HomeMy WebLinkAboutORDINANCES-1997-041-O-97•
ORDINANCE NUMBER 41-0-97
AN ORDINANCE providing for the issuance of not to exceed
$37,500,000 General Obligation Corporate Purpose Bonds, Series
1997, of the City of Evanston, Cook County, Illinois, and providing
for the levy and collection of a direct annual tax for the payment of
the principal of and interest on said bonds.
Adopted by the City Council
on the 8th day of April 1997.
�- Published in Pamphlet Form
by the Authority of the City
Council on the 9th day of
April 1997.
595165.01.03
2039642-TVMcG4n/97
TABLE OF CONTENTS
PAGE
PREAMBLES...................................................................................................I
SECTION 1.
DEFINITIONS................................................................................4
SECTION 2.
INCORPORATION OF PREAMBLES ....................................................
8
SECTION 3.
DETERMINATION TO ISSUE BONDS.................................................8
SECTION 4.
BOND DETAILS............................................................................. 8
SECTION 5.
BOOK ENTRY PROVISIONS...........................................................
10
SECTION 6.
EXECUTION...............................................................................
12
SECTION 7. TERM. BONDS, MANDATORY REDEMPTION AND
COVENANTS...............................................................................
13
SECTION 8.
TERM BONDS PURCHASE OR REDEMPTION ....................................
13
SECTION 9.
REDEMPTION PROCEDURE............................................................
14
SECTION 10.
REGISTRATION OF BONDS...........................................................
17
SECTION 11.
FORM OF BOND......:...................................................................
18
SECTION 12.
TAX LEVY.................................................................................
25
SECTION 13.
FILING WITH COUNTY CLERK ......................................................
26
SECTION 14.
SALE OF BONDS; BOND ORDER ....................................................
27
SECTION 15.
CREATION OF FUNDS AND APPROPRIATIONS .................................
29
SECTION 16.
NOT PRIVATE ACTIVITY BONDS ...................................................
31
SECTION 17.
GENERAL ARBITRAGE COVENANTS ..............................................
32
SECTION 18.
FURTHER TAX COVENANTS.........................................................
35
SECTION 19.
REIMBURSEMENT.......................................................................35
SECTION 20.
OPINION OF COUNSEL EXCEPTION ...............................................
36
SECTION 21.
CONTINUING DISCLOSURE..........................................................
36
SECTION 22.
TAXES PREVIOUSLY LEVIED........................................................
37
SECTION 23.
PERTAINING TO THE BOND REGISTRAR .........................................
37
SECTION 24.
DEFEASANCE.............................................................................
39
SECTION 25.
PUBLICATION OF ORDINANCE......................................................
40
SECTION 26.
SUPERSEDER AND EFFECTIVE DATE .............................................
40
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ORDINANCE NUMBER 41-0-97
AN ORDINANCE providing for the issuance of not to exceed
$37,500,000 General Obligation Corporate Purpose Bonds, Series
1997, of the City of Evanston, Cook County, Illinois, and providing
for the levy and collection of a direct annual tax for the payment of
the principal of and interest on said bonds.
PREAMBLES
WHEREAS
A. The City of Evanston, Cook County, Illinois (the "City"), has a
population in excess of 25,000 as determined by the last official census and, accordingly,
pursuant to the provisions of the 1970 Constitution of the State of Illinois and particularly
Article VII, Section 6(a) thereof, the City is a home rule unit and as such may exercise any
power or perform any function pertaining to its government and affairs, including, but not
limited to, the power to tax and to incur debt.
B. Pursuant to the provisions of said Section 6 of Article VII of the 1970
Constitution, the City has the power to incur debt payable from ad valorem tax receipts
maturing within 40 years from the time it is incurred and without prior referendum
approval.
C. The City has a Capital Improvement Plan (the "Plan"), which has been
reviewed and revised annually, and is currently in effect for the years 1997 through 2001.
D. Pursuant to a previous plan, the City has previously borrowed money
and issued its $46,820,000 General Obligation Bond Anticipation Bonds, Series 1993 (the
"Series 1993 Bond Anticipation Bonds"), to obtain funds to pay a portion of the costs of
certain capital projects as set forth in such plan, more particularly itemized as follows: (a)
Phase III Sewer Improvements (Main Street Tunnel) ( "Phase III Sewer"); (b) Completion of
the Evanston Public Library ( "Library "); and (c) redevelopment project costs in the •
Howard/Hartrey Redevelopment Project Area ( "Howard-Hartrey ").
E. It is deemed by the City Council of the City (the "City Council") to be
necessary and advisable and in the best interests of the inhabitants of the City to refund and
provide long-term financing for a portion of the Series 1993 Bond Anticipation Bonds (the
"BAGS Financing") in the amount of $5,495,000 (representing the Library).
F. It is deemed by the City Council to be necessary and advisable and in the
best interests of the inhabitants of the City to obtain funds to pay a portion of the costs of (a)
certain capital projects set forth in the current Plan at an estimated cost of $4,400,000, (b)
Downtown rehabilitation (Washington National) at an estimated cost of $3,840,000, (c)
improvement of alleyways at an estimated cost of $220,000, (d) the purchase of fleet vehicles
at an estimated cost of $1,265,000, and rehabilitation and construction of public parking at
an estimated cost of $2,000,000 (collectively, the "1997 Bonds Capital Improvements ") and
subject to amendment for such other corporate purposes as the City Council may determine
as hereinafter provided.
G. The estimated cost to the City of the BABS Financing and the 1997
Bonds Capital Improvements (collectively the "1997 Capital Funding") is the sum of
$17,220,000 plus the estimated available amount of interest earnings on said sum prior to its
expenditure.
H. It is necessary for the payment of the costs of the 1997 Capital Funding
that money be borrowed at this time and in evidence of such borrowing,, general obligation
bonds of the City be issued in the principal amount of not to exceed $17,220,000, and that
such indebtedness be incurred in accordance with the home rule powers of the City, as
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• aforesaid, and without submitting the question of incurring such indebtedness to the electors
of said City for their approval.
I. The City has heretofore issued and there are now outstanding the
following legal and validly binding and subsisting obligations of the City:
Corporate Purpose Bonds, Series 1992
$36,240,000 original aggregate principal amount Series 1992 Bonds, issued on
May 13, 1992; bearing a dated date of May 1, 1992; of which $29,310,000 are still
outstanding, due serially on December 1 of the years and in the amounts and bearing
interest at the rates percent per annum as follows:
YEAR
AMOUNT ($)
RATE (%)
1997
2,055,000
6.000
1998
1,780,000
6.000
1999
1,865,000
6.000
2000
1,970,000
6.000
µ 2001
2,075,000
6.000
2002
2,190,000
6.000
2003
1,555,000
6.000
2004
1,430,000
6.100
2005
1,515,000
6.100
2006
1,610,000
6.100
2007
1,700,000
6.100
2008
1,685,000
6.100
2009
1,795,000
6.100
2010
1,900,000
6.125
2011
2,030,000
6.125
- 2012
2,155,000
6.125
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of which bonds, those due on or after December 1, 2003, are subject to redemption
prior to maturity at the option of the City, from any available funds, in whole or in
part on any date on or after December 1, 2002, and if in part, in such order of
maturity as the City may determine, and if less than an entire maturity, in integral
multiples of $5,000, selected by lot, at the redemption price of par plus accrued
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interest to the date fixed for redemption (the bonds so subject to redemption being the 0
"Prior Bonds ")
J. The City Council of the City has considered and determined that interest
rates available in the bond market are currently more favorable for the City than they were
at the time when the Prior Bonds were issued and that it is possible, proper and advisable to
refund all or a portion of such bonds at this time to take advantage of the debt service
savings which will result from such lower interest rates (which refunding may hereinafter be
referred to as the "Refunding
K. The City Council does hereby determine that it is advisable and in the
best interests of the City to borrow not to exceed $20,280,000 it this time pursuant to the
Act as hereinafter defined for the purpose of paying the costs of the Refunding and, in
evidence of such borrowing, issue its full faith and credit bonds in the principal amount of
not to exceed such amount. •
NOW THEREFORE Be It Ordained by the City Council of the City of Evanston, Cook
County, Illinois, in the exercise of its home rule powers, as follows:
Section 1. Definitions. Words and terms used in this Ordinance shall have the
meanings given them, unless the context or use clearly indicates another or different
meaning is intended. Words and terms defined in the singular may be used in the plural and
vice -versa. Reference to any gender shall be deemed to include the other and also inanimate
persons such as corporations, where applicable.
