HomeMy WebLinkAboutORDINANCES-1993-050-O-93ORDINANCE NUMBER 50-0-93
AN ORDINANCE providing for the issuance of $46,820,000 General
Obligation Bond Anticipation Bonds, Series 1993, of the City of
Evanston, Cook County, Illinois, and providing for the security for
and payment of said bonds.
WHEREAS 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; and
WHEREAS 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; and
WHEREAS the City has considered an updated Capital Improvement Plan for the years
1993 through 1997, and 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 certain capital projects set forth in the Plan, more particularly itemized as follows: (A)
Phase III Sewer Improvements (Main Street Tunnel) ( "Phase 111 Sewer") at an estimated cost
of $22,175,000; (B) Completion of the Evanston Public Library ("Library"), plus
capitalized interest on that portion of the bonds necessary for such costs through final
maturity, at an estimated cost of $17,895,000; and (C) Redevelopment Project Costs
( "Redevelopment") at the Howard/Hartrey Redevelopment Project Area, plus capitalized
interest on that portion of the bonds necessary for such costs through final maturity, at an
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estimated cost of $6,750,000 (collectively, the "1993 Capital Improvements") and subject to
amendment for such other corporate purposes as the City Council may determine as
hereinafter provided; and
WHEREAS the estimated cost to the City of the 1993 Capital Improvements is the sum
of $46,820,000, plus the estimated available amount of interest earnings on said sum prior to
expenditure; and
WHEREAS it is necessary for that purpose that a sum to pay such costs be borrowed at
this time and in evidence of such indebtedness general obligation bonds of the City be issued
in the principal amount of $46,820,000, and that such indebtedness be incurred in
accordance with the home rule powers of the City, as aforesaid, and without submitting the
question of incurring such indebtedness to the electors of said City for their approval; and
WHEREAS in order to accommodate the borrowing program of the City, including
projected means of repayment and levels of anticipated debt service, the City Council deems
it necessary and advisable to issue such bonds in the form of bond anticipation bonds, having
the intent initially to provide short term capital financing, to be refunded over the course of
the next five years (to maturity) with the proceeds of long term capital bonds;
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. In addition to such other words and terms used and defined
in this ordinance, the following words and terms used in this Ordinance shall have the fol-
lowing meanings, unless, in either case, the context or use clearly indicates another or dif-
ferent meaning is intended:
"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
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Constitution of 1970. 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.
"Bond" or "Bonds" means one or more, as applicable, of the $46,820,000
General Obligation Bond Anticipation Bonds, Series 1993, authorized to be issued by
this Ordinance.
"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.
"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.
"City" means the City of Evanston, Cook County, Illinois.
"City Council" means the City Council of the City.
"Code" means the Internal Revenue Code of 1986.
"Debt Service Fund" means the Debt Service Fund established and defined in
Section 13 of this Ordinance.
"Depository" means Midwest Securities Trust Company, an Illinois 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.
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"Financial Advisor" means R.V. Norene & Associates, Inc., the financial
advisor to the City for the sale of the Bonds.
"Long Term Bonds" means the various series of general obligation corporate
purpose bonds to be issued over the next five years to refund the Bonds.
"Ordinance" means this Ordinance, numbered 50-0-93, and passed by the City
Council on the 13th day of April 1993.
"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.
"Project Fund" means the Project Fund as established and defined in Section 13
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.
"1993 Capital Improvements" means such improvements as described and
defined as such in the preambles to this Ordinance.
Section 2. Incorporation of Preambles. The City Council hereby finds that all of
the recitals contained in the preambles to this Ordinance are true, correct and complete and
does incorporate them into this Ordinance by this reference.
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Section 3. Determination To Issue Bonds; Authorization of Long Term Bonds. It
is necessary and in the -best interests of the City to acquire and construct the 1993 Capital
Improvements for the public health, safety and welfare and to pay all related costs and
expenses incidental thereto, and to borrow money and issue 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 Article VH, Section 6
of the Illinois Constitution.
The Long Term Bonds necessary to refund the Bonds so as to provide reasonable long
term financing for the 1993 Capital Improvements are hereby authorized to be issued at such
times and upon such terms as the City Council may hereafter determine.
