
Transaction may price as early as the week of July 10, 2023(*).

The Proposed Refunding 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 the Proposed Refunding Transaction
will be dependent on market conditions and bondholder participation. The
Proposed Refunding Transaction may price as early as the week of July 17,
2023(*).

Potential San Francisco Water Revenue Bonds to be refunded by means of tender,
purchase and cancellation or by means of defeasance (collectively, "Bonds")
are as follows(*):

·    2015 Series A (Refunding)

·    2016 Sub-Series A Bonds (Refunding)

·    2017 Sub-Series D Bonds (Refunding) (Green Bonds)

·    2019 Sub-Series A Bonds (Refunding - Federally Taxable) (WSIP) (Green
Bonds)

·    2019 Sub-Series C Bonds (Refunding - Federally Taxable) (Local Water
Main)

·    2020 Sub-Series E Bonds (Refunding - Federally Taxable) (WSIP) (Green
Bonds)

·    2020 Sub-Series G Bonds (Refunding - Federally Taxable) (Local Water)

The Proposed Transactions are expected to be considered at the SFPUC's
governing body ("Commission") meeting on June 27, 2023.

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. 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
Proposed Transactions are subject to approval by the Commission, and the SFPUC
is under no obligation to pursue the Proposed Transactions or to refund any of
the Bonds. The SFPUC can give no assurance that it will not proceed with
another financing prior to the issuance of bonds for the Proposed
Transactions. If the Proposed Transactions are approved by the Commission, the
size, timing and structure and other terms of the Proposed Transactions remain
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 the
Bonds; or (iii) that no other material circumstances or material events have
occurred or that no other material information exists concerning the SFPUC,
the Bonds or the Proposed Transactions which may have a bearing on the SFPUC's
financial condition, the security for the Bonds or an investor's decision to
buy, sell or hold the Bonds. This notice is not a recommendation to buy, sell
or hold the Bonds or any other 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 ("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) 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: June 13, 2023

PUBLIC UTILITIES COMMISSION OF

THE CITY AND COUNTY OF SAN FRANCISCO

By: /s/ Nikolai J. Sklaroff, Capital Finance Director

 *  (#_ftnref1) Preliminary, subject to change.

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