NEW ISSUE-BOOK-ENTRY ONLY
RATINGS: Standard & Poor’s: BB+
Moody’s: Ba2
See “Ratings” herein.
In the opinion of Orrick Herrington & Sutcliffe, LLP, Bond Counsel, based upon an analysis of existing laws, regulations,
rulings and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with
certain covenants, interest on the Series 2015A Bonds is excluded from gross income for federal income tax purposes under Section
103 of the Internal Revenue Code of 1986 (the “Code”). Bond Counsel is of the further opinion that interest on the Series 2015A
Bonds is not a specific preference item for purposes of the federal individual or corporate alternative minimum taxes, although
Bond Counsel observes that such interest is included in adjusted current earnings when calculating corporate alternative minimum
taxable income. Bond Counsel is of the opinion that interest on the Series 2015B Bonds is not excluded from gross income for federal
income tax purposes under Section 103 of the Code. Bond Counsel is also of the opinion that interest on the Series 2015A Bonds
and the Series 2015B Bonds is exempt from all taxation by the State of Hawaii or any county or political subdivision thereof, except
inheritance, transfer and estate taxes and certain franchise taxes. Bond Counsel expresses no opinion regarding any other tax
consequences related to the ownership, disposition of, or the amount, accrual or receipt of interest on, the Series 2015A Bonds or the
Series 2015B Bonds. A complete copy of the proposed form of the opinion of Bond Counsel is set forth in Appendix D.
$22,595,000
CHAMINADE UNIVERSITY OF HONOLULU
$20,255,000
Special Purpose Revenue Bonds
Series 2015A
$2,340,000
Taxable Special Purpose Revenue Bonds
Series 2015B
(Department of Budget and Finance of the State of Hawaii)
Dated: Date of Delivery
Due: As shown on inside cover
The Department of Budget and Finance of the State of Hawaii (the “Department”) is offering its Special Purpose Revenue Bonds, Series
2015A and Taxable Special Purpose Revenue Bonds, Series 2015B (the “Bonds”) to assist Chaminade University of Honolulu (the “Borrower”)
in financing and refinancing certain improvements to its educational facilities. The Bonds will be issued in fully registered form only and,
when issued, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company, New York, New York (“DTC”).
Beneficial owners of the Bonds will not receive physical certificates representing the Bonds purchased, but will receive a credit balance on
the books of the nominee of such owners. Principal and redemption price, if any, of and interest on the Bonds will be paid by U.S. Bank
National Association, as trustee with respect to the Bonds (the “Trustee”), to DTC, which, in turn, will remit such principal, redemption price,
if any, and interest to its participants for subsequent disbursement to the beneficial owners of the Bonds. See “THE BONDS - General” and
Appendix F - BOOK-ENTRY ONLY SYSTEM. Interest on the Bonds is payable on January 1 and July 1 in each year, commencing on July 1, 2016.
The Bonds will initially be issued in denominations of $100,000 and any integral multiple of $5,000 in excess thereof, provided that if at any time
the Bonds are rated in a rating category not lower than BBB” by Standard & Poor’s Rating Services or “Baa2” by Moody’s Investors Service,
then the bonds shall be issuable in denominations of $5,000 and any integral multiple thereof.
The Bonds are special limited obligations of the Department issued under the provisions of an Indenture dated as of December 1, 2015
(the “Indenture”), between the Department and the Trustee, and a Loan Agreement dated as of December 1, 2015 (the “Loan Agreement”),
between the Department and the Borrower, all as described in this Official Statement, and will be payable from Loan Repayments made by the
Borrower under the Loan Agreement and from certain funds held under the Indenture.
The Bonds are subject to sinking fund, optional and extraordinary redemption as described in this Official Statement.
This cover page contains certain information for quick reference only. It is not a summary of the issue. Investors must read the entire
Official Statement to obtain information essential to making an informed investment decision.
THE BONDS ARE SPECIAL, LIMITED OBLIGATIONS OF THE DEPARTMENT AND ARE NOT A LIEN OR CHARGE UPON THE FUNDS
OR PROPERTY OF THE DEPARTMENT. THE BONDS ARE SECURED BY A PLEDGE AND ASSIGNMENT OF GROSS REVENUES OF THE
BORROWER DESCRIBED IN THIS OFFICIAL STATEMENT. NO OWNER SHALL EVER HAVE THE RIGHT TO COMPEL ANY EXERCISE OF
THE TAXING POWER OF THE STATE TO PAY THE BONDS OR THE INTEREST THEREON, AND NO MONEYS OTHER THAN THE GROSS
REVENUES OF THE BORROWER PLEDGED SHALL BE APPLIED TO SUCH PAYMENT. THE BONDS AND THE INTEREST THEREON ARE
NOT A GENERAL OBLIGATION OF THE STATE, ARE PAYABLE SOLELY FROM THE GROSS REVENUES OF THE BORROWER PLEDGED
TO THE PAYMENT THEREOF AND ARE NOT SECURED DIRECTLY OR INDIRECTLY BY THE FULL FAITH AND CREDIT OR THE GENERAL
CREDIT OF THE STATE OR BY ANY REVENUES OR TAXES OF THE STATE. THE BONDS AND THE INTEREST THEREON SHALL NOT
CONSTITUTE A GENERAL OR MORAL OBLIGATION OF THE STATE OR A CHARGE UPON THE GENERAL FUND OF THE STATE.
THE BONDS MAY NOT BE APPROPRIATE FOR SOME INVESTORS AND ARE SUBJECT TO CERTAIN RISKS. SEE “THE BONDS”
AND “RISK FACTORS.” THE BONDS MAY NOT BE TRANSFERRED BY THE REGISTERED OWNER TO ANY PERSON OTHER THAN
TO: (I) A “QUALIFIED INSTITUTIONAL BUYER” (AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT OF 1933, AS AMENDED
(THE “SECURITIES ACT”)); OR (II) AN INSTITUTION THAT MEETS THE REQUIREMENTS OF BEING AN “ACCREDITED INVESTOR”
(AS DEFINED IN RULE 501 OF REGULATION D UNDER THE SECURITIES ACT (AN “INSTITUTIONAL ACCREDITED INVESTOR,” AS
DEFINED IN EXHIBIT A TO THE INVESTOR LETTER (ATTACHED AS APPENDIX G). INITIAL PURCHASERS OF THE BONDS WILL BE
REQUIRED TO EXECUTE AND DELIVER THE INVESTOR LETTER IN THE FORM ATTACHED TO THE INDENTURE AND ATTACHED AS
APPENDIX G. SEE “TRANSFER RESTRICTIONS” AND “APPENDIX G – FORM OF INVESTOR LETTER.”
The Bonds are offered when, as and if received by the Underwriter, subject to prior sale and to the approval of validity by Orrick
Herrington & Sutcliffe LLP, San Francisco, California, Bond Counsel, and the approval of certain matters for the Department by the
Attorney General of the State of Hawaii; for the Borrower by its counsel, Chang Iwamasa & Chiu LLP, Honolulu, Hawaii; and for the
Underwriter by their counsel, Alston Hunt Floyd & Ing, Honolulu, Hawaii, and Katten Muchin Rosenman LLP, New York, New York. It is
expected that the Bonds in book-entry form will be available for delivery to DTC in New York, New York, on or about December 17, 2015.
Morgan Stanley
December 3, 2015