A. The following words and terms are as defined in the preambles hereto.
BABS Financing
City
City Council
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•
• Howard-Hartrey
Library
Phase III Sewer
Plan
Prior Bonds
Refunding
Series 1993 Bond Anticipation Bonds
1997 Bonds Capital Improvements
1997 Capital Funding
B. The following words and terms are defined as set forth.
"Act" means the Illinois Municipal Code, as supplemented and amended, and the
home rule powers of the City under Section 6 of Article VII of the Illinois
• _ Constitution of 1970; and in the event of conflict between the provisions of said code
•
and home rule powers, the home rule powers shall be deemed to supersede the
provisions of said code.
"Bonds" means the not to exceed $37,500,000 General Obligation Corporate
Purpose Bonds, Series 1997, authorized to be issued by this Ordinance.
"Bond Moneys" means the Pledged Taxes and any other moneys deposited into
the Debt Service Fund and investment income earned in the Bond Fund.
"Bond Order" means the Bond Order as authorized to be executed by the
Designated Officials of the City as set forth in Section 13 of this Ordinance and by
which the final terms of the Bonds will be established.
"Bond Register" means the books of the City kept by the Bond Registrar to evi-
dence the registration and transfer of the Bonds.
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"Bond Registrar" means American National Bank and Trust Company of •
Chicago, Chicago, Illinois, a bank having trust powers, or a successor thereto or a
successor designated as bond registrar hereunder.
"Code" means the Internal Revenue Code of 1986.
"Continuing Disclosure Undertaking" means the undertaking by the City for the
benefit of the Purchasers as authorized in Section 22 hereof and set forth as Exhibit B.
"County Clerk" means the County Clerk of The County of Cook.
"Debt Service Fund" means the Debt Service Fund established and defined in
Section 15 of this Ordinance.
"Depository" means The Depository Trust Company, an New York limited trust
company, its successors, or a successor depository qualified to clear securities under
applicable state and federal laws.
"Designated Officials" means the City Manager and Finance Director of the •
City, acting together.
"Escrow Agent" means American National Bank and Trust Company of
Chicago, Chicago, Illinois, a bank having trust powers, or a successor thereto or a
successor designated as Escrow Agent hereunder.
"Escrow Agreement" means the agreement by and between the City and the
Escrow Agent as authorized in Section 14 hereof and set forth as Exhibit A.
"Financial Advisor" means R.V. Norene & Associates, Inc., the financial
advisor to the City for the sale of the Bonds.
"Ordinance" means this Ordinance, numbered 41-0-97, and passed by the City
Council on the 8th day of April 1997.
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• "Paying Agent" means American National Bank and Trust Company of Chicago,
Chicago, Illinois, a bank having trust powers, or a successor thereto or a successor
designated as paying agent hereunder.
"Pledged Taxes" means the taxes levied on the taxable property within the cor-
porate limits of the City to pay principal of and interest on the Bonds as provided in
Section 12 hereof.
"Project Fund" means the Project Fund as established and defined in Section 15
of this ordinance.
"Rebate Fund" means the Rebate Fund authorized to be established and as
defined in Section 17 of this Ordinance.
"Tax-exempt" means, with respect to the Bonds, the status of interest paid and
received thereon as not includible in the gross income of the owners thereof under the
Code for federal income tax purposes except to the extent that such interest will be
taken into account in computing an adjustment used in determining the alternative
minimum tax for certain corporations, in computing the environmental tax imposed
on certain corporations and in computing the "branch profits tax" imposed on certain
foreign corporations.
"Term Bonds" means Bonds subject to mandatory redemption by operation of
the Debt Service Fund and designated as term bonds in the Bond Order.
C. Definitions also appear in the preambles hereto or in specific sections, as appear
below. The headings in this Ordinance are for the convenience of the reader and are not a
part of this Ordinance.
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Section 2, Incorporation of Preambles. The City Council hereby finds that all of 0
the recitals contained in the preambles to this Ordinance are true, correct and complete and
does incorporate them into this Ordinance by this reference.
Section 3. Determination To Issue Bonds. It is necessary and in the best interests of
the City to provide for the 1997 Capital Funding for the public health, safety and welfare,
and to pay all related costs and expenses incidental thereto, and to borrow money and issue a
portion of the Bonds for such purposes. It is further necessary and in the best interests of the
City to provide for the Refunding to achieve a net debt service savings, to pay all related
costs and expenses incidental thereto, and to borrow money and issue the remainder of the
Bonds for such purposes. It is hereby found and determined that such borrowing of money is
for a proper public purpose or purposes and is in the public interest, and is authorized by the
Act.
Section 4. Bond Details. There shall be issued and sold the Bonds in the aggregate .
principal amount of not to exceed $37,500,000. The Bonds shall each be designated "General
Obligation Corporate Purpose Bond, Series 1997"; be dated May 1, 1997 (the "Dated
Date"); and shall also bear the date of authentication thereof. The Bonds shall be in fully
registered book -entry form (hereinafter "Book Entry Form"), shall be in denominations of
$5,000 or integral multiples thereof (but no single Bond shall represent principal maturing
on more than one date), and shall be numbered consecutively in such fashion as shall be
determined by the Bond Registrar. The portion of the Bonds to be issued to pay the costs of
refunding the designated portion of the Series 1993 Bond Anticipation Bonds and acquiring
and constructing the 1997 Bonds Capital Improvements, and all related costs and expenses
incidental thereto, shall mature serially on December 1 of the years and in the amounts as
follows (subject to the right of prior redemption hereinafter stated):
•
In
• YEAR
AMOUNT ($)
YEAR
AMOUNT ($)
1998
335,000
2008
805,000
1999
520,000
2009
905,000
2000
550,000
2010
965,000
2001
585,000
2011
1,025,000
2002
690,000
2012
1,150,000
2003
780,000
2013
1,215,000
2004
825,000
2014
1,295,000
2005
655,000
2015
1,435,000
2006
740,000
2016
945,000
2007
790,000
2017
1,010,000
The portion of the Bonds to be issued to pay the costs of the Refunding, and all related costs
and expenses incidental thereto, shall mature serially on December 1 of the years from 1997
and up to and including the year 2012 as shall be set forth in the Bond Order, and in such
principal amounts as shall be set forth therein; provided, however, that the sum of the
principal of and interest on such portion of the Bonds due (or subject to mandatory
redemption) in any given annual period from December 2 to the following December 1 shall
. not exceed the sum of the principal of and interest on the Prior Bonds during such period.
Each Bond shall bear interest, at a rate not to exceed 9% per annum, from the later of its
Dated Date as herein provided or from the most recent interest payment date to which
interest has been paid or duly provided for, until the principal amount of such Bond is paid
or duly provided for, such interest (computed upon the basis of a 360-day year of twelve 30-
day months) being payable on June 1 and December 1 of each year, commencing on
December 1, 1997. Interest on each Bond shall be paid by check or draft of the Paying
Agent, payable upon presentation thereof in lawful money of the United States of America,
to the person in whose name such Bond is registered at the close of business on the applicable
record date (the "Record Date"), and mailed to the registered owner of the Bond as shown in
the Bond Registrar or at such other address furnished in writing by such Registered Owner,
• or as otherwise may be agreed with the Depository for so long as the Depository is the
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registered owner as of a given Record Date. The Record Date shall be the 15th day of the is
month preceding any regular interest payment date or a redemption on the first day of any
month and the 15th day preceding any other interest payment date which may be occasioned
by a redemption of Bonds on a day other than the first day of any month. The principal of
or redemption price due on the Bonds shall be payable in lawful money of the United States
of America upon presentation thereof at the principal corporate trust office of the Paying
Agent located in the City of Chicago, Illinois, or at successor Paying Agent and locality.
Section 5. Book Entry Provisions. The Bonds shall be initially issued in the form
of a separate single fully registered Bond for each of the maturities of the Bonds. Upon
initial issuance, the ownership of each such Bond shall be registered in the Bond Register in
the name of the Depository or a designee or nominee of the Depository (the "Nominee").
