Stradling Yocca Carlson & Rauth
Draft of 4/25125
Attachment 4
PRELIMINARY OFFICIAL ST A TEMENT DA TED_, 2025
NEW ISSUE- BOOK-ENTRY ONLY Ratings: Insured Bonds: S&P " __ , Underlying: S&P "_"
See the caption "CONCLUDING INFORMATION-Ratings"
In the opinion of Stradling Yocca Carlson & Rauth LLP, Bond Counsel, under existing statutes, regulations, rulings and judicial decisions, and assuming the accuracy of certain representations and compliance with certain covenants and requirements described in this Official Statement, interest (and original issue discount) on the Bonds is excluded from gross income for federa/ income tax purposes and is not an item of tax preference for purposes of calculating the federal alternative minimum tax imposed on individuals. In thefi1rther opinion a/Bond Counsel, interest (and original issue discount) on the Bonds is exempt from State of California personal income tax. See the caption "CONCLUD!NG !NFORMATION-Tax Matters" with respect to tax consequences relating to the Bonds, including with respect to the alternative minimum tax imposed on certain large corporations.
COUNTY OF ORANGE STATE OF CALIFORNIA
$43,260,000*
COMMUNITY FACILITIES DISTRICT NO. 2006-1 (MARBLEHEAD COASTAL)
OF THE CITY OF SAN CLEMENTE
2025 SPECIAL TAX REFUNDING BONDS
Dated: Date of Delivery Due: September I, as shown on the inside cover page The Community Facilities District No. 2006-1 (Marblehead Coastal) of the City of San Clemente 2025 Special Tax Refunding Bonds (the "Bonds") are being issued by Community Facilities District No. 2006-1 (Marblehead Coastal) of the City of San Clemente (the "District") pursuant to the Mello-Roos Community Facilities Act of 1982, as amended (Section 53311 et seq. of the Government Code of the State of California) (the "CFD Act"), and a Bond Indenture, dated as of June I, 2025 (the "Indenture"), by and between the District and The Bank of New York Mellon Trust Company, N.A., as trustee (the "Trustee"), and will be secured as described herein. See the caption "SECURITY FOR THE BONDS." The Bonds are being issued: (i) together with other available funds, to refund the outstanding Community Facilities District No. 2006-1 (Marblehead Coastal) of the City of San Clemente 2015 Special Tax Bonds (the "2015 Bonds"); (ii) to pay the premium for a Municipal Bond Debt Service Reserve Insurance Policy for deposit in the Reserve Account to fund 50% of the initial Reserve Requirement and fund a cash deposit for the remaining 50% of the initial Reserve Requirement; and (iii) to pay certain costs of issuance of the Bonds, including the premium for an insurance policy insuring the Insured Bonds (defined below).
The Bonds will be secured by special tax liens on taxable property within the District and certain funds held by the Trustee under the Indenture. The City of San Clemente (the "City") has detern1ined that it will not obligate itself to advance funds from its treasury to cover any delinquency on the Bonds. See the caption "SECURITY FOR THE BONDS."
The Bonds will be issued in book-entry form, initially registered in the name of Cede & Co., New York, New York, as nominee of TI1e Depository Trust Company ("DTC"), New York, New York. Interest on the Bonds will be payable on September I, 2025 and each March I and September I thereafter. Purchasers will not receive certificates representing their interest in the Bonds. Individual purchases of Bonds will be in principal amounts of$5,000 or in any integral multiple of$5,000. Payments ofptincipal and interest will be paid by the Trustee to DTC for subsequent disbursement to DTC Patticipants, which will remit such payments to the beneficial owners of the Bonds.
The Bonds are subject to optional redemption, mandatory sinking fund redemption and extraordinary redemption from Special Tax prepayments prior to maturity as set forth herein. See the caption "THE BONDS-Redemption."
ALL OBLIGATIONS OF THE DISTRICT UNDER THE INDENTURE AND THE BONDS ARE SPECLAL OBLIGATIONS OF THE DISTRICT, PAYABLE SOLELY FROM THE NET TAXES AND THE FUNDS PLEDGED THEREFOR UNDER THE INDENTURE. NEITHER THE FAITH AND
CREDIT NOR THE TAXING POWER OF THE DISTRICT (EXCEPT TO THE LIMITED EXTENT SET FORTH IN THE INDENTURE), THE CITY OR THE STA TE OF CALIFORNIA OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OF THE BONDS. EXCEPT FOR THE NET TAXES, NO OTHER TAXES ARE PLEDGED TO THE PAYMENT OF THE BONDS. THE BONDS ARE NOT GENERAL OR SPECIAL OBLIGATIONS
OF THE CITY NOR GENERAL OBLIGATIONS OF THE DISTRICT BUT ARE LIMITED OBLIGATIONS OF THE DISTRICT PAYABLE SOLELY FROM NET TAXES.
[The scheduled payment of principal of and interest on the Bonds maturing on September I of the years 20_ through 20 __, inclusive (collectively, the "Insured Bonds"), when due will be guaranteed under a municipal bond insurance policy to be issued concurrently with the delivery of the Insured Bonds by (the "Insurer" or.. "). The Insurer will also issue a debt service reserve insurance policy concurrently with the issuance of the Bonds to be credited to the Reserve Account for the Bonds to satisfy 50% of the initial Reserve Requirement. See "BOND INSURANCE" herein.] [INSURER'S LOGO]
See the captlon "SPECIAL RISK FACTORS" for a discussion of certain risk factors that should be considered in addition to the other matters set forth herein when evaluating the investment quality of the Bonds. This cover page contains certain infonnation for quick reference only. It is not a complete summary of the Bonds. Investors should read the entire Official Statement to obtain infonnation essential to the making of an infom1ed investment decision.
MATURITY SCHEDULE
(See inside cover)
The Bonds are offered, when, as and if issued and accepted by the Underwriter, subject to approval as to their validity by Stradling Yocca Carlson & Rauth LLP, Newport Beach, California, Bond Counsel, and subject to certain other conditions. Certain legal matters will be passed upon for the City by Burke, Williams & Sorensen, LLP, San Diego. California, as the City Attorney, and by Stradling Yocca Carlson & Rauth LLP , Newport Beach, California, Disclosure Counsel, for the Unde1writer by Anzel Galvan LLP, San Francisco, California, for the Insurer by its counsel and for the T111stee by its counsel. It is anticipated that the Bonds will be available for delive,y in book-entry fom1 through the facilities of DTC on or about ___ , 2025. [UNDERWRITER'S LOGO]
Dated: __ _ , 2025
• Preliminary, subject to change.
4900-3303-2494v6/022806-0004