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The Board of Trustees of the University of Illinois NEW ISSUE RATINGS (See “DESCRIPTION OF RATINGS” herein) BOOK-ENTRY-ONLY Moody’s: Aa3 Standard & Poor’s: AA- In the opinion of Katten Muchin Rosenman LLP, Bond Counsel, under existing law, the interest portion of the Installment Payments under the Installment Purchase Contracts relating to the Series 2014A and Series 2014C Certificates (the “Tax-Exempt Certificates”), for so long as such Installment Purchase Contracts are in effect (the “Tax-Exempt Certificate Interest”), is not includable in the gross income of the owners of the Tax-Exempt Certificates for Federal income tax purposes and, assuming continuing compliance with the applicable requirements of the Internal Revenue Code of 1986, will continue to be excluded from the gross income of the owners of the Tax-Exempt Certificates for Federal income tax purposes. Tax-Exempt Certificate Interest is not an item of tax preference for purposes of computing individual or corporate alternative minimum taxable income but is taken into account when computing corporate alternative minimum taxable income for purposes of the corporate alternative minimum tax. Interest on all Series of the Certificates is subject to present Illinois income taxes. See “TAX MATTERS” herein. $65,255,000 CERTIFICATES OF PARTICIPATION (REFUNDING) $25,055,000 $11,040,000 $29,160,000 Series 2014A Taxable Series 2014B Series 2014C Evidencing Proportionate Interests in Installment Payments to be Made by THE BOARD OF TRUSTEES OF THE UNIVERSITY OF ILLINOIS Dated: Date of Issuance Due: As shown on inside cover This Official Statement has been prepared by the Board of Trustees of the University of Illinois (the Board“ ”) to provide information with respect to the Certificates of Participation (Refunding), Series 2014A, Taxable Series 2014B and Series 2014C (collectively the Series“ 2014 Certificates”). Selected information is presented on the cover page for the convenience of the user. Investors must read the entire Official Statement to obtain information essential to making an informed investment decision. Holders and prospective purchasers of the Series 2014 Certificates after the date hereof should be aware that certain information contained in this Official Statement may no longer be accurate and should refer to the revisions, supplements and additions to this Official Statement, if any, or any new offering materials for current information after such date. THE SERIES 2014 CERTIFICATES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, BY VIRTUE OF THE EXEMPTION FROM REGISTRATION PROVIDED IN SECTION 3(a)(2) THEREOF. The Series 2014 Certificates are being issued as fully registered securities in denominations of $5,000 or any integral multiple thereof, pursuant to a Resolution of the Board adopted on November 13, 2014 (the “Resolution”). The Series 2014 Certificates and any additional Parity Certificates, as defined herein, are hereinafter collectively defined as theCertificates “ .” The proceeds of the Series 2014A Certificates, together with other funds of the Board, will be used to (i) provide for the refunding of a portion of the Board’s outstanding Certificates of Participation (Refunding and Projects), Series 2007A (the Series 2007A“ Certificates”) and (ii) pay costs incidental to the issuance of the Series 2014A Certificates. The proceeds of the Series 2014B Certificates, together with other funds of the Board, will be used to (i) provide for the refunding of the Board’s outstanding Certificates of Participation (UIC College of Medicine Research Building Project), Taxable Series 2005 and (ii) pay costs incidental to the issuance of the Series 2014B Certificates. The proceeds of the Series 2014C Certificates, together with other funds of the Board, will be used to (i) provide for the refunding of the Board’s outstanding Certificates of Participation (Academic Facilities Projects), Series 2006A and (ii) pay costs incidental to the issuance of the Series 2014C Certificates. See “PLAN OF FINANCE” herein. Each Series of the Series 2014 Certificates evidences and represents an undivided proportionate interest in certain Installment Payments required under one or more separate Installment Purchase Contracts to be paid by the Board to the Trustee under the Indenture securing such Series of Certificates. The Board has covenanted to include in each annual operating budget for the University an amount of Legally Available Non-Appropriated Funds which will be sufficient to make the Installment Payments and Additional Payments under each Installment Purchase Contract when due in each