Section 4. Bond Details. There shall be issued and sold the Bonds in the aggregate
principal amount of $46,820,000. The Bonds shall each be designated "General Obligation
Bond Anticipation Bond, Series 1993"; be dated the date of actual delivery thereof (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 $5,000 or integral multiples thereof (but no single Bond shall represent
principal maturing on more than one date), shall be numbered consecutively in such fashion
as shall be determined by the Bond Registrar, and shall mature serially on June I of the
years and in the amounts as follows (subject to the right of prior redemption hereinafter
stated):
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YEAR AMOUNT ($)
1994
27,150,000
1995
3,635,000
1996
8,865,000
1997
5,495,000
1998
1,675,000
Each Bond shall bear interest, at a rate not to exceed 6% 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, 1993. So long as the Bonds are held in Book Entry Form as hereinafter more
specifically set forth, interest on each Bond shall be paid to the Depository by check or draft
or electronic funds transfer as may be agreed by the Finance Director, Paying Agent and the
Depository; in the event the Bonds should ever become available in physical form to
registered owners other than the Depository, 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 applicable record date is the 15th day of the
month preceding any regular interest payment date and the 15th day preceding any other
interest payment date which may be occasioned by a redemption of Bonds on a day other
than a regular interest payment date. The principal of 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 or at successor Paying Agent and address.
Section S. 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
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initial issuance, the ownership of each such Bond shall be registered in the Bond Register in
the name of "Kray & Co.", or any successor thereto, as nominee of the Depository. All of
the outstanding Bonds from time to time shall be registered in the Bond Register in the name
of Kray & Co., as nominee of the Depository. The Finance Director and the Paying Agent
and Bond Registrar are authorized to execute and deliver on behalf of the City such letters to
or agreements with the Depository as shall be necessary to effectuate such book -entry system
(any such letter or agreement being referred to herein as the "Representation Letter").
Without limiting the generality of the authority given with respect to entering into such
Representation Letter, 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 Kray & Co., as
nominee of the Depository, the Finance Director and the Paying Agent and Bond Registrar
shall have no 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 and the Paying Agent and Bond Registrar shall have no responsibility or
obligation with respect to (a) the accuracy of the records of the Depository, Kray & Co., 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
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a Bond as shown in the Bond Register, 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. Upon delivery by the Depository to the Bond Registrar of written notice to the effect
that the Depository has determined to substitute a new nominee in place of Kray & Co., and
subject to the provisions hereof with respect to the payment of interest to the registered
owners of Bonds at the close of business on the applicable record date, the name "Kray &
Co." in this Ordinance shall refer to such new nominee of the Depository.
In the event that (a) the City determines that the Depository is incapable of
discharging its responsibilities described herein and in the Representation Letter, (b) the
agreement among the City, the Paying Agent and Bond Registrar and the Depository
evidenced by the Representation Letter 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
that they be able to obtain certificated Bonds, the City shall notify the Depository and 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 Kray & Co., as
nominee of the Depository. The City may determine that the Bonds shall be registered in
the name of and deposited with a successor depository operating a book -entry system, 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. Notwithstanding any other provision of
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this Ordinance to the'contrary, so long as any Bond is registered in the name of Kray & Co.,
as nominee of the Depository, all payments with respect to principal of and interest on such
Bond and all notices with respect to such Bond shall be made and given, respectively, in the
manner provided in the Representation Letter.
Section 6. Execution; Authentication. The Bonds shall be executed on behalf of
the City by the manual or duly authorized facsimile signature of the incumbent Mayor as of
the date of the execution of the Bonds, 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 hereinafter 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 authentication
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 certificate
of authentication on all of the Bonds issued hereunder.
Section 7. Optional Redemption. Each maturity of the Bonds is subject to
redemption at the option of the City, from any available funds, in whole or in part on any
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date on or after March 1 of the year of such maturity (i.e., for the Bonds due June 1, 1996,
on or after March 1, 1996; for the Bonds due June 1, 1997, on or after March 1, 1997; and
so on), 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 of par plus accrued
interest to the date fixed for redemption.
Section 8. Redemption Procedure. The City shall, at least 45 days prior to the
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 principal amount of Bonds of
each maturity 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 Bonds to be redeemed, official notice of any
such redemption shall be given by the Bond 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.
