Illinois Educational Facilities Authority Adjustable Rate Revenue Bonds, the University of Chicago, Series 2001B-1
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SUPPLEMENT NO. 1 DATED FEBRUARY 12, 2018 TO PRELIMINARY REMARKETING MEMORANDUM NO. 15 DATED FEBRUARY 9, 2018 Relating to $60,000,000 Original Principal Amount ILLINOIS EDUCATIONAL FACILITIES AUTHORITY ADJUSTABLE RATE REVENUE BONDS, THE UNIVERSITY OF CHICAGO, SERIES 2001B-1 This Supplement No. 1 dated February 12, 2018 (the “Supplement”) supplements and amends the Preliminary Remarketing Memorandum No. 15 dated February 9, 2018 (the “Preliminary Remarketing Memorandum”), relating to the remarketing of $60,000,000 in original aggregate principal amount of Illinois Educational Facilities Authority Adjustable Rate Revenue Bonds, The University of Chicago, Series 2001B-1. The Preliminary Remarketing Memorandum supplements the Official Statement dated September 27, 2001, as previously supplemented and amended. All capitalized terms used but not otherwise defined herein shall the meanings given to such terms in the Preliminary Remarketing Memorandum. This Supplement is an integral part of the Preliminary Remarketing Memorandum, and the information contained in this Supplement is subject to more complete information contained in the Preliminary Remarketing Memorandum. Except as set forth in this Supplement, the information contained in the Preliminary Remarketing Memorandum has not been amended, modified, supplemented or updated since February 9, 2018. The Preliminary Remarketing Memorandum may not be delivered to any person unless accompanied by this Supplement and should be read in conjunction herewith. This Supplement amends and restates the last paragraph under the section “THE UNIVERSITY OF CHICAGO” in the Preliminary Remarketing Memorandum to read as follows: “In connection with the proposed issuance of the Series 2018 Bonds, the University has prepared an updated “Appendix A – Certain Information Concerning the University” for inclusion in the offering documents relating to the proposed Series 2018 Bonds (herein referred to as the “2018 Appendix A”). The University has filed a copy of the 2018 Appendix A on EMMA. The 2018 Appendix A is hereby incorporated herein by reference as though fully set forth herein.” PRELIMINARY REMARKETING MEMORANDUM NO. 15 DATED FEBRUARY 9, 2018 NOT A NEW ISSUE—BOOK-ENTRY ONLY RATINGS: Moody’s: Aa2 S&P: AA- Fitch: AA+ See “RATINGS” herein. REMARKETING MEMORANDUM NO. 15 Relating to $60,000,000 Original Principal Amount ILLINOIS EDUCATIONAL FACILITIES AUTHORITY ADJUSTABLE RATE REVENUE BONDS, THE UNIVERSITY OF CHICAGO, SERIES 2001B-1 Maturity Date: July 1, 2036 Next Mandatory Tender Date: February 13, 2020* CUSIP Number: 452001 3L2 This Remarketing Memorandum No. 15 (this “Remarketing Memorandum”) supplements the Official Statement dated September 27, 2001 (the “Original Official Statement”), as previously supplemented and amended (the “Existing Official Statement”) and as supplemented by this Remarketing Memorandum (collectively, the “Official Statement”), relating to, among other things, the Illinois Educational Facilities Authority Adjustable Rate Revenue Bonds, The University of Chicago, Series 2001B-1, Series 2001B-2 and Series 2001B-3 (collectively, the “Series 2001B Bonds”), issued in the original aggregate principal amount of $175,000,000, of which the above-referenced Bonds (the “Series 2001B-1 Bonds”) are a portion. Capitalized terms used herein, but not otherwise defined herein, shall have the meanings set forth in the Existing Official Statement. This Remarketing Memorandum has been prepared in connection with the remarketing of the Series 2001B-1 Bonds (currently outstanding in the aggregate principal amount of $60,000,000) upon the mandatory tender thereof on February 15, 2018 in connection with the conversion of the Series 2001B-1 Bonds to a new Adjustable Rate Period described below. The Series 2001B-1 Bonds are being remarketed at a purchase price equal to 100% of the principal amount thereof, there being no accrued interest. The information contained in this Remarketing Memorandum is subject to more complete information contained in the Existing Official Statement, which is attached hereto as APPENDIX A, and the material incorporated by reference therein, all of which (to the extent that such information is not inconsistent with the information contained or incorporated by reference in this Remarketing Memorandum) is an integral part of this Remarketing Memorandum. Unless otherwise indicated herein, the information set forth in the Existing Official Statement has not previously been amended, modified, supplemented or updated since March 10, 2016, which is the date of Remarketing Memorandum No. 14 supplementing the Original Official Statement, as previously supplemented and amended. T his