Except as otherwise expressly provided, all of the outstanding Bonds from time to time shall
be registered in the Bond Register in the name of the Nominee (and accordingly in Book •
Entry Form as such term is used in this Ordinance). Any City officer, as representative of
the City is hereby authorized, empowered and directed to execute and deliver a Letter of
Representations (the "Letter of Representations") in customary form for the Depository, to
effectuate such Book Entry Form for the Bonds. Without limiting the generality of the
authority given with respect to entering into such Letter of Representations, it may contain
provisions relating to (a) payment procedures, (b) transfers of the Bonds or of beneficial
interests therein, (c) redemption notices and procedures unique to the Depository, (d)
additional notices or communications, and (e) amendment from time to time to conform with
changing customs and practices with respect to securities industry transfer and payment
practices. With respect to Bonds registered in the Bond Register in the name of the Nominee,
none of the City, the Treasurer, the Paying Agent or the Bond Registrar shall have any
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responsibility or obligation to any broker -dealer, bank or other financial institution for
which the Depository holds Bonds from time to time as securities depository (each such
broker -dealer, bank or other financial institution being referred to herein as a "Depository
Participant") or to any person on behalf of whom such a Depository Participant holds an
interest in the Bonds. Without limiting the meaning of the immediately preceding sentence,
the City, the Director of Finance, the Paying Agent and the Bond Registrar shall have no
responsibility or obligation with respect to (a) the accuracy of the records of the Depository,
the Nominee, or any Depository Participant with respect to any ownership interest in the
Bonds, (b) the delivery to any Depository Participant or any other person, other than a
registered owner of a Bond as shown in the Bond Register or as otherwise expressly
provided in the Representations Letter, of any notice with respect to the Bonds, including
any notice of redemption, or (c) the payment to any Depository Participant or any other
• person, other than a registered owner of a Bond as shown in the Bond Register, of any
amount with respect to principal of or interest on the Bonds. No person other than a
•
registered owner of a Bond as shown in the Bond Register shall receive a Bond certificate
with respect to any Bond. In the event that (a) the City determines that the Depository is
incapable of discharging its responsibilities described herein and in the Letter of
Representations, (b) the agreement among the City, the Paying Agent and Bond Registrar,
and the Depository evidenced by the Letter of Representations shall be terminated for any
reason or (c) the City determines that it is in the best interests of the City or of the beneficial
owners of the Bonds either that they be able to obtain certificated Bonds or that another
depository is preferable, the City shall notify the Depository and the Depository shall notify
the Depository Participants of the availability of Bond certificates, and the Bonds shall no
longer be restricted to being registered in the Bond Register in the name of the Nominee.
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Alternatively, at such time, the City may determine that the Bonds shall be registered in the
name of and deposited with a successor depository operating a system accommodating Book
Entry Form, as may be acceptable to the City, or such depository's agent or designee, but if
the City does not select such alternate book -entry system, then the Bonds shall be registered
in whatever name or names registered owners of Bonds transferring or exchanging Bonds
shall designate, in accordance with the provisions hereof.
Section 6. Execution; Authentication. The Bonds shall be executed on behalf of the
City by the manual or duly authorized facsimile signature of its Mayor and attested by the
manual or duly authorized facsimile signature of its City Clerk, as they may determine, and
shall have impressed or imprinted thereon the corporate seal or facsimile thereof of the City.
In case any such officer whose signature shall appear on any Bond shall cease to be such
officer before the delivery of such Bond, such signature shall nevertheless be valid and
sufficient for all purposes, the same as if such officer had remained in office until delivery. •
All Bonds shall have thereon a certificate of authentication, substantially in the form here-
inafter set forth, duly executed by the Bond Registrar as authenticating agent of the City and
showing the date of authentication. No Bond shall be valid or obligatory for any purpose or
be entitled to any security or benefit under this Ordinance unless and until such certificate of
authentication shall have been duly executed by the Bond Registrar by manual signature, and
such certificate of authentication upon any such Bond shall be conclusive evidence that such
Bond has been authenticated and delivered under this Ordinance. The certificate of authenti-
cation on any Bond shall be deemed to have been executed by it if signed by an authorized
officer of the Bond Registrar, but it shall not be necessary that the same officer sign the cer-
tificate of authentication on all of the Bonds issued hereunder.
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Section 7. Term Bonds, Mandatory Redemption and Covenants; Optional
Redemption. The Bonds may be subject to mandatory redemption (as Term Bonds) as
provided in the Bond Order; provided, however, that in such event the amounts due as
provided for under such mandatory redemption shall be the amounts used to satisfy the test
set forth in Section 4 of this Ordinance for the maximum amounts of principal and interest
due on the Bonds in any given period. Bonds designated as Term Bonds shall be made
subject to mandatory redemption by operation of the Debt Service Fund at a price of not to
exceed par and accrued interest, without premium, on a given date of the years and in the
amounts as shall be determined in the Bond Order. The City covenants that it will redeem
any Term Bonds pursuant to the mandatory redemption requirement for such Term Bonds
and levy taxes accordingly. The Bonds may also be subject to redemption prior to maturity
at the option of the City, from any available funds, in whole or in part on any date as
provided in the Bond Order, and if in part, in such order of maturities (and, if applicable,
order of mandatory redemption payments) as shall be specified in the Bond Order, and if
less than an entire maturity, in integral multiples of $5,000, selected by lot by the Bond
Registrar as hereinafter provided, at the redemption price (expressed as a percentage of the
principal amount being redeemed) of not to exceed 103% of par plus accrued interest to the
date fixed for redemption, as provided in the Bond Order. Notwithstanding any other
provision of this Ordinance, the Bond Order may provide for non -callable Bonds.
Section 8. Term Bonds Purchase or Redemption. If the City redeems pursuant to
optional redemption as hereinabove provided or purchases Term Bonds of any maturity and
cancels the same from Bond Moneys as hereinafter described, then an amount equal to the
principal amount of Term Bonds so redeemed or purchased shall be deducted from the
mandatory redemption requirements provided for Term Bonds of such maturity, first, in the
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current year of such requirement, until the requirement for the current year has been fully 0
met, and then in any order of such Term Bonds as due at maturity or subject to mandatory
redemption in any year, as the City shall determine. If the City redeems pursuant to optional
redemption or purchases Term Bonds of any maturity and cancels the same from moneys
other than Bond Moneys, then an amount equal to the principal amount of Term Bonds so
redeemed or purchased shall be deducted from the amount of such Term Bonds as due at
maturity or subject to mandatory redemption requirement in any year, as the City shall
determine.
Section 9. Redemption Procedure. For a mandatory redemption, the Bond
Registrar shall proceed to redeem Bonds without any further order or direction from the
City whatsoever. For an optional redemption, the City shall, at least 45 days prior to a
redemption date (unless a shorter time period shall be satisfactory to the Bond Registrar),
notify the Bond Registrar of such redemption date and of the maturities (and, if applicable, •
the scheduled mandatory redemption affected) and principal amounts of Bonds to be
redeemed. For purposes of any redemption of less than all of the Bonds of a single maturity,
the particular Bonds or portions of Bonds to be redeemed shall be selected by lot not more
than 60 days prior to the redemption date by the Bond Registrar for the Bonds of such
maturity by such method of lottery as the Bond Registrar shall deem fair and appropriate;
provided, that such lottery shall provide for the selection for redemption of Bonds or
portions thereof so that any $5,000 Bond or $5,000 portion of a Bond shall be as likely to be
called for redemption as any other such $5,000 Bond or $5,000 portion. The Bond Registrar
shall promptly notify the City and the Paying Agent in writing of the Bonds or portions of
Bonds selected for redemption and, in the case of any Bond selected for partial redemption,
the principal amount thereof to be redeemed. Unless waived by the registered owner of
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• Bonds to be redeemed, official notice of any such redemption shall be given by the Bond
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Registrar on behalf of the City by mailing the redemption notice by registered or certified
mail not less than 30 days and not more than 60 days prior to the date fixed for redemption
to each registered owner of the Bond or Bonds to be redeemed at the address shown on the
Bond Register or at such other address as is furnished in writing by such registered owner to
the Bond Registrar. All official notices of redemption shall include the name of the Bonds
and at least the information as follows:
(a) the redemption date;
(b) the redemption price;
(c) if less than all of the outstanding Bonds of a particular maturity are to be
redeemed, the identification (and, in the case of partial redemption of Bonds within
such maturity, the respective principal amounts) of the Bonds to be redeemed;
(d) a statement that on the redemption date the redemption price will become,
due and payable upon each such Bond or portion thereof called for redemption and
that interest thereon shall cease to accrue from and after said date; and
(e) the place where such Bonds are to be surrendered for payment of the
redemption price, which place of payment shall be the principal corporate trust office
of the Paying Agent.