fiscal year. The Series 2014A Certificates are being issued as Parity Certificates with the Series 2007A Certificates which will remain outstanding following the partial redemption of the Series 2007A Certificates provided for herein. Subject to certain conditions and limitations described herein, additional Parity Certificates of equal rank with each Series of the Series 2014 Certificates may be issued from time to time. Interest on the Series 2014A Certificates will be payable on April 1, 2015 and thereafter semiannually on April 1 and October 1 of each year; interest on the Series 2014B Certificates will be payable on February 15, 2015 and thereafter semiannually on February 15 and August 15 of each year; and interest on the Series 2014C Certificates will be payable on March 15, 2015 and thereafter semiannually on March 15 and September 15 of each year; in each case to and including the date of maturity or redemption, whichever is earlier, at the designated corporate trust office of The Bank of New York Mellon Trust Company, N.A. (the Trustee“ ”). The Series 2014 Certificates are subject to optional and mandatory redemption as more fully described herein. See “DESCRIPTION OF THE SERIES 2014 CERTIFICATES–Redemption.” The Series 2014 Certificates are offered when, as and if issued and received by the Underwriters, subject to prior sale, withdrawal or modification of the offer without notice, and to the approving legal opinion of Katten Muchin Rosenman LLP, Chicago, Illinois, as Bond Counsel. Certain legal matters will be passed upon for the Board by its University Counsel, Thomas R. Bearrows, Esq., Chicago, Illinois and its special counsel, Freeborn & Peters LLP, Chicago, Illinois, and for the Underwriters by their counsel, Burke, Warren, MacKay & Serritella, P.C., Chicago, Illinois. Acacia Financial Group, Inc., Chicago, Illinois, is serving as financial advisor to the Board. It is expected that the Series 2014 Certificates will be available for delivery through the facilities of DTC in New York, New York on or about December 23, 2014. RBC Capital Markets Siebert Brandford Shank & Co., L.L.C. The date of this Official Statement is December 11, 2014 MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS AND CUSIPS $65,255,000 CERTIFICATES OF PARTICIPATION (REFUNDING) $25,055,000 SERIES 2014A Maturity (October 1) Amount Rate Yield Price CUSIP+ 2015 $2,095,000 4.000% 0.350% 102.811 914331KG7 2016 2,175,000 4.000% 0.620% 105.947 914331KH5 2017 2,265,000 5.000% 0.950% 111.053 914331KJ1 2018 2,395,000 5.000% 1.350% 113.377 914331KK8 2019 2,510,000 5.000% 1.710% 115.012 914331KL6 2020 2,655,000 5.000% 2.040% 116.038 914331KM4 2021 2,785,000 5.000% 2.290% 116.907 914331KN2 2022 1,325,000 5.000% 2.500% 117.556 914331KP7 2023 1,460,000 5.000% 2.620% 118.540 914331KQ5 2024 1,595,000 5.000% 2.730% 119.351 914331KR3 2025 1,685,000 5.000% 2.860% 118.127* 914331KS1 2026 2,110,000 5.000% 2.950% 117.289* 914331KT9 * Priced to October 1, 2024 call date. $11,040,000 TAXABLE SERIES 2014B Maturity (February 15) Amount Rate Yield Price CUSIP+ 2016 $1,140,000 1.308% 1.308% 100.000 914331LE1 2017 1,155,000 1.853% 1.853% 100.000 914331LF8 2018 1,180,000 2.252% 2.252% 100.000 914331LG6 2019 1,205,000 2.652% 2.652% 100.000 914331LH4 2020 1,240,000 2.990% 2.990% 100.000 914331LJ0 2021 1,270,000 3.340% 3.340% 100.000 914331LK7 2022 1,320,000 3.471% 3.471% 100.000 914331LL5 2023 1,360,000 3.571% 3.571% 100.000 914331LM3 2024 1,170,000 3.721% 3.721% 100.000 914331LN1 $29,160,000 SERIES 2014C Maturity (March 15) Amount Rate Yield Price CUSIP+ 2017 $2,320,000 5.000% 0.820% 109.207 914331KU6 2018 2,430,000 5.000% 1.210% 111.960 914331KV4 2019 2,555,000 5.000% 1.580% 113.931 914331KW2 2020 2,685,000 5.000% 1.890% 115.408 914331KX0 2021 2,815,000 5.000% 2.170% 116.399 914331KY8 2022 2,960,000 5.000% 2.390% 117.227 914331KZ5 2023 3,110,000 5.000% 2.570% 117.913 914331LA9 2024 3,260,000 5.000% 2.680% 118.851 914331LB7 2025 3,430,000 5.000% 2.830% 117.510* 914331LC5 2026 3,595,000 5.000% 2.930% 116.626* 914331LD3 * Priced to March 15, 2024 call date. + Copyright © 2014, American Bankers Association. CUSIP data provided by Standard & Poor’s CUSIP Service Bureau, a division of The McGraw Hill Companies, Inc. The CUSIP numbers listed above are being provided solely for the convenience of Series 2014 Certificate holders only at the time of issuance of the Series 2014 Certificates, and the Board 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 being changed after the issuance of the Series 2014 Certificates 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 2014 Certificates.
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