2020-05-04 - Ordinance 2020-029 - providing for approx. $24,000,000 General Obligation Bonds, Series 2020, to finance street imprv, water, sanitary sewer & storm water sys imprv & other capital proj, levy & collection of direct annual tax, sale of bonds ORDINANCE NUMBER 2020-029
AN ORDINANCE providing for the issuance of approximately
$24,000,000 General Obligation Bonds, Series 2020, of the Village
of Buffalo Grove, Lake and Cook Counties, Illinois, to finance
street improvements, water, sanitary sewer and storm water system
improvements and other capital projects within the Village,
providing for the levy and collection of a direct annual tax
sufficient to pay the principal and interest on said bonds, and
authorizing the sale of said bonds to the purchaser thereof.
WHEREAS, by virtue of a favorable vote of its electors and pursuant to the provisions of
Section 6 of Article VII of the Constitution of the State of Illinois, the Village of Buffalo Grove,
Lake and Cook Counties, Illinois (the "Village"), is a home rule unit and 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, the Village has the power to incur
debt payable from ad valorem property tax receipts or from any other lawful source and maturing
within 40 years from the time it is incurred without prior referendum approval; and
WHEREAS, the President and Board of Trustees of the Village (the "Board") has
considered the needs of the Village and has determined and does hereby determine that it is
necessary, desirable and in the best interests of the Village to borrow $24,000,000 to finance
street improvements, water, sanitary sewer and storm water system improvements and other
capital projects within the Village (collectively, the "Project"); and
WHEREAS, it is in the best interest of the Village to issue bonds of the Village in an
aggregate principal amount of $24,000,000 to evidence said borrowing and for the purpose of
paying costs of the Project:
Now THEREFORE Be It Ordained by the President and Board of Trustees of the Village of
Buffalo Grove, Lake and Cook Counties, Illinois, in the exercise of its home rule powers, as
follows:
Section 1. Incorporation of Preambles. The Board 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.
Section 2. Authorization. It is hereby found and determined that pursuant to the
provisions of the Illinois Municipal Code, as supplemented and amended, and the home rule
powers of the Village under Section 6 of Article VII of the Illinois 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) (collectively, the "Act"), the
Board has been authorized by law to borrow $24,000,000 upon the credit of the Village and as
evidence of such indebtedness to issue bonds of the Village to said amount, the proceeds of said
bonds to be used for the Project, that it is necessary to borrow $24,000,000 of said authorized
sum and issue bonds in evidence thereof, that such borrowing of money is necessary for the
welfare of the government and affairs of the Village, is for a proper public purpose or purposes
and is in the public interest, and is authorized pursuant to the Act, and these findings and
determinations, together with those set forth in the preambles to this Ordinance, shall be deemed
conclusive.
Section 3. Bond Details. There be borrowed on the credit of and for and on behalf of
the Village the sum of$24,000,000 for the purpose aforesaid; and that bonds of the Village (the
"Bonds") shall be issued in said amount and shall be designated "General Obligation Bonds,
Series 2020." The Bonds shall be dated the date of issuance thereof, and shall also bear the date
of authentication, shall be in fully registered form, shall be in denominations of$5,000 each and
authorized integral multiples thereof(but no single Bond shall represent installments of principal
maturing on more than one date), shall be numbered 1 and upward, and the Bonds shall become
due and payable serially (subject to redemption prior to maturity as hereinafter provided) on
December 30 of each of the years, in the amounts and bearing interest per annum as follows:
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YEAR OF PRINCIPAL RATE OF
MATURITY AMOUNT INTEREST
2021 $1,600,000 5.00%
2022 1,600,000 5.00%
2023 1,600,000 5.00%
2024 1,600,000 5.00%
2025 1,600,000 5.00%
2026 1,330,000 5.00%
2027 1,400,000 5.00%
2028 1,465,000 5.00%
2029 1,540,000 3.00%
2030 1,585,000 3.00%
2031 1,635,000 3.00%
2032 1,685,000 3.00%
2033 1,735,000 3.00%
2034 1,785,000 3.00%
2035 1,840,000 3.00%
The Bonds shall bear interest from their date or from the most recent interest payment
date to which interest has been paid or duly provided for, until the principal amount of the Bonds
is paid, such interest (computed upon the basis of a 360-day year of twelve 30-day months)being
payable on June 30 and December 30 of each year, commencing on December 30, 2020. Interest
on each Bond shall be paid by check or draft of Amalgamated Bank of Chicago, Chicago,
Illinois, as bond registrar and paying agent (the "Bond Registrar"), 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 15th day of the month of any 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 designated corporate trust office of the Bond Registrar.