Prior to any redemption date, the City shall deposit with the Paying Agent an amount of
money sufficient to pay the redemption price of all the Bonds or portions of Bonds which
are to be redeemed on that date. Official notice of redemption having been given as
aforesaid, the Bonds or portions of Bonds so to be redeemed shall, on the redemption date,
become due and payable at the redemption price therein specified, and from and after such
date (unless the City shall default in the payment of the redemption price) such Bonds or
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portions of Bonds shall cease to bear interest. Neither the failure to mail such redemption
•
notice, nor any defect in any notice so mailed, to any particular registered owner of a Bond,
shall affect the sufficiency of such notice with respect to other registered owners. Notice
having been properly given, failure of a registered owner of a Bond to receive such notice
shall not be deemed to invalidate, limit or delay the effect of the notice or redemption action
described in the notice. Such notice may be waived in writing by a registered owner of a
Bond entitled to receive such notice, either before or after the event, and such waiver shall
be the equivalent of such notice. Waivers of notice by registered owners shall be filed with
the Bond Registrar, but such filing shall not be a condition precedent to the validity of any
action taken in reliance upon such waiver. In lieu of the foregoing notice, so long as the
Bonds are held in Book Entry Form, notice may be given as provided in the Letter of
Representations, and the giving of such notice shall constitute a waiver by the Depository and
its Nominee, as registered owner, of the foregoing notice. Upon surrender of such Bonds for
•
redemption in accordance with said notice, such Bonds shall be paid by the Paying Agent at
the redemption price. The procedure for the payment of interest due as part of the
redemption price shall be as herein provided for payment of interest otherwise due. Upon
surrender for any partial redemption of any Bond, there shall be prepared for the registered
owner a new Bond or Bonds of like tenor, of authorized denominations, of the, same
maturity, and bearing the same rate of interest in the amount of the unpaid principal. If any
Bond or portion of Bond called for redemption shall not be so paid upon surrender thereof
for redemption, the principal shall, until paid or duly provided for, bear interest from the
redemption date at the rate borne by the Bond or portion of Bond so called for redemption.
All Bonds which have been redeemed shall be cancelled and destroyed by the Bond Registrar
and shall not be reissued Upon the payment of the redemption price of Bonds being
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redeemed, each check or other transfer of funds issued for such purpose shall bear the
CUSIP number identifying, by issue and maturity, the Bonds being redeemed with the
proceeds of such check or other transfer. As part of their respective duties hereunder, the
Bond Registrar and Paying Agent shall prepare and forward to the City a statement as to
notice given with respect to each redemption together with copies of the notices as mailed
and published.
Section 10. Registration of Bonds; Persons Treated as Owners. The City shall cause
books (the "Bond Register") for the registration and for the transfer of the Bonds as pro-
vided in this Ordinance to be kept at the principal corporate trust office of the Bond
Registrar in the City of Chicago, Illinois, which is hereby constituted and appointed the reg-
istrar of the City for the Bonds. The City is authorized to prepare, and the Bond Registrar
or such other agent as the City may designate shall keep custody of, multiple Bond blanks
• executed by the City for use in the transfer and exchange of Bonds. Subject to the provisions
of this Ordinance relating to the Bonds in Book Entry Form, any Bond may be transferred
or exchanged, but only in the manner, subject to the limitations, and upon payment of the
charges as set forth in this Ordinance. Upon surrender for transfer or exchange of any Bond
at the principal corporate trust office of the Bond Registrar, duly endorsed by or
accompanied by a written instrument or instruments of transfer or exchange in form
satisfactory to the Bond Registrar and duly executed by the registered owner or an attorney
•
for such owner duly authorized in writing, the City shall execute and the Bond Registrar
shall authenticate, date and deliver in the name of the transferee or transferees or, in the case
of an exchange, the registered owner, a new fully registered Bond or Bonds of like tenor, of
the same maturity, bearing the same interest rate, of authorized denominations, for a like
aggregate principal amount. The Bond Registrar shall not be required to transfer or
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exchange any Bond during the period from the close of business on the Record Date for an 0
interest payment to the opening of business on such interest payment date or during the
period of 15 days preceding the giving of notice of redemption of Bonds or to transfer or
exchange any Bond all or a portion of which has been called for redemption. The execution
by the City of any fully registered Bond shall constitute full and due authorization of such
Bond, and the Bond Registrar shall thereby be authorized to authenticate, date and deliver
such Bond; provided, however, the principal amount of Bonds of each maturity authenticated
by the Bond Registrar shall not at any one time exceed the authorized principal amount of
Bonds for such maturity less the amount of such Bonds which have been paid. The person in
whose name any Bond shall be registered shall be deemed and regarded as the absolute
owner thereof for all purposes, and payment of the principal of or interest on any Bond shall
be made only to or upon the order of the registered owner thereof or his legal
representative. All such payments shall be valid and effectual to satisfy and discharge the •
liability upon such Bond to the extent of the sum or sums so paid. No service charge shall be
made to any registered owner of Bonds for any transfer or exchange of Bonds, but the City
or the Bond Registrar may require payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in connection with any transfer or exchange of
Bonds.
Section 11. Form of Bond. The Bonds shall be in substantially the form hereinafter
set forth; provided, however, that if the text of the Bond is to be printed in its entirety on the
front side of the Bond, then the second paragraph of the front side of the Bond and the
legend "See Reverse Side for Additional Provisions" shall be omitted and paragraphs on the
reverse side of the Bond shall be inserted immediately after the first paragraph on the front
side.
•
Iff-11
[Form of Bond - Front Side]
REGISTERED REGISTERED
No. $
UNITED STATES OF AMERICA
STATE OF ILLINOIS
COUNTY OF COOK
CITY OF EVANSTON
GENERAL OBLIGATION CORPORATE PURPOSE BOND, SERIES 1997
See Reverse Side for
Additional Provisions.
Interest Maturity Dated
Rate: Date: December 1, Date: 1, 1997 CUSIP:
Registered Owner:
Principal Amount: Dollars
KNOW ALL PERSONS BY THESE PRESENTS that the City of Evanston, Cook County,
• Illinois, a municipality, home rule unit and political subdivision of the State of Illinois (the
"City"), hereby acknowledges itself to owe and for value received promises to pay to the
Registered Owner identified above, or registered assigns as hereinafter provided, on the
Maturity Date identified above (subject to right of prior redemption as hereinafter stated),
the Principal Amount identified above and to pay interest (computed on the basis of a 360-
day year of twelve 30-day months) on such Principal Amount from the later of the Dated
Date of this Bond identified above or from the most recent interest payment date to which
interest has been paid or duly provided for, at the Interest Rate per annum identified above,
such interest to be payable on June 1 and December 1 of each year, commencing
December 1, 1997, until the Principal Amount is paid or duly provided for. The principal
of this Bond is payable in lawful money of the United States of America upon presentation
hereof at the principal corporate trust office of American National Bank and Trust Company
•
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of Chicago, in the City of Chicago, Illinois, as paying agent (the "Paying Agent"). Payment
of interest shall be made to the Registered Owner hereof as shown on the registration books
of the City maintained by American National Bank and Trust Company of Chicago, in the
City of Chicago, Illinois, as bond registrar (the "Bond Registrar"), at the close of business on
the applicable record date (the "Record Date"). The Record Date shall be the 15th day of the
month preceding any regular interest payment date or a redemption on the first day of any
month and the 15th day preceding any other interest payment date which may be occasioned
by a redemption of Bonds on a day other than the first day of any month. Interest shall be
paid by check or draft of the Paying Agent, payable upon presentation in lawful money of
the United States of America, mailed to the address of such Registered Owner as it appears
on such registration books or at such other address furnished in writing by such Registered
Owner to the Bond Registrar, or as otherwise agreed by the City and the Bond Registrar and
a qualified securities clearing corporation as depository, or nominee, for so long as this •
Bond shall be in Book Entry Form as provided for same.