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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.
Such additional notice and information as may be agreed upon with the Depository
shall also be given so long as the Bonds are held by the Depository.
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 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
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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 invali-
date, 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.
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 pay-
ment 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 sur-
render 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.
In addition to the foregoing notice, further notice shall be given by the Bond Registrar
on behalf of the City as set out below, but no defect in said further notice nor any failure to
give all or any portion of such further notice shall in any manner defeat the effectiveness of
a call for redemption if notice thereof is given as above prescribed.
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Each further notice of redemption given hereunder shall contain the information
required above for an official notice of redemption plus (a) the CUSIP numbers of all Bonds
being redeemed; (b) the date of issue of the Bonds as originally issued; (c) the rate of inter-
est borne by each Bond being redeemed; (d) the maturity date of each Bond being redeemed;
and (e) any other descriptive information needed to identify accurately the Bonds being
redeemed.
Each further notice of redemption shall be sent at least 35 days before the redemption
date by registered or certified mail or overnight delivery service to all registered securities
depositories then in the business of holding substantial amounts of obligations of types com-
prising the Bonds (such depositories now including Depository Trust Company of New
York, New York, Midwest Securities Trust Company of Chicago, Illinois and Depository
Trust Company of Philadelphia, Pennsylvania) and to one or more national information
services, chosen in the discretion of the Bond Registrar, that disseminate notice of
redemption of obligations such as the Bonds.
Upon the payment of the redemption price of Bonds being 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 9. 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
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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 trans-
fer or exchange in form satisfactory to the Bond Registrar and duly executed by the regis-
tered 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 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 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 authenti-
cate, 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
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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 suffi-
cient to cover any tax or other governmental charge that may be imposed in connection with
any transfer or exchange of Bonds.
Section 10. 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.
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REGISTERED
NO.
[Form of Bond - Front Side]
UNITED STATES OF AMERICA
STATE OF ILLINOIS
COUNTY OF COOK
CITY OF EVANSTON
GENERAL OBLIGATION BOND ANTICIPATION BOND
SERIES 1993
REGISTERED
See Reverse Side
for Additional
Provisions.
Interest Maturity Dated
Rate: Date: Date: 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
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December 1, 1993, 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
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 applicable record date is the 15th
day of the month preceding any regular interest payment date and the 15th day preceding
any other interest payment date which may be occasioned by a redemption of Bonds on a day
other than a regular interest payment date. 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 Kray & Co., as nominee, or successor for so long as this
Bond is held by Midwest Securities Trust Company, Chicago, Illinois, the Depository, or
nominee, in book -entry only 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
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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 security and payment for the Bonds,
including the pledge of the full faith and credit of the City and the authorization of
refunding bonds to refund the Bonds (as herein defined).
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.
May pro tem, City of Evanston
Cook ounty, Illinois
Attest:
ty Clerk, City of Evanston
Cook County, Illinois
[SEAL]
an
Date of Authentication:
CERTIFICATE OF AUTHENTICATION
This Bond is one of the Bonds de- Bond Registrar and Paying Agent:
scribed in the within -mentioned Ordinance
and is one of the General Obligation Bond American National Bank and Trust
Anticipation Bonds, Series 1993, of the City Company of Chicago
of Evanston, Cook County, Illinois
Chicago, Illinois
American National Bank and Trust
Company of Chicago
as Bond Registrar
By
Authorized Officer
[Form of Bond - Reverse Side]
Thistond is one of a series of bonds (the "Bonds") in the aggregate principal amount
of $46,820,000 issued by the City for the purpose of paying the costs of the 1993 Capital
Improvements and of paying expenses incidental thereto, all as described and defined in the
ordinance 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 passed by the City Council approved by the Mayor of the
City, and published, in all respects as by law required.
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. Upon surrender
for transfer or exchange of this Bond ' at the principal corporate trust office of the Bond
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Registrar in the City of Chicago, Illinois, 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 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.
Each maturity of the Bonds is subject to redemption at the option of the City, from
any available funds, in whole or in part on any date on or after March 1 of the year of such
maturity (i.e., for the Bonds due June 1, 1996, on or after March 1, 1996; for the Bonds due
June 1, 1997, on or after March 1, 1997; and' so on), 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.