Section 4. Execution; Authentication. The Bonds shall be executed on behalf of the
Village by the manual or facsimile signature of its President and attested by the manual or
facsimile signature of its Village Clerk, as they shall determine, and shall have impressed or
imprinted thereon the corporate seal or facsimile thereof of the Village. In case any such officer
whose signature shall appear on any Bond shall cease to be such officer before the delivery of
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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 Village 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.
Section 5. Registration of Bonds; Persons Treated as Owners. (a) General. The
Village shall cause books (the "Bond Register") for the registration and for the transfer of the
Bonds as provided in this Ordinance to be kept at the designated corporate trust office of the
Bond Registrar, which is hereby constituted and appointed the registrar of the Village for the
Bonds. The Village is authorized to prepare, and the Bond Registrar shall keep custody of,
multiple Bond blanks executed by the Village for use in the transfer and exchange of Bonds.
Upon surrender for transfer of any Bond at the designated corporate trust office of the
Bond Registrar, duly endorsed by, or accompanied by a written instrument or instruments of
transfer in form satisfactory to the Bond Registrar and duly executed by, the registered owner or
his or her attorney duly authorized in writing, the Village shall execute and the Bond Registrar
shall authenticate, date and deliver in the name of the transferee or transferees a new fully
registered Bond or Bonds of the same maturity of authorized denominations, for a like aggregate
principal amount. Any fully registered Bond or Bonds may be exchanged at said office of the
Bond Registrar for a like aggregate principal amount of Bond or Bonds of the same maturity of
other authorized denominations. The execution by the Village of any fully registered Bond shall
constitute full and due authorization of such Bond and the Bond Registrar shall thereby be
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authorized to authenticate, date and deliver such Bond,provided, however, the principal amount
of outstanding Bonds of each maturity authenticated by the Bond Registrar shall not exceed the
authorized principal amount of Bonds for such maturity less previous retirements.
The Bond Registrar shall not be required to transfer or exchange any Bond during the
period beginning at the close of business on the 15th day of the month of any interest payment
date on such Bond and ending at the opening of business on such interest payment date, nor to
transfer or exchange any Bond after notice calling such Bond for redemption has been mailed,
nor during a period of fifteen (15) days next preceding mailing of a notice of redemption of any
Bonds.
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 or her 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 for any transfer or exchange of Bonds, but the Village or
the Bond Registrar may require payment of a sum sufficient to cover any tax or other
governmental charge that may be imposed in connection with any transfer or exchange of Bonds,
except in the case of the issuance of a Bond or Bonds for the unredeemed portion of a Bond
surrendered for redemption.
(b) Global Book Entry System. The Bonds shall be initially issued in the form of a
separate single fully registered Bond for each of the maturities of the Bonds determined as
described in Section 3 hereof. Upon initial issuance, the ownership of each such Bond shall be
registered in the Bond Register in the name of Cede & Co., or any successor thereto ("Cede"), as
nominee of The Depository Trust Company, New York, New York, and its successors and
assigns ("DTC"). All of the outstanding Bonds shall be registered in the Bond Register in the
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name of Cede, as nominee of DTC, except as hereinafter provided. Any officer of the Village
who is a signatory on the Bonds is authorized to execute and deliver, on behalf of the Village,
such letters to or agreements with DTC as shall be necessary to effectuate such book-entry
system (any such letter or agreement being referred to herein as the "Representation Letter"),
which Representation Letter may provide for the payment of principal of or interest on the Bonds
by wire transfer.
