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AGENDA DRAFT PRELIMINARY OFFICIAL STATEMENT DATED NOVEMBER __, 2018 This Preliminary Official Statement and the information contained herein are subject to completion or amendment. Under no circumstances shall this Preliminary Official Statement constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. NEW ISSUE – FULL BOOK–ENTRY RATING: S&P: “____” See “RATING” In the opinion of Jones Hall, A Professional Law Corporation, San Francisco, California, Bond Counsel, subject, however to certain qualifications described herein, under existing law, the interest on the 2018 Bonds is excluded from gross income for federal income tax purposes and such interest is not an item of tax preference for purposes of the federal alternative minimum tax, although, in the case of tax years beginning prior to January 1, 2018, for the purpose of computing the alternative minimum tax imposed on certain corporations, such interest earned by a corporation prior to the end of its tax year in 2018 is taken into account in determining certain income and earnings. In the further opinion of Bond Counsel, interest on the 2018 Bonds is exempt from California personal income taxes. See “TAX MATTERS.” $_____________∗ SAN LEANDRO PUBLIC FINANCING AUTHORITY 2018 LEASE REVENUE BONDS Dated: Delivery Date Due: November 1, as shown on the inside front cover Authority for Issuance. The bonds captioned-above (the “2018 Bonds”) are being issued by the San Leandro Public Financing Authority (the “Authority”) under a resolution adopted by the Authority and a resolution adopted by the City Council of the City of San Leandro (the “City) each on November 5, 2018, and an Indenture of Trust dated as of December 1, 2016, as supplemented and amended pursuant to a First Supplemental Indenture of Trust dated as of December 1, 2018, each by and between the Authority and U.S. Bank National Association, as trustee (the “Trustee”) (as so supplemented and amended, the “Indenture”). See “THE 2018 BONDS – Authority for Issuance.” Use of Proceeds. The proceeds of the 2018 Bonds will be used to (i) finance the acquisition and construction of certain public capital improvements as described in this Official Statement, and (ii) pay the costs of issuing the 2018 Bonds. See “FINANCING PLAN.” Security. Under the Indenture, the 2018 Bonds will be payable solely from and secured by Revenues and certain funds and accounts held under the Indenture on a parity with the Authority’s 2016 Refunding Lease Revenue Bonds, which are outstanding in the principal amount of $12,345,000. Revenues consist primarily of lease payments (“Lease Payments”) to be made by the City pursuant to a Lease Agreement dated as of December 1, 2016, as supplemented and amended pursuant to a First Amendment to Lease Agreement dated as of December 1, 2018, each by and between the Authority and the City (as so supplemented and amended, the “Lease”), for the leasing of certain real property (the “Leased Property”). Under the Lease, the City covenants to take such action as necessary to include the Lease Payments in its annual budgets and to make all necessary appropriations for such Lease Payments (subject to abatement under certain circumstances as described in this Official Statement). Upon the occurrence of an Event of Default under the Lease, the Trustee (as the Authority’s assignee pursuant to the Assignment Agreement (as defined in this Official Statement)) may either terminate the Lease and re-enter and re-let all or a portion of the Leased Property or may retain the Lease and hold the City liable for all payments on an annual basis and still have the right to re-enter and re-let the Leased Property without effecting a surrender of the Lease. See “SECURITY FOR THE 2018 BONDS – Remedies” and “BOND OWNERS RISKS – Default.” No Reserve Account. Neither the City nor the Authority will create or maintain a reserve account with respect to the Lease Payments, the 2016 Bonds or the 2018 Bonds. See “SECURITY FOR THE 2018 BONDS.” Bond Terms; Book–Entry Only. The 2018 Bonds will bear interest at the rates shown on the inside cover page, payable semiannually on May 1 and November 1 (each, an “Interest Payment Date”), commencing May 1, 2019, and will be issued in fully– registered form without coupons in the denomination of $5,000 or any integral multiple of $5,000. The 2018 Bonds will be issued in book–entry only form, initially registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). With respect to any Interest Payment Date, the 15th calendar day of the month preceding such Interest Payment Date shall be its respective “Record Date.” Purchasers of the 2018 Bonds will not receive certificates representing their interests in the 2018 Bonds. Payments of the principal of, premium, if any, and interest on the 2018 Bonds will be made to DTC, which is obligated in turn to remit such principal, premium, if any, and interest to its DTC Participants for subsequent disbursement to the beneficial owners of the 2018 Bonds. See “THE 2018 BONDS – General Provisions.” Redemption. The 2018 Bonds are subject to redemption prior to maturity. See “THE 2018 BONDS – Redemption.” The 2018 Bonds are not secured by a pledge of the taxing power of the City. The Authority has no taxing power. None of the 2018 Bonds, nor the obligation of the Authority to pay principal of or interest on the 2018 Bonds, nor the obligation of the City to make the Lease Payments, constitutes a debt or a liability of the Authority, the City, the State of California or any of its political subdivisions within the meaning of any constitutional limitation on indebtedness, or a pledge of the full faith and credit of the City. The 2018 Bonds are secured solely by the pledge of revenues and certain funds held under the Indenture. See “Security for the 2018 Bonds.” Certain financial, economic and demographic information regarding the City is contained in “The City and City Financial Information” and “Appendix A – Audited Financial Statements of the City for the fiscal year ended June 30, 2017.” Each contains important information concerning the City and should be read in its entirety. This Official Statement describes certain factors that have affected the City’s financial condition in the past and that could materially affect the financial condition of the City in future fiscal years and the City’s ability to make Lease Payments. This cover page contains certain information for quick reference only. It is not a summary of this issue of bonds. Investors must read the entire official statement to obtain information essential to the making of an informed investment decision with respect to the purchase of the 2018 Bonds. The 2018 Bonds are offered when, as and if issued and received by the Underwriter and subject to the approval as to their legality by Jones Hall, A Professional Law Corporation, San Francisco, California, as Bond Counsel. Certain legal matters will also be passed upon for the Authority and the City by Jones Hall, A Professional Law Corporation, as Disclosure Counsel. Certain legal matters will be passed upon for the City and the Authority by Meyers Nave, as City Attorney, and for the Underwriter by Stradling Yocca Carlson & Rauth, a Professional Corporation, Newport Beach, California. It is anticipated that the 2018 Bonds will be delivered in book–entry form through the facilities of DTC on or about __________, 2018. The date of this Official Statement is: ___________, 2018. ∗ Preliminary; subject to change.