Sales Tax Revenue Bonds 2018
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NEW ISSUE – BOOK ENTRY ONLY RATINGS: S&P Global Ratings: AAA (stable outlook) Kroll Bond Rating Agency: AAA (stable outlook) (See “RATINGS,” herein) In the opinion of Ice Miller LLP and Pugh, Jones & Johnson, P.C., Co-Bond Counsel, conditioned on continuing compliance with the Tax Covenants (as hereafter defined) under existing laws, judicial decisions, regulations and rulings, the interest on the Series 2018 Bonds (as hereinafter defined) is excludable from gross income for purposes of federal income tax pursuant to Section 103 of the Internal Revenue Code of 1986 as amended and in effect on the date of delivery of the Series 2018 Bonds, and is not a specific preference item for purposes of the federal alternative minimum tax, although Co-Bond Counsel observe that it is included in adjusted current earnings in calculating corporate alternative minimum taxable income for taxable years that began prior to January 1, 2018. In the opinion of Co-Bond Counsel, under present laws, judicial decisions, regulations and rulings, interest on the Series 2018 Bonds is not exempt from income taxation in the State of Illinois. See “TAX MATTERS” herein. $155,630,000 THE COUNTY OF COOK, ILLINOIS SALES TAX REVENUE BONDS, SERIES 2018 Dated: Date of Issuance Due: November 15, as shown on the inside cover The Sales Tax Revenue Bonds, Series 2018 (the “Series 2018 Bonds”) will be issued by The County of Cook, Illinois (the “County”) pursuant to a Master Trust Indenture dated as of August 1, 2012 (the “Master Trust Indenture”), as heretofore supplemented and as further supplemented by a Fourth Supplemental Trust Indenture dated as of August 1, 2018 (the “Fourth Supplemental Indenture,” and, together with the Master Trust Indenture, the “Indenture”), between the County and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”). The Series 2018 Bonds are fully registered bonds issued in the name of Cede & Co., as registered owner and nominee of The Depository Trust Company, New York, New York (“DTC”). DTC will act as securities depository for the Series 2018 Bonds. Purchasers of the Series 2018 Bonds will not receive certificates representing their interests in the Series 2018 Bonds purchased. Interest on the Series 2018 Bonds is payable on May 15 and November 15 of each year, commencing November 15, 2018. Principal of, premium, if any, and interest on the Series 2018 Bonds will be paid by the Trustee to DTC, which in turn will remit such principal, premium, if any, and interest payments to its participants for subsequent disbursement to the beneficial owners of the Series 2018 Bonds. As long as Cede & Co. is the registered owner as nominee of DTC, payments on the Series 2018 Bonds will be made to such registered owner, and disbursal of such payments to beneficial owners will be the responsibility of DTC and its participants. See “THE SERIES 2018 BONDS – Book- Entry System” herein. The Series 2018 Bonds will be subject to optional redemption prior to maturity at the prices, in the manner and at the times set forth in this Official Statement. The Series 2018 Bonds will be issued to provide funds to (i) refund all or a portion of the County’s $125,000,000 original principal amount of General Obligation Bonds, Series 2014D (the “Prior Bonds”), the proceeds of which were used to finance certain capital projects, (ii) finance or refinance the construction, equipping, altering or repair of various County facilities (collectively, such refinanced and to be financed projects hereinafter referred to as theSeries “ 2018 Projects”), and (iii) pay the expenses of issuing the Series 2018 Bonds and refunding all or a portion of the Prior Bonds. The Series 2018 Bonds will be limited obligations of the County and will be payable solely from the Pledged Sales Tax Revenues described herein and from amounts on deposit in certain funds, accounts and sub-accounts established pursuant to the Indenture. THE SERIES 2018 BONDS WILL NOT REPRESENT OR CONSTITUTE A DEBT OF THE COUNTY OR OF THE STATE WITHIN THE MEANING OF ANY CONSTITUTIONAL OR ANY STATUTORY LIMITATION OR A PLEDGE OF THE FULL FAITH AND CREDIT OF THE COUNTY OR OF THE STATE OR GRANT TO THE OWNERS THEREOF ANY RIGHT TO HAVE THE COUNTY LEVY ANY TAXES, OTHER THAN HOME RULE SALES TAXES, OR HAVE THE GENERAL ASSEMBLY LEVY ANY TAXES OR APPROPRIATE ANY FUNDS FOR THE PAYMENT OF THE PRINCIPAL OF, PREMIUM, IF ANY, OR INTEREST ON THE SERIES 2018 BONDS. THE OWNERS OF THE SERIES 2018 BONDS SHALL, HOWEVER, HAVE THE RIGHT TO ENFORCE THE COVENANTS