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The Juilliard School NEW ISSUE — BOOK-ENTRY ONLY Ratings: Moody’s: Aa2 S&P: AA See “RATINGS” herein In the opinion of Orrick, Herrington & Sutcliffe LLP, Bond Counsel, based upon an analysis of existing laws, regulations, rulings and court decisions, and assuming, among other matters, the accuracy of certain representations and compliance with certain covenants, interest on the Series 2018A Bonds (as such term is defined below) is excluded from gross income for federal income tax purposes under Section 103 of the Internal Revenue Code of 1986. In the further opinion of Bond Counsel, interest on the Series 2018A Bonds is not a specific preference item for purposes of the federal alternative minimum tax. Bond Counsel is also of the opinion that interest on the Series 2018A Bonds is exempt from personal income taxes imposed by the State of New York or any political subdivision thereof (including The City of New York). Bond Counsel expresses no opinion regarding any other tax consequences related to the ownership or disposition of, or the amount, accrual or receipt of interest on, the Series 2018A Bonds. See “TAX MATTERS” herein. $42,905,000 THE TRUST FOR CULTURAL RESOURCES OF THE CITY OF NEW YORK Refunding Revenue Bonds, Series 2018A (The Juilliard School) The Refunding Revenue Bonds, Series 2018A (The Juilliard School) (the “Series 2018A Bonds”) will be issued and secured under the Revenue Bond Resolution (The Juilliard School), adopted by The Trust for Cultural Resources of The City of New York (the “Trust”), as of March 18, 2009, as supplemented, including as supplemented by a Series 2018A Resolution Authorizing not in Excess of $50,000,000 Refunding Revenue Bonds, Series 2018A (The Juilliard School), adopted by the Trust on October 11, 2018 (collectively, the “Resolution”). Pursuant to a Loan Agreement, dated as of April 1, 2009 (the “Original Loan Agreement”), by and between the Trust and The Juilliard School (the “Institution”), as amended by the First Amendment of Loan Agreement, dated as of November 1, 2018, by and between the Trust and the Institution (the “First Amendment” and, together with the Original Loan Agreement, the “Loan Agreement”), the proceeds of the Series 2018A Bonds will be loaned to the Institution and applied as described herein under “PLAN OF REFUNDING.” The Series 2018A Bonds are not a debt of the State of New York (the “State”) or The City of New York or any other municipality of the State, and neither the State of New York, The City of New York, nor any other municipality of the State, shall be liable on the Series 2018A Bonds. The Trust has no taxing powers. The Series 2018A Bonds are issuable only as fully registered bonds without coupons. The Series 2018A Bonds will be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository (“Securities Depository”) of the Series 2018A Bonds. Purchases of beneficial interests in the Series 2018A Bonds will be made in book-entry form in denominations of $5,000 and any integral multiple thereof. Purchasers will not receive certificates representing their ownership interest in the Series 2018A Bonds purchased. The principal of and interest on the Series 2018A Bonds are payable by U.S. Bank National Association (the “Trustee”) to the Securities Depository, which is to remit such principal and interest to its Participants (as defined herein), which are to remit such principal and interest to the Beneficial Owners (as defined herein) of the Series 2018A Bonds, as described herein. Interest on the Series 2018A Bonds is payable at the rates specified on the inside cover hereof on each January 1 and July 1, commencing July 1, 2019. The Series 2018A Bonds are limited obligations of the Trust payable exclusively from the Trust Estate (as defined herein) and payments made to the Trust by the Institution pursuant to the Loan Agreement, which payments are pledged to the Trustee under the Resolution to secure the Series 2018A Bonds, as more fully described herein. The Institution is obligated under the Loan Agreement to make payments sufficient to pay the principal of, and interest on, the Series 2018A Bonds. The Institution’s obligation to make payments under the Loan Agreement is a general, unsecured obligation of the Institution, as more fully described herein. Neither the Series 2018A Bonds nor any of the Institution’s obligations under the Loan Agreement are secured by a pledge of, or mortgage on, any specific revenues, assets or property of the Institution. The Series 2018A Bonds will be dated their date of issuance and will mature as shown on the inside cover page hereof. The Series 2018A Bonds are subject to optional redemption prior to maturity and purchase in lieu of optional redemption, as