Reference is hereby made to the further provisions of this Bond set forth on the
reverse hereof, and such further provisions shall for all purposes have the same effect as if
set forth at this place.
It is hereby certified and recited that all conditions, acts and things required by the
Constitution and Laws of the State of Illinois to exist or to be done precedent to and in the
issuance of this Bond, have existed and have been properly done, happened and been per-
formed in regular and due form and time as required by law; that the indebtedness of the
City, represented by the Bonds, and including all other indebtedness of the City, howsoever
evidenced or incurred, does not exceed any constitutional or statutory or other lawful limi-
tation; and that provision has been made for the collection of a direct annual tax, in addition
•
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• to all other taxes, on all of the taxable property in the City sufficient to pay the interest
hereon as the same falls due and also to pay and discharge the principal hereof at maturity.
This Bond shall not be valid or become obligatory for any purpose until the certificate
of authentication hereon shall have been signed by the Bond Registrar.
IN WITNESS WHEREOF the City of Evanston, Cook County, Illinois, by its City
Council, has caused this Bond to be executed by the manual or duly authorized facsimile sig-
nature of its Mayor and attested by the manual or duly authorized facsimile signature of its
City Clerk and its corporate seal or a facsimile thereof to be impressed or reproduced
hereon, all as appearing hereon and as of the Dated Date identified above.
• " Attest:
City Clerk, City of Evanston
Cook County, Illinois
[SEA-]
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Mayor, City of Evanston
Cook County, Illinois
CERTIFICATE OF AUTHENTICATION
Date of Authentication:
This Bond is one of the Bonds described in the within -mentioned Ordinance and is one
of the General Obligation Corporate Purpose Bonds, Series 1997, of the City of Evanston,
Cook County, Illinois.
American National Bank and Trust Company
of Chicago,
as Bond Registrar
[FORM OF BOND - REVERSE SIDE]
This bond is one of a series of bonds (the "Bonds") in the aggregate principal amount
•
of $ issued by the City for the purpose of paying the costs of the 1997 Capital •
Funding and of refunding certain Corporate Purpose Bonds, Series 1992, of the City, and of
paying expenses incidental thereto, all as described and defined in the Ordinance Number
41-0-97, duly adopted by the City Council on the 8th day of April 1997, authorizing the
Bonds (the "Ordinance"), pursuant to and in all respects in compliance with the applicable
provisions of the Illinois Municipal Code, as supplemented and amended, and as further
supplemented and, where necessary, superseded, by the powers of the City as a home rule
unit under the provisions of Section 6 of Article VII of the Illinois Constitution of 1970
(such code and powers being the "Act"), and with the Ordinance, which has been duly
approved by the Mayor of the City, and published in pamphlet form, in all respects as by law
required.
•
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[The Bonds due on December 1 of the years 200_ and 20_ are Term Bonds and are
subject to mandatory redemption by operation of the Debt Service Fund at a price of par and
accrued interest, without premium, on December 1 of the years and in the amounts as
follows:
For the Term Bonds due December 1, 200*:
YEAR AMOUNT ($)
200*
200*
with $ remaining to be paid at maturity in 200*.
For the Term Bonds due December 1, 20_:
YEAR AMOUNT ($)
20
20
20
• . with $ remainin to be aid at maturity in 20
g P Y —]
•
Those of the Bonds due on or after December 1, 20_, are subject to redemption prior
to maturity, at the option of the City, from any available funds, in whole or in part, on any
date on or after December 1, 20_, and if in part, in any order of maturity (and, if
applicable, any order of mandatory redemption payment) as selected by the City, and if less
than an entire maturity, in integral multiples of $5,000, selected by lot by the Bond
Registrar, at the redemption price of par plus accrued interest to the date of redemption.
In each case of redemption, such further terms and provision for notice of redemption
shall be as set forth in the Ordinance.
This Bond may be transferred or exchanged, but only in the manner, subject to the
limitations, and upon payment of the charges as set forth in the Ordinance. The Bond
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Registrar shall not be required to transfer or exchange any Bond during the period from the
close of business on the Record Date for an interest payment to the opening of business on
such interest payment date or during the period of 15 days preceding the giving of notice of
redemption of Bonds or to transfer or exchange any Bond all or a portion of which has been
called for redemption.
The City, the Bond Registrar and the Paying Agent may deem and treat the Registered
Owner hereof as the absolute owner hereof for the purpose of receiving payment of or on
account of principal hereof and interest due hereon and for all other purposes, and the City,
the Bond Registrar and the Paying Agent shall not be affected by any notice to the contrary.
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto
[Here insert identifying number such as
TID, SSN, or other] •
(Name and Address of Assignee)
the within Bond and does hereby irrevocably constitute and appoint
as attorney to transfer the said Bond on the books kept for registration thereof with full
power of substitution in the premises.
Dated:
Signature guaranteed:
NOTICE: The signature to this assignment must correspond with the name of the Registered
Owner as it appears upon the face of the within Bond in every particular, without
alteration or enlargement or any change whatever.
•
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• Section 12. Tax Levy. For the purpose of providing funds required to pay the
interest on the Bonds promptly when and as the same falls due, and to pay and discharge the
•
principal thereof at maturity, there is hereby levied upon all of the taxable property within
the City, in the years for which any of the Bonds are outstanding, a direct annual tax suffc-
cient for that purpose. Such levy shall be fully set forth in the Bond Order.
The Pledged Taxes and other moneys on deposit (collectively, the "Bond Moneys ") in
the Debt Service Fund and allocable to the Bonds shall be applied to pay principal of and
interest on the Bonds as follows:
A. Bond Moneys shall be applied to the payment of interest when due and
principal or redemption price when due at maturity or as redeemed pursuant to
mandatory redemption from the Debt Service Fund, or
B. On or before 65 days preceding a mandatory redemption date, and
provided notice is given to the Bond Registrar on or before said 65th day preceding a
mandatory redemption date, Bond Moneys up to the amount of the redemption
requirement on such mandatory redemption date plus interest due on Term Bonds on
such date may be applied (1) to the purchase of Term Bonds of the maturity for which
such mandatory redemption requirement was established at prices (including
commissions and charges, if any) not exceeding par and accrued interest to such
mandatory redemption date or (2) to the redemption of such Bonds, without premium,
pursuant to optional redemption provisions applicable thereto. Upon the purchase or
redemption of Term Bonds of any maturity pursuant to this paragraph (B), an amount
equal to the principal amount of such Bonds or applicable portion thereof so
purchased or redeemed shall be deducted from the mandatory redemption requirement
as provided for Term Bonds of such maturity, first, in the current year of such
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requirement, until the requirement for the current year has been fully met, and then in •
any order of payment on the Term Bonds as due at maturity or subject to mandatory
redemption in any year as the City shall at such time determine.
Interest or principal coming due at any time when there are insufficient funds on hand
from the Pledged Taxes to pay the same shall be paid promptly when due from current funds
on hand in advance of the collection of the Pledged Taxes herein levied; and when the
Pledged Taxes shall have been collected, reimbursement shall be made to said funds in the
amount so advanced. The City covenants and agrees with the purchasers and registered
owners of the Bonds that so long as any of the Bonds remain outstanding, the City will take
no action or fail to take any action which in any way would adversely affect the ability of the
City to levy and collect the foregoing tax levy. The City and its officers will comply with all
present and future applicable laws in order to assure that the Pledged Taxes may be levied,
extended and collected as provided herein and deposited into the Debt Service Fund. 0
Whenever other funds from any lawful source are made available for the purpose of
paying any principal of or interest on the Bonds so as to enable the abatement of the taxes
levied herein for the payment of same, the City Council shall, by proper proceedings, direct
the deposit of such funds into the Debt Service Fund and further shall direct the abatement of
the taxes by the amount so deposited. A certified copy or other notification of any such
proceedings abating taxes may then be filed with the County Clerk in a timely manner to
effect such abatement.
Section 13. Filing with County Clerk. Promptly, as soon as this Ordinance becomes
effective, a copy hereof, certified by the City Clerk of the City, shall be filed with the
County Clerk; and the County Clerk shall in and for each of the years required, being 1997
to 2016, inclusive, ascertain the rate percent required to produce the aggregate tax
•
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• hereinbefore provided to be levied in each of said years, as shall be set forth in the Bond
Order; and the County Clerk shall (to the extent said tax has not been abated as provided
herein) extend the same for collection on the tax books in connection with any other taxes
that may be levied in said years in and by the City for general corporate purposes of the
City; and in said years such annual tax shall be levied and collected by and for and on behalf
of the City in like manner as provided by law for the levy and collection of taxes for general
corporate purposes for said years, without limit as to either rate or amount, and in addition
to and in excess of all other taxes.