OF THE COUNTY DESCRIBED HEREIN UNDER THE CAPTION “SECURITY FOR THE SERIES 2018 BONDS – COVENANT REGARDING PLEDGED SALES TAX REVENUES.” THE SERIES 2018 BONDS ARE PAYABLE SOLELY FROM THE PLEDGED SALES TAX REVENUES DESCRIBED HEREIN AND SOURCES PLEDGED FOR THEIR PAYMENT IN ACCORDANCE WITH THE INDENTURE. The Series 2018 Bonds are offered when, as and if issued by the County and accepted by the Underwriters, subject to prior sale, withdrawal or modification of the offer without notice and to the approval of their validity by Ice Miller LLP Chicago, Illinois, and Pugh, Jones & Johnson, P.C., Chicago, Illinois, Co-Bond Counsel, and certain other conditions. Certain legal matters will be passed upon for the Underwriters by Charity & Associates, P.C., Chicago, Illinois, Underwriters’ Counsel. Greenberg Traurig, LLP, Chicago, Illinois, and Burke Burns & Pinelli, Ltd. Chicago, Illinois, will serve as Co-Disclosure Counsel. Kutak Rock LLP, Chicago, Illinois, will serve as Special Disclosure Counsel to the County with respect to pension disclosure matters. It is expected that delivery of the Series 2018 Bonds in definitive form will take place through the facilities of DTC on or about August 22, 2018. LOOP CAPITAL MARKETS BARCLAYS PNC CAPITAL MARKETS LLC ESTRADA HINOJOSA MELVIN & COMPANY SIEBERT CISNEROS SHANK & CO., L.L.C. Dated: August 9, 2018 MATURITY SCHEDULE $155,630,000 Sales Tax Revenue Bonds, Series 2018 Maturity Principal CUSIP† November 15 Amount Coupon Yield Price* (Base: 213248) 2019 $ 5,000,000 3.00% 1.61% 101.685 BM8 2020 10,000,000 4.00% 1.81% 104.764 BN6 2027 5,000,000 5.00% 2.79% 117.871 BP1 2028 5,000,000 5.00% 2.91% 116.807* BQ9 2029 5,000,000 5.00% 3.02% 115.842* BR7 2030 5,000,000 5.00% 3.11% 115.059* BS5 2031 5,000,000 5.00% 3.18% 114.454* BT3 2032 16,515,000 5.00% 3.22% 114.111* BU0 2033 16,515,000 5.00% 3.27% 113.683* BV8 2034 10,020,000 4.00% 3.63% 102.875* BW6 2034 6,500,000 5.00% 3.33% 113.172* BX4 2035 16,520,000 5.25% 3.31% 115.316* BY2 2036 16,520,000 5.25% 3.35% 114.973* BZ9 2037 16,520,000 4.00% 3.82% 101.384* CA3 2038 16,520,000 4.00% 3.84% 101.228* CB1 * Priced to optional call date of November 15, 2027. † Copyright 2018, American Bankers Association. CUSIP data herein is provided by CUSIP Global Services which is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. The CUSIP numbers listed are being provided solely for the convenience of the bondholders only at the time of sale of the Series 2018 Bonds and the Authority does not make any representation with respect to such numbers or undertake any responsibility for their accuracy now or at any time in the future. The CUSIP number for a specific maturity is subject to change after the sale of the Series 2018 Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of such maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by investors that is applicable to all or a portion of certain maturities of the Series 2018 Bonds. Certain information contained or incorporated by reference in this Official Statement has been obtained by the County from DTC and other sources that are deemed reliable. No representation or warranty is made, however, as to the accuracy or completeness of such information by the Underwriters or the County. Nothing contained or incorporated by reference in this Official Statement is or shall be relied on as a promise or representation by the Underwriters. This Official Statement is being used in connection with the sale of securities as referred to herein and may not be used, in whole or in part, for any other purpose. The delivery of this Official Statement at any time does not imply that information herein is correct as of any time subsequent to its date. No dealer, broker, salesman or other person has been authorized to give any information or to make any representation other than as contained in this Official Statement. Any such other information or representations must not be relied upon as statements of the County or of the Underwriters. This Official Statement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the Series 2018 Bonds by any person in any jurisdiction in which it is unlawful to make such an offer, solicitation or sale. The information set forth in this Official Statement is not guaranteed as to accuracy or completeness. Unless otherwise indicated, the County is the source of the tables and statistical and financial information contained in this Official Statement, except information relating to governmental bodies other than the County, which has been obtained from those governmental bodies or from other sources.