Unless waived by the Registered Owner of Bonds to be redeemed, notice of any such
redemption shall be given by the Bond 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. Neither the failure to
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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, ilimit 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.
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 portions of Bonds shall cease to bear inter-
est. Upon surrender of such Bonds for redemption in accordance with said notice, such
Bonds shall be paid by the Bond Registrar at the redemption price. The procedure for the
payment of interest due as part of the redemption price shall be as herein provided for pay-
ment 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.
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.
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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.
Section 11. Security; Payment. The security for the payment of the Bonds
shall be as follows: (A) the proceeds of the Bonds as and to the extent not committed by
contract for expenditure on the 1993 Capital Improvements; (B) the proceeds of the Long
Term Bonds or any short term financing which may be utilized by the City to refund the
Bonds at the time Bonds become due; and (C) the full faith and credit of the City, including
the moneys in the Corporate Fund and the levy of taxes, if deemed necessary, but this
covenant shall not require the levy of taxes in such manner as to pay the Bonds in a timely
fashion, the anticipated means of payment being, as discussed in the above text, the Long
Term Bonds.
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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 security for the Bonds or the
ability of the City either to issue the Long Term Bonds or to levy and collect taxes, if
necessary, to pay the Bonds.
Section 12. 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 99.5% 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 terms
of the Bonds are fair and reasonable in view of current conditions in the bond markets.
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
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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 a Preliminary Official Statement relating to the Bonds 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 a 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.
Section 13. Creation of Funds and Appropriations. Bond proceeds and other funds
of the City as noted are hereby appropriated as follows:
A. Any premium received 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 Bond Anticipation Bonds, Series
1993, 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. $22,750,000 of the Bonds due June 1, 1994, are allocable to the Phase III
Sewer, and amounts to pay interest thereon are hereby appropriated from the City's
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sewer use surcharge, and transfers to the Debt Service Fund for such purpose are
hereby authorized. The remaining interest on the Bonds shall be payable either by
transfer from the Project Fund hereinbelow established as and when needed or be
payable from the proceeds of Long Term Bonds or other refinancing as the City
Council may determine.
C. The principal proceeds of the Bonds shall be set aside in a separate fund,
hereby created, and designated as the "1993 Capital Project Fund" (the "Project
Fund"), hereby created, and be used to pay costs of the 1993 Capital Improvements,
including costs of issuance of the Bonds, and interest on the Bonds as aforesaid.
Alternatively, the Comptroller may allocate such proceeds to one or more related
project funds of the City already in existence; provided, however, that this shall not
relieve the Comptroller of 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 Comptroller shall schedule investments in the Project Fund so
as to accommodate the transfer of moneys to the Debt Service Fund so as timely to
pay interest on the Bonds issued for the Redevelopment and the Library. 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 14. 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:
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A. None of the proceeds of the Bonds (except for proceeds for the
Redevelopment) is to be used, directly or indirectly, in any trade or business carried
on by any person other than a state or local governmental unit.
B. No direct or indirect payments are to be made on any Bond with respect
to any private business use 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.
D. No user of the infrastructure of the City to be improved as part of the
1993 Capital Improvements, 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 15. General Arbitrage Covenants. The City represents and certifies as
follows with respect to the Bonds:
A. With respect to the 1993 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 $100,000.
B. More than 85% of the proceeds of the Bonds will be expended on or
before three years from the date when issued for the purpose of paying the costs of
the Project, said date being within three years following the date of issue of the Bonds.
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C. All of the principal proceeds of the Bonds, and investment earnings
thereon, will be used, needed and expended for the purpose of paying the costs of the
Project, including expenses incidental thereto.
D. Work on the Project is expected to proceed with due diligence to
completion.
E. Except for proceeds of the Bonds in the Project Fund allocable to
capitalized interest and 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 Treasury Regulations Section 1.103-13
(a)(2)(ii) (1979).
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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:
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 Bond Anticipation Bonds, Series 1993, Rebate [or Penalty, if applicable]
Fund" (the "148 Compliance Fund") for the Bonds, and such officers shall further, not
less frequently than annually, cause to be transferred to the 148 Compliance 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 148 Compliance 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,
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but only if necessary after application of investment earnings as aforesaid and only as
appropriated by the City Council.