more fully described herein. The Series 2018A Bonds are offered for delivery when, as and if issued by the Trust and received by the Underwriter, subject to prior sale, to withdrawal or modification of the offer without notice, and to the approval of legality by Orrick, Herrington & Sutcliffe LLP, New York, New York, Bond Counsel. Certain legal matters will be passed upon for the Underwriter by its counsel, Hawkins Delafield & Wood LLP, New York, New York, for the Institution by its Special Financing Counsel, Nixon Peabody LLP, New York, New York and for the Trust by its counsel, Bryant Rabbino LLP, New York, New York. The Yuba Group LLC, New York, New York, has served as Financial Advisor with respect to the issuance of the Series 2018A Bonds. It is expected that the Series 2018A Bonds will be available for delivery in New York, New York through the book- entry procedures of DTC on or about November 15, 2018. BofA Merrill Lynch Dated: November 1, 2018 $42,905,000 THE TRUST FOR CULTURAL RESOURCES OF THE CITY OF NEW YORK Refunding Revenue Bonds, Series 2018A (The Juilliard School) Maturity Date Principal Interest (January 1) Amount Rate Yield∗ CUSIP1 2033 $10,290,000 5.00% 3.12% 649717UF0 2034 10,745,000 5.00 3.17 649717UG8 2037 6,955,000 5.00 3.35 649717UH6 2038 7,295,000 5.00 3.38 649717UJ2 2039 7,620,000 4.00 3.78 649717UK9 ∗ Denotes yield calculated to January 1, 2029 call date. 1 CUSIP data herein are provided by CUSIP Global Services (“CGS”), operated on behalf of the American Bankers Association (the “ABA”) by S&P Global Market Intelligence, a division of S&P Global Inc. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. The CUSIP numbers are included solely for the convenience of Bondholders of the Series 2018A Bonds. CUSIP numbers assigned to securities may be changed during the term of such securities based on a number of factors, including, but not limited to, the refunding or defeasance of such securities or the use of secondary market financing products. The CUSIP numbers are subject to being changed after the issuance of the Series 2018A Bonds as a result of various subsequent actions including, but not limited to, a refunding in whole or in part of a maturity or as a result of the procurement of secondary market portfolio insurance or other similar enhancement by Bondholders that is applicable to all or a portion of the Series 2018A Bonds. The Institution and the Trust are not responsible for the selection or use of the CUSIP numbers, and no representation is made as to their correctness on the Series 2018A Bonds or as indicated above. TABLE OF CONTENTS Page INTRODUCTORY STATEMENT ................................................................................................ 1 General ................................................................................................................................ 1 Authority for Issuance ......................................................................................................... 1 Purpose of Financing .......................................................................................................... 2 The Trust ............................................................................................................................. 3 The Institution ..................................................................................................................... 3 Security for the Series 2018A Bonds .................................................................................. 3 Additional Bonds ................................................................................................................ 4 Redemption of the Series 2018A Bonds ............................................................................. 4 THE TRUST FOR CULTURAL RESOURCES OF THE CITY OF NEW YORK ...................... 4 Organization and Membership ............................................................................................ 5 Powers of the Trust ............................................................................................................. 9 Operations of the Trust ....................................................................................................... 9 Other Financings of the Trust ............................................................................................. 9 PLAN OF REFUNDING .............................................................................................................. 10 ESTIMATED SOURCES AND USES OF FUNDS .................................................................... 10 DESCRIPTION OF THE SERIES 2018A BONDS ..................................................................... 10
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