Section 14. Sale of Bonds; Bond Order. The Designated Officials are hereby
authorized to proceed, without any further authorization or direction whatsoever from the
City Council, to sell and deliver the Bonds upon the terms as prescribed in this Section. The
Bonds shall be sold and delivered to the best bidder at public sale (the "Underwriters") at
the price of not less than 97% of the par value of the principal amount thereof, plus accrued
• interest to the date of delivery. Such sale shall be made upon the advice (in the form of a
•
written certificate or report) of the Financial Advisor that the net interest cost rate on the
Bonds, calculated in accordance with customary market practice, does not exceed 9.00% and
that the terms of the Bonds are fair and reasonable in view of current conditions in the bond
markets. As an additional limitation on the sale of that portion of the Bonds to be sold to
provide for the Refunding, the Financial Advisor's certificate or report (as hereinabove
described) must set forth that the Refunding will provide a present value debt service savings
to the City in an amount not less than the lesser of (a) $400,000 or (b) 2.50% of the
aggregate principal amount of the Prior Bonds which are in fact refunded as part of the
Refunding.
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Nothing in this Section shall require the Designated Officials to sell the Bonds if in •
their judgment, aided by the Financial Advisor, the conditions in the bond markets shall have
markedly deteriorated from the time of adoption thereof, but the Designated Officials shall
have the authority to sell the Bonds in any event so long as the limitations set forth in this
Ordinance and the conditions of this Section shall have been met. Upon the sale of the Bonds,
the Designated Officials and any other officers of the City as shall be appropriate, shall be
and are hereby authorized and directed to approve or execute, or both, such documents of
sale of the Bonds as may be necessary, including, without limitation, the Bond Order,
Preliminary Official Statement, Official Statement, Bond Purchase Contract (as hereinafter
defined), and closing documents. Prior to the execution and delivery of any such Bond
Purchase Contract, the Designated Officials shall find and determine that no person holding
any office of the City either by election or appointment, is in any manner interested either
directly or indirectly, in his own name or in the name of any other person, association, trust •
or corporation in said Contract with the Underwriters for the purchase of the Bonds. The
distribution of the Preliminary Official Statement relating to the Bonds presented before this
meeting is hereby in all respects authorized and approved, and the proposed use by the
Underwriters of an Official Statement (in substantially the form of the Preliminary Official
Statement but with appropriate variations to reflect the final terms of the Bonds) is hereby
approved. A bond purchase contract for the sale of the Bonds to the Underwriters (the
"Bond Purchase Contract"), as comprised of the Official Notice of Sale and Official Bid
Form, is hereby in all respects authorized and approved. Upon the sale of the Bonds, the
Designated Officials shall prepare the Bond Order, which shall include the pertinent details
of sale as provided herein, and such shall be entered into the records of the City and made
available to all City Council members at the next public meeting thereof. The Designated
is
M.
• Officials shall also file with the County Clerk the Bond Order or like document including a
statement of taxes.
Section 15. Creation of Funds and Appropriations. Bond proceeds and other funds
of the City as noted are hereby appropriated as follows:
A. Accrued interest and premium, if any, on the Bonds shall be and is hereby
appropriated for the purpose of paying the first interest due on the Bonds and to such end is
hereby ordered to be deposited into the "General Obligation Corporate Purpose Bonds,
Series 1997, Debt Service Fund" (the "Debt Service Fund"), hereby created, which shall be
the fund for the payment of principal of and interest on the Bonds.
B. The Pledged Taxes shall either be deposited into the Debt Service Fund and used
solely and only for paying the principal of and interest on the Bonds or be used to reimburse
a fund.;orwaccount from which advances to the Debt Service Fund may have been made to pay
• principal -of or interest on the Bonds prior to receipt of Pledged Taxes. Interest income or
investment profit earned in the Debt Service Fund shall be retained in the Debt Service Fund
•
for payment of the principal of or interest on the Bonds on the interest payment date next
after such interest or profit is received or, to the extent lawful and as determined by the City
Council, transferred to such other fund as may be determined. The City hereby pledges, as
equal and ratable security for the Bonds, all present and future proceeds of the Pledged
Taxes for the sole benefit of the registered owners of the Bonds, subject to the reserved right
of the City Council to transfer certain interest income or investment profit earned in the
Debt Service Fund to other funds of the City, as described in the preceding sentence.
C. The amount necessary from the proceeds of the Bonds shall be used to pay costs
of issuance of the Bonds and shall be deposited into a separate fund, hereby created,
designated the "Expense Fund". Any disbursements from such fund shall be made from time
-29-
to time as necessary. Any excess in said fund shall be deposited into the Project Fund •
hereinafter created after six months from the date of issuance of the Bonds.
D. Provided that the Refunding portion of the Bonds is to be sold and delivered,
the amount necessary from the proceeds of the Bonds, together with such money in the debt
service funds for the Prior Bonds as may be advisable for the purpose, shall be used to
provide for the Refunding, and the payment of such expenses as may be designated, pursuant
to the provisions of an Escrow Agreement with the Escrow Agent as is designated, all in
accordance with the provisions of the Escrow Agreement, substantially in the form attached
hereto as Exhibit A to this Ordinance, made a part hereof by this reference, and hereby
approved; the officers appearing signatory to such Escrow Agreement are hereby authorized
and directed to execute same, their execution to constitute conclusive proof of action in
accordance with this Ordinance, and approval of all completions or revisions necessary or
appropriate to effect the Refunding. •
E. A sum sufficient to refund the designated amount of the Series 1993 Bond
Anticipation Bonds next coming due shall be set aside by the Comptroller of the City and
held in a special fund solely and only for that purpose.
F. The remaining proceeds of the Bonds shall be set aside in a separate fund,
hereby created, and designated as the "Series 1997 Capital Project Fund" (the "Project
Fund"), hereby created, and be used to pay costs of the 1997 Bonds Capital Improvements,
including costs of issuance of the Bonds which for any reason are not paid from the Expense
Fund. Alternatively, the Comptroller may allocate proceeds of the Bonds otherwise
designated for the Expense Fund or the Project Fund to one or more related funds of the
City already in existence; provided, however, that this shall not relieve the Comptroller of
E
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• the duty to account for the proceeds as herein provided. (Any such one or more funds shall
also be referred to hereinafter, collectively, as the "Project Fund".)
The City Council reserves the right, as it becomes necessary from time to time, to
revise the list of projects hereinabove set forth, to change priorities, to -revise cost allocations
between projects and to substitute projects, in order to meet. current needs of the City;
subject, however, to limitations of the Act and to the tax covenants set forth herein.
Section 16. Not Private Activity Bonds. None of the Bonds is a "private activity
bond" as defined in Section 141(a) of the Code. In support of such conclusion, the City
certifies, represents and covenants as follows:
A. Not more than 5% of the sale proceeds of the Bonds, plus investment
earnings earned on such proceeds, is to be used, directly or indirectly, and not more
than 5% of the sale proceeds of either the Series 1993 Bond Anticipation Bonds or the
• Prior Bonds, plus investment earnings earned on such proceeds, was used, directly or
indirectly, in any activity carried on by any person other than a state or local
•
governmental unit.
B. The payment of more than five percent of the principal of or the interest
on the Bonds will not be, directly or indirectly (i) secured by any interest in (A)
property used or to be used in any activity carried on by any person other than a state
or local governmental unit or (B) payments in respect of such property or (ii) on a
present value basis, derived from payments (whether or not by or to the City) in
respect of property, or borrowed money, used or to be used in any activity carried on
by any person other than a state or local governmental unit.
C. None of the proceeds of the Bonds is to be used, directly or indirectly, to
make or finance loans to persons other than a state or local governmental unit.
-31-
D. No user of the any of the acquisitions or improvements of the City •
acquired or improved with the proceeds of the Prior Bonds or to be acquired or
improved as part of the 1997 Capital Funding and no user of the improved alleyways
or the fleet vehicles, to be financed with proceeds of the Bonds, other than the City or
another governmental unit, will use the same on any basis other than the same basis as
the general public; and no person, other than the City or another governmental unit,
will be a user of such infrastructure as a result of (i) ownership or (ii) actual or
beneficial use pursuant to a lease, a management or incentive payment contract, or (iii)
any other arrangement.