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 16. Registered Form. The City recognizes that Section 149 of the Code
requires the Bonds to be issued and to remain in fully registered form in order to be and
t_ remain Tax-exempt. In this connection, the City agrees that it will not take any action to
permit the Bonds to be issued in, or converted into, bearer or coupon form.
Section 17. 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
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.
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Section 18. 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 1993 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
1.103-18 as to all costs of the 1993 Capital Improvements paid after the date hereof and
prior to issuance of the Bonds.
Section 19. 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 1993
Capital Improvements list, or to use the City infrastructure acquired, constructed or
improved as part of the 1993 Capital Improvements in any manner, notwithstanding the
representations and covenants in Sections 14 through 18 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 20. Pertaining to the Bond Registrar. If requested by the Bond Registrar or
the Paying Agent, or both, the Designated Officers or the Mayor and City Clerk are
authorized to execute the Bond Registrar's or the Paying Agent's standard form of
agreement between the City and the Bond Registrar (Paying Agent) with respect to the
obligations and duties of such parties hereunder. Subject to modification by the express
terms of any such agreement, the Bond Registrar and Paying Agent for their respective
capacities agree as follows:
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A. .to act as bond registrar, authenticating agent, paying agent and transfer
agent as provided herein;
B. 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 fullest
extent permitted by law;
C. to cancel and/or destroy Bonds which have been paid at maturity, upon
redemption or submitted for transfer or exchange;
D. 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 Clerk of the City is hereby directed to file a copy of this Ordinance with the
Bond Registrar and Paying Agent.
The Village covenants that it shall at all times retain a Bond Registrar and Paying
Agent with respect to the Bonds, that it will maintain at the designated office(s) of such Bond
Registrar and Paying Agent a place or places where Bonds may be presented for payment or
registration of transfer or exchange, and that it shall 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.
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 Bonds, 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
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to the Bond so authenticated but with respect to all the Bonds. The Bond Registrar and
Paying Agent are the agents of the City ,and shall not be liable in connection with the
performance of duties except for their own negligence or willful wrongdoing. The Bond
Registrar shall, however, be responsible for any representation in its certificate of
authentication on the Bonds.
The City may remove the Bond Registrar or the Paying Agent at any time. In case at
any time the Bond Registrar or Paying Agent shall resign, shall be removed, shall become
incapable of acting, or shall be adjudged a bankrupt or insolvent, or°if a receiver, liquidator,
or conservator of the Bond Registrar or Paying Agent or of the property thereof shall be
appointed, or if any public officer shall take charge or control of the Bond Registrar or
Paying Agent or of the property or affairs thereof, the City covenants and agrees that it will
thereupon appoint a successor Bond Registrar or Paying Agent, or both, as may be
applicable. The City shall mail notice of any such appointment made by it to each registered
owner of any Bond within twenty days after such appointment. Any Bond Registrar or
Paying Agent appointed under the provisions of this Section shall be a bank, trust company,
or national banking association maintaining its principal corporate trust office in the City of
Chicago, Illinois, or the Borough of Manhattan, City and State of New York.
Section 21. Defeasance. 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 United States funds and direct
United States Treasury obligations have been deposited with a bank or trust company
authorized to keep trust accounts, taking into account investment earnings on such
obligations, all principal of and interest on Bonds when due at maturity or as called for
redemption, pursuant to an irrevocable escrow or trust agreement, shall cease to have any
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lien on or right to receive or be paid from the moneys pledged hereunder 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 deemed outstanding Bonds or not.
Section 22. 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 23. 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 Fiske. Newman. Drummer. Davis. Brady. Fsrh. Tjeyd xw=7
Washington, Kent, Moran, Nelson, Wollin, Engelman, Rainev. Lanvon. Feldman and Warshaw.
NAYS: None
ABSENT: Alderman Paden
ADOPTED: April 13, 1993
RECORDED In City Records: April, 1993.
APPROVED: April 41
1993
Mayor.p o tem, -City of Evanston
Cook nty, Illinois
PUBLISHED in pamphlet form by authority of the City Council on April ,AQ , 1993.
Attest:
City Clerk, City of Evanston
Cook County, Illinois
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