On December 10, 2020, the Foothill/Eastern Transportation Corridor Agency (the “Agency”) approved a resolution authorizing the Invitation of offers from the holders of its below listed bonds to tender for cash or to exchange their bonds.
| Series | Maturity Date | Interest Rate | Outstanding Principal Amount |
Lien | CSUIP No. |
|---|---|---|---|---|---|
| 2013A | 01/15/2046 | 5.75% | $494,155,000 | Senior Lien | 345105HA1 |
| 2013C | 01/15/2033 | 6.25% | $43,580,000 | Junior Lien | 345105GW4 |
| 2013C | 01/15/2043 | 6.5% | $154,470,000 | Junior Lien | 345105GX2 |
The Invitation is part of the Agency’s plan to refinance all or a portion of the specified bonds. As part of its refinancing plan, on December 23, 2020, the Agency entered into a separate bond exchange agreement with an institutional holder for the exchange of $285,000,000 principal amount of the outstanding 2013A bonds and $68,790,000 principal amount of the outstanding 2013C bonds maturing on January 15, 2043 identified in the table above for new bonds to be issued by the Agency. The refinancing plan is being undertaken by the Agency for the purpose of achieving debt service savings. There can be no assurance that the Invitation or any component of the refinancing transaction will be completed.
The Invitation to tender bonds for cash is open to all owners of the bonds. The Invitation to exchange bonds will be open only to sophisticated municipal market professionals and qualified institutional buyers (QIBs).
The Invitation of offers commenced January 6, 2021. This is the expected calendar for the Invitation:
KEY DATES AND TIMES
All these dates and times are subject to change. All times are New York City time. Notices of changes will be sent in the manner provided for in the Invitation.
Launch Date: January 6, 2021
Expiration Date: January 21, 2021 at 5 p.m.
Notice of Results/Acceptance Date: January 22, 2021 by 5 p.m.
Settlement Date: February 9, 2021
Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC have been appointed as dealer managers for the Invitation. Bondholder Communications Group LLC has been appointed as the Information Agent and Tender/Exchange Agent. Copies of the Invitation and related documents and announcements will be posted on the website of the Information Agent at: www.bondcom.com/tca.
This communication and the information contained herein do not constitute an offer to sell or the solicitation of an offer to buy any security. Such an offer can only be made pursuant to the Invitation materials to be distributed by the Agency, which includes the Agency’s Preliminary Official Statement relating to the refinancing transaction.
The Transportation Corridor Agencies (TCA) are two joint powers authorities formed by the California legislature in 1986 to plan, finance, construct and operate Orange County’s public toll road system comprised of the 73, 133, 241 and 261 Toll Roads.