Section 17. General Arbitrage Covenants. The City represents and certifies as
follows with respect to the Bonds:
A. All proceeds of the Series 1993 Bond Anticipation Bonds and the Prior
Bonds have been expended for the purposes for which issued. With respect to the 1997 •
Bonds Capital Improvements (hereinafter also referred to as the "Project"), the City
has heretofore incurred, or within six months after delivery of the Bonds expects to
incur, substantial binding obligations to be paid for with money received from the sale
of the Bonds, said binding obligations comprising binding contracts for the Project in
not less than the amount of $1,000,000.
B. More than 90% of the proceeds of the Bonds to be issued for the Project
will be expended on or before May 1, 2000, for the purpose of paying the costs of the
Project, said date being within three years following the date of issue of the Bonds.
C. All of the principal proceeds of the Bonds issued for the Project, and
investment earnings thereon, will be used, needed and expended for the purpose of
paying the costs the Project, including expenses incidental thereto.
-32-
• D. Work on the Project is expected to proceed with due diligence to
completion.
E. Except for the Bond Fund, the City has not created or established and will
not create or establish any sinking fund, reserve fund or any other similar fund to
provide for the payment of the Bonds. The Bond Fund has been established and will be
funded in a manner primarily to achieve a proper matching of revenues and debt
service, and will be depleted at least annually to an amount not in excess of 1/12th the
particular annual debt service on the Bonds. Money deposited into the Bond Fund will
be spent within a 13-month period beginning on the date of deposit, and investment
earnings in the Bond Fund will be spent or withdrawn from the Bond Fund within a
one-year period beginning on the date of receipt.
F. Amounts of money related to the Bonds required to be invested at a yield
• not materially higher than the yield on the Bonds, as determined pursuant to such tax
certifications or agreements as the City officers may make in connection with the
issuance of the Bonds, shall be so invested; and appropriate City officers are hereby
authorized to make such investments.
G. The City has not been notified of any disqualification or proposed
disqualification of it by the Commissioner of the Internal Revenue Service as a bond
issuer which may certify bond issues under applicable Treasury Regulations under
Section 148 of the Code.
The City further certifies and covenants as follows with respect to the requirements of
Section 148(f) of the Code, relating to the rebate of "excess arbitrage profits" (the "Rebate
Requirement") to the United States:
•
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H. Unless an applicable exception to the Rebate Requirement is available to •
the City, the City will meet the Rebate Requirement.
I. Relating to applicable exceptions, either of the Designated Officers is
hereby authorized to make such elections under the Code as either such officer shall
deem reasonable and in the best interests of the City. If such election may result in a
"penalty in lieu of rebate" as provided in the Code, and such penalty is incurred (the
"Penalty"), then the City shall pay such Penalty.
J. The officers of the City shall cause to be established, at such time . and in
such manner as they may deem necessary or appropriate hereunder, a "General
Obligation Corporate Purpose Bonds, Series 1997, Rebate [or Penalty, if applicable]
Fund" (the "Rebate Fund") for the Bonds, and such officers shall further, not less
frequently than annually, cause to be transferred to the Rebate Fund the amount
determined to be the accrued liability under the Rebate Requirement or Penalty. Said .
officers shall cause to be paid to the U.S., without further order or direction from the
City Council, from time to time as required, amounts sufficient to meet the Rebate
Requirement or to pay the Penalty.
K. Interest earnings in the Project Fund and the Bond Fund are hereby
authorized to be transferred, without further order or direction from the City
Council, from time to time as required, to the Rebate Fund for the purposes herein
provided; and proceeds of the Bonds and other funds of the City are also hereby
authorized to be used to meet the Rebate Requirement or to pay the Penalty, but only
if necessary after application of investment earnings as aforesaid and only as
appropriated by the City Council.
U
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The City also certifies and further covenants with the purchasers and registered owners of
• the Bonds from time to time outstanding that moneys on deposit in any fund or account in
connection with the Bonds, whether or not such moneys were derived from the proceeds of
the sale of the Bonds or from any other source, will not be used in a manner which will
cause the Bonds to be "arbitrage bonds" within the meaning of Code Section 148 and any
lawful regulations promulgated thereunder, as the same presently exist or may from time to
time hereafter be amended, supplemented or revised.
Section 18. Further Tax Covenants. The City agrees to comply with all provisions
of the present Code which, if not complied with by the City, would cause the Bonds not to be
Tax-exempt. In furtherance of the foregoing provisions, but without limiting their general-
ity, the City agrees: (a) through its officers, to make such further specific covenants, repre-
sentations as shall be truthful, and assurances as may be necessary or advisable; (b) to com-
ply with all representations, covenants and assurances contained in certificates or agreements
,x • x.
as may be prepared by counsel approving the Bonds; (c) to consult with such counsel and to
•
comply with such advice as may be given; (d) to file such forms, statements and supporting
documents as may be required and in a timely manner; and (e) if deemed necessary or advis-
able by its officers, to employ and pay fiscal agents, financial advisors, attorneys and other
persons to assist the City in such compliance.
Section 19. Reimbursement. None of the proceeds of the Bonds will be used to pay,
directly or indirectly, in whole or in part, for an expenditure that has been paid by the City
prior to the date hereof except architectural or engineering costs incurred prior to
commencement of any of the 1997 Bonds Capital Improvements or expenditures for which
an intent to reimburse it as properly declared under Treasury Regulations Section 1.103-18.
This Ordinance is in itself a declaration of official intent under Treasury Regulations Section
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1.103-18 as to all costs of the 1997 Bonds Capital Improvements paid after the date hereof •
and prior to issuance of the Bonds.
Section 20. Opinion of Counsel Exception. The City reserves the right to use or
invest moneys in connection with the Bonds in any manner, or to make changes in the 1997
Bonds Capital Improvements list, or to use the City infrastructure acquired, constructed or
improved with proceeds of the Series 1997 Bond Anticipation Bonds or the Prior Bonds or
as part of the 1997 Bonds Capital Improvements in any manner, notwithstanding the
representations and covenants in Sections 16 through 19 herein, provided it shall first have
received an opinion from an attorney or a firm of attorneys of nationally recognized
standing in matters pertaining to Tax-exempt bonds to the effect that use or investment of
such moneys or the changes in or use of such infrastructure as contemplated will not result
in loss or impairment of Tax-exempt status for the Bonds.
Section 21. Continuing Disclosure. The Mayor or the City Clerk of the City is •
hereby authorized, empowered and directed to execute and deliver the Continuing Disclosure
Undertaking (the "Continuing Disclosure Undertaking") substantially in the form attached
hereto as Exhibit B to this Ordinance, made a part hereof by this reference, and hereby
approved; the officer signatory to such Continuing Disclosure Undertaking being hereby
authorized and directed to execute same, his or her execution to constitute conclusive proof
of action in accordance with this Ordinance, and approval of all completions or revisions
necessary or appropriate to such undertaking. When the Continuing Disclosure Undertaking
is executed and delivered on behalf of the City as herein provided, the Continuing Disclosure
Undertaking will be binding upon the City and the officers, employees and agents of the
City, and the officers, employees and agents of the City are hereby authorized, empowered
and directed to do all such acts and things and to execute all such documents as may be
•
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necessary to carry out and comply with the provisions of the Continuing Disclosure
• Undertaking as executed. Notwithstanding any other provision of this Ordinance, the sole
remedies for failure to comply with the Continuing Disclosure Undertaking shall be the
ability of the beneficial owner of any Bond to seek mandamus or specific performance by
court order, to cause the City to comply with its obligations under the Continuing Disclosure
Undertaking.
Section 22. Taxes Previously Levied. The taxes previously levied to pay principal of
and interest on the Prior Bonds, to the extent such principal and interest is provided for
from the proceeds of the Bonds or from the Escrow Account under the Escrow Agreement
as hereinabove described, shall be abated. The filing of a certificate of abatement with the
County Clerk shall constitute authority and direction for the County Clerk to make such
abatement. Taxes previously levied which are either on hand or cannot be abated (already in
the process of extension) shall be used for lawful corporate capital projects identified in the
t
• City current Capital Improvement Plan and for which funds are otherwise not currently
available, thus decreasing the City's need to borrow for such purposes in the future.