Remarketing Memorandum may not be delivered to any person unless accompanied by the Existing Official Statement and should be read in conjunction therewith. The Series 2001B Bonds were issued on October 4, 2001 pursuant to a Trust Indenture dated as of September 1, 2001 (as supplemented and amended, the “Indenture”), between the Illinois Finance Authority (the “Authority”), as successor to the Illinois Educational Facilities Authority (the “IEFA”), and The Bank of New York Mellon Trust Company, N.A., as successor trustee (the “Trustee”). The proceeds of the Series 2001B Bonds were loaned to The University of Chicago, an Illinois not for profit corporation (the “University”), pursuant to a Loan Agreement dated as of September 1, 2001 (as supplemented and amended, the “Loan Agreement”), between the Authority, as successor to the IEFA, and the University. The Series 2001B-1 Bonds currently operate in the Adjustable Rate Mode in an Adjustable Rate Period that ends on February 14, 2018. The Series 2001B-1 Bonds are subject to mandatory tender on February 15, 2018 (the “2018 Adjustable Rate Reset Date”). From and after the 2018 Adjustable Rate Reset Date, the Series 2001B-1 Bonds will continue to operate in the Adjustable Rate Mode in an Adjustable Rate Period that is expected to end on February 12, 2020* (the “New Adjustable Rate Period”). The interest rate (the “New Adjustable Rate”) to be borne by the Series 2001B-1 Bonds during the New Adjustable Rate Period will be established no later than 12:00, noon, New York City time, on the 2018 Adjustable Rate Reset Date by Wells Fargo Bank, N.A., acting as remarketing agent for the Series 2001B-1 Bonds (the “Remarketing Agent”). The Remarketing Agent will establish the New Adjustable Rate at the lowest rate which will, in the sole judgment of the Remarketing Agent, having due regard for prevailing financial market conditions, permit the Series 2001B-1 Bonds to be sold at par on the 2018 Adjustable Rate Reset Date. Interest on the Series 2001B-1 Bonds during the New Adjustable Rate Period will be paid each July 1 and January 1, commencing July 1, 2018 and on February 13, 2020*, which will be the Conversion Date or the Adjustable Rate Reset Date first occurring after the 2018 Adjustable Rate Reset Date. After the end of the New Adjustable Rate Period, the Series 2001B-1 Bonds may be converted to a new Adjustable Rate Period or to another Mode, all as more fully described in the Original Official Statement. The Series 2001B-1 Bonds will be subject to mandatory tender for purchase on February 13, 2020*, which will be the Conversion Date or the Adjustable Rate Reset Date first occurring after the 2018 Adjustable Rate Reset Date. The Series 2001B-1 Bonds are subject to extraordinary optional redemption prior to maturity as more fully described in the Original Official Statement. The Series 2001B-1 Bonds are not subject to optional redemption prior to the Conversion Date or the Adjustable Rate Reset Date first occurring after the 2018 Adjustable Rate Reset Date and are not subject to mandatory sinking fund redemption. Failure by the University to pay the Purchase Price of the Series 2001B-1 Bonds on February 15, 2018* is an Event of Default under the Indenture and the Loan Agreement. THE SERIES 2001B-1 BONDS ARE LIMITED OBLIGATIONS OF THE AUTHORITY, PAYABLE SOLELY FROM THE PAYMENTS TO BE MADE BY THE UNIVERSITY AND FROM FUNDS PLEDGED UNDER THE INDENTURE. THE SERIES 2001B-1 BONDS ARE NOT A DEBT OR A PLEDGE OF THE FAITH AND CREDIT OF THE AUTHORITY OR OF THE STATE OF ILLINOIS UNDER ILLINOIS LAW. THE AUTHORITY HAS NO TAXING POWER, AND BONDHOLDERS HAVE NO RIGHT TO HAVE THE AUTHORITY OR THE STATE OF ILLINOIS LEVY TAXES OR APPROPRIATE FUNDS TO PAY THE SERIES 2001B-1 BONDS. WELLS FARGO SECURITIES The date of this Remarketing Memorandum is February __, 2018. This Preliminary Remarketing Memorandum and the information contained herein are subject to completion, amendment or other change without any notice. Under no circumstances shall this Preliminary constitute Memorandum Remarketing This Preliminary notice. contained herein are subject to completion, amendment or other change without any and the information Memorandum Remarketing prior of any or qualification under the securities to registration be unlawful laws solicitation or sale would sale of these securities jurisdiction nor shall there be any in any in which such offer, to buy, to sell or the solicitation of an offer an offer such jurisdiction. * Preliminary, subject to change. [THIS PAGE INTENTIONALLY LEFT BLANK] REGARDING THE USE OF THIS REMARKETING MEMORANDUM No dealer, broker, salesman or other person has been authorized by the Authority, the University or the Remarketing Agent to give any information or to make any representations other than those contained in this Remarketing Memorandum, and if given or made,