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City of Memphis (TN)



Sanitary Sewerage System Rev and Rev Ref Bonds, Series 2020B

September 23, 2020


Image by Sam Mgrdichian

The Bonds were rated “Aa2” by Moody’s and “AA+” by S&P, given the strong existing financial capacity and breadth and depth of the service territory of the City’s sanitary sewerage system. Proceeds from the Bonds will be used to finance various System improvements and refund all of the City’s outstanding Sanitary Sewerage System Revenue Bonds, Series 2010B (Recovery Zone Economic Development Bonds) and Sanitary Sewerage System Revenue Refunding Bonds, Series 2013.

The Bonds are payable from and secured by a pledge of net revenues of the System as well as a Bond Reserve Account. Prior to issuance of the Bonds, the City adopted a prospective amended and restated master sewerage bond resolution (the “Prospective Bond Resolution”) following a collaborative process that included input from representatives of the City, its various counsel, its financial advisors, and SWS.

Purchasers of the Bonds were deemed to have consented to adoption of the Prospective Bond Resolution, which will become effective upon the affirmative votes of 66 2/3% of holders of all outstanding System bonds; the Bonds will transition from the existing master sewerage Bond Resolution to the Prospective Bond Resolution once effective. To help educate investors on the strong credit of the City, SWS developed an investor presentation which received a total of 49 views, of which 20 were from investors; 8 of those investors ultimately placed orders on the transaction.

The transaction garnered $632 million in total orders from 59 different institutional investors and 1 retail investor resulting in an oversubscription ranging from 2.4x to 9.7x based on priority orders. At repricing, SWS’ desk recommended lowering yields across all maturities including 6 bps in 2021-2022, 8 bps in 2023, 7 bps in 2024, 6 bps in 2025-2027, 5 bps in 2028-2029, 6 bps in 2030, 4 bps in 2031-2032, and 5 bps in all remaining maturities from 2033 through 2045.

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