Section 23. Pertaining to the Bond Registrar. If requested by the Bond Registrar or
the Paying Agent, or both, any officer of the City is authorized to execute standard forms of
agreements between the City and the Bond Registrar or Paying Agent with respect to the
obligations and duties of the Bond Registrar or Paying Agent under this Ordinance. In
addition to the terms of such agreements and subject to modification thereby, the Bond
Registrar and Paying Agent by acceptance of duties under this Ordinance agree (a) to act as
bond registrar, paying agent, authenticating agent, and transfer agent as provided herein; (b)
as to the Bond Registrar, to maintain a list of Bondholders as set forth herein and to furnish
such list to the City upon request, but otherwise to keep such list confidential to the extent
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permitted by law; (c) as to the Bond Registrar, to cancel and/or destroy Bonds which have •
been paid at maturity or upon redemption or submitted for exchange or transfer; (d) as to
the Bond Registrar, to furnish the City at least annually a certificate with respect to Bonds
cancelled and/or destroyed; and (e) to furnish the City at least annually an audit confirmation
of Bonds paid, Bonds outstanding and payments made with respect to interest on the Bonds.
The City covenants with respect to the Bond Registrar, and the Bond Registrar further
covenants and agrees as follows: (A) The City shall at all times retain a Bond Registrar with
respect to the Bonds; it will maintain at the designated office(s) of such Bond Registrar a
place or places where Bonds may be presented for payment, registration, transfer or
exchange; and it will require that the Bond Registrar properly maintain the Bond Register
and perform the other duties and obligations imposed upon it by this Ordinance in a manner
consistent with the standards, customs and practices of the municipal securities industry. (B)
The Bond Registrar shall signify its acceptance of the duties and obligations imposed upon it
by this Ordinance by executing the certificate of authentication on any Bond, and by such
execution the Bond Registrar shall be deemed to have certified to the City that it has all
requisite power to accept and has accepted such duties and obligations not only with respect
to the Bond so authenticated but with respect to all the Bonds. Any Bond Registrar shall be
the agent of the City and shall not be liable in connection with the performance of its duties
except for its own negligence or willful wrongdoing. Any Bond Registrar shall, however, be
responsible for any representation in its certificate of authentication on Bonds. (C) The City
may remove the Bond Registrar at any time. In case at any time the Bond Registrar shall
resign, shall be removed, shall become incapable of acting, or shall be adjudicated a
bankrupt or insolvent, or if a receiver, liquidator, or conservator of the Bond Registrar or
of the property thereof shall be appointed, or if any public officer shall take charge or
•
c:
control of the Bond Registrar or of the property or affairs thereof, the City covenants and
agrees that it will thereupon appoint a successor Bond Registrar. The City shall give notice
of any such appointment made by it to each registered owner of any Bond within twenty
days after such appointment in the same manner, or as nearly the same as may be
practicable, as for a redemption of Bonds. Any Bond Registrar appointed under the
provisions of this Section shall be a bank, trust company, or national banking association
maintaining its principal corporate trust office in Illinois, and having capital and surplus and
undivided profits in excess of $10,000,000. The City Clerk of the City is hereby directed to
file a certified copy of this Ordinance with the Bond Registrar and the Paying Agent.
Section 24. Defeasance. Any Bond or Bonds which (a) are paid and cancelled, (b)
which have matured and for which sufficient sums been deposited with the Paying Agent to
pay all principal and interest due thereon, or (c) for which sufficient funds and Defeasance
Obligations have been deposited with the Paying Agent or similar institution to pay, taking
• into account investment earnings on such obligations, all principal of and interest on such
Bond or Bonds when due at maturity or as called for redemption, pursuant to an irrevocable
•
escrow or trust agreement, shall cease to have any lien on or right to receive or be paid
from the Pledged Taxes and shall no longer have the benefits of any covenant for the
registered owners of outstanding Bonds as set forth herein as such relates to lien and security
of the outstanding Bonds. All covenants relative to the Tax-exempt status of the Bonds; and
payment, registration, transfer, and exchange; are expressly continued for all Bonds whether
outstanding Bonds or not. For purposes of this section, "Defeasance Obligations" means (a)
direct and general full faith and credit obligations of the United States Treasury ("Directs"),
(b) certificates of participation or trust receipts in trusts comprised wholly of Directs or (c)
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other obligations unconditionally guaranteed as to timely payment by the United States •
Treasury.
Section 25. Publication of Ordinance. A full, true and complete copy of this
Ordinance shall be published within ten days after passage in pamphlet form by authority of
the City Council.
Section 26. Superseder and Effective Date. All ordinances, resolutions and orders,
or parts thereof, in conflict herewith, are to the extent of such conflict hereby superseded;
and this Ordinance shall be in full force and effect immediately upon its passage, approval
and publication.
AYES Aldermen -Drummer, Guthrie, Moran, Jacobi and Feldman
NAYS:,,, o
ABSENT: Alderman- Newman. Hevdemann, Kent, and Engelman •
ADOPTED: April 8, 1997
APPR vED: April 8, 1997
Ma or, City of Evanston
Coo County, Illinois
RECORDED In City Records: April 9, 1997.
PUBLISHED in pamphlet form by authority of the City Council on April 9, 1997.
ttes
_P�ty Clerk, City of Evanston
Cook County, Illinois
lulls
•
STATE OF ILLINOIS )
) SS
COUNTY OF COOK )
CERTIFICATION OF MINUTES AND ORDINANCE
I, the undersigned, do hereby certify that I am the duly qualified and acting City Clerk
of the City of Evanston, Cook County, Illinois (the "City"), and as such official I am the
keeper of the official journal of proceedings, books, records, minutes and files of the City
and of the City Council (the "City Council") thereof.
I do further certify that the foregoing is a full, true and complete transcript of that
portion of the minutes of the meeting of the City Council held on the 8th day of April 1997
insofar as the same relates to the adoption of an ordinance numbered 41-0-97 and entitled:
AN ORDINANCE providing for the issuance of not to exceed
$37,500,000 General Obligation Corporate Purpose Bonds, Series
1997, of the City of Evanston, Cook County, Illinois, and providing
for the levy and collection of a direct annual tax for the payment of
the principal of and interest on said bonds.
a true, correct and complete copy of which said ordinance as adopted at said meeting appears
in the foregoing transcript of the minutes of said meeting.
I do further certify that the deliberations of the City Council on the adoption of the
ordinance were taken openly; that the vote on the adoption of the ordinance was taken
openly; that the meeting was held at a specified time and place convenient to the public; that
an agenda for the meeting was posted at the location where the meeting was held and at the
principal office of the Board at least 48 hours in advance of the holding of the meeting; that
notice of the meeting was duly given to all newspapers, radio or television stations and other
news media requesting such notice; and that the meeting was called and held in strict
compliance with the provisions of the Open Meetings Act of the State of Illinois, as amended,
and the Illinois Municipal Code, as amended, and that the City Council has complied with all
of the provisions of the act and code so cited and with all of the procedural rules of the City
Council in the adoption of the ordinance.
IN WITNESS WHEREOF I hereunto affix my official signature and the seal of the City
this day of 1997.
[SEAL]
40
City Clerk
STATE OF ILLINOIS )
) SS
COUNTY OF COOK }
CERTIFICATE OF PUBLICATION IN PAMPHLET FORM
I, the undersigned, do hereby certify that I am the duly qualified and acting City Clerk
of the City of Evanston, Cook County, Illinois (the "City"), and as such official I am the
keeper of the official journal of proceedings, books, records, minutes, and files of the City
and of the City Council (the "City Council") thereof.
I do further certify that on the 9th day of April 1997 there was published in pamphlet
form, by authority of the City Council, a true, correct and complete copy of Ordinance
Number 41-0-97 of the City providing for the issuance of not to exceed $37,500,000
General Obligation Corporate Purpose Bonds, Series 1997, dated May 1, 1997, of the City
and that said ordinance as so published was on said date readily available for public
inspection and distribution, in sufficient number to meet the needs of the general public, at
my office as City Clerk located in the City.
IN WITNESS WHEREOF I have affixed hereto my official signature and the seal of the
City this day of 1997.
City Clerk
[SEAL]
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