With respect to Bonds registered in the Bond Register in the name of Cede, as nominee
of DTC, the Village and the Bond Registrar shall have no responsibility or obligation to any
broker-dealer, bank or other financial institution for which DTC holds Bonds from time to time
as securities depository (each such broker-dealer, bank or other financial institution being
referred to herein as a "DTC Participant") or to any person on behalf of whom such a DTC
Participant holds an interest in the Bonds. Without limiting the immediately preceding sentence,
the Village and the Bond Registrar shall have no responsibility or obligation with respect to
(i) the accuracy of the records of DTC, Cede or any DTC Participant with respect to any
ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any other person,
other than a registered owner of a Bond as shown in the Bond Register, of any notice with
respect to the Bonds, including any notice of redemption, or (iii) the payment to any DTC
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 the principal of or interest on the Bonds. The Village
and the Bond Registrar may treat and consider the person in whose name each Bond is registered
in the Bond Register as the holder and absolute owner of such Bond for the purpose of payment
of principal and interest with respect to such Bond, for the purpose of giving notices of
redemption and other matters with respect to such Bond, for the purpose of registering transfers
with respect to such Bond, and for all other purposes whatsoever. The Bond Registrar shall pay
all principal of and interest on the Bonds only to or upon the order of the respective registered
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owners of the Bonds, as shown in the Bond Register, or their respective attorneys duly
authorized in writing, and all such payments shall be valid and effective to fully satisfy and
discharge the Village's obligations with respect to payment of the principal of and interest on the
Bonds to the extent of the sum or sums so paid. No person other than a registered owner of a
Bond as shown in the Bond Register, shall receive a Bond evidencing the obligation of the
Village to make payments of principal and interest with respect to any Bond. Upon delivery by
DTC to the Bond Registrar of written notice to the effect that DTC has determined to substitute a
new nominee in place of Cede, and subject to the provisions in Section 3 hereof with respect to
the payment of interest to the registered owners of Bonds at the close of business on the 15th day
of the month next preceding the applicable interest payment date, the name "Cede" in this
Ordinance shall refer to such new nominee of DTC.
In the event that (i) the Village determines that DTC is incapable of discharging its
responsibilities described herein and in the Representation Letter, (ii) the agreement among the
Village, the Bond Registrar and DTC evidenced by the Representation Letter shall be terminated
for any reason or (iii) the Village determines that it is in the best interests of the beneficial
owners of the Bonds that they be able to obtain certificated Bonds, the Village shall notify DTC
and DTC Participants of the availability through DTC of certificated Bonds and the Bonds shall
no longer be restricted to being registered in the Bond Register in the name of Cede, as nominee
of DTC. At that time, the Village may determine that the Bonds shall be registered in the name
of and deposited with such other depository operating a universal book-entry system, as may be
acceptable to the Village, or such depository's agent or designee, and if the Village does not
select such alternate universal book-entry system, then the Bonds may be registered in whatever
name or names registered owners of Bonds transferring or exchanging Bonds shall designate, in
accordance with the provisions of Section 5(a) hereof.
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Notwithstanding any other provisions of this Ordinance to the contrary, so long as any
Bond is registered in the name of Cede, as nominee of DTC, 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 name provided in the Representation Letter.
Section 6. Redemption. (a) Optional Redemption. The Bonds due on and after
December 30, 2029, are subject to redemption prior to maturity at the option of the Village as a
whole, or in part in any order of maturity determined by the Village (less than all of the Bonds of
a single maturity to be selected by the Bond Registrar), on December 30, 2028, or on any date
thereafter, at the redemption price of par plus accrued interest to the date of redemption.
(b) General. The Bonds shall be redeemed only in the principal amount of $5,000
and integral multiples thereof. The Village shall, at least forty-five (45) days prior to any
optional 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, and maturity or
maturities of Bonds to be redeemed. For purposes of any redemption of less than all of the
outstanding Bonds of a single maturity, the particular Bonds or portions of Bonds to be redeemed
shall be selected by lot by the Bond Registrar from 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 make such selection upon the earlier of the
irrevocable deposit of funds with an escrow agent sufficient to pay the redemption price of the
Bonds to be redeemed or the time of the giving of official notice of redemption.
The Bond Registrar shall promptly notify the Village 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.
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Section 7. Redemption Procedure. Unless waived by any holder of Bonds to be
redeemed, notice of the call for any such redemption shall be given by the Bond Registrar on
behalf of the Village by mailing the redemption notice by first class mail at least thirty (30) days
and not more than sixty (60) days prior to the date fixed for redemption to the 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.
All notices of redemption shall state:
(1) the redemption date,
(2) the redemption price,
(3) if less than all outstanding Bonds are to be redeemed, the identification(and,
in the case of partial redemption, the respective principal amounts) of the Bonds to be
redeemed,
(4) 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,
(5) the place where such Bonds are to be surrendered for payment of the
redemption price, which place of payment shall be the designated corporate trust office of
the Bond Registrar, and
(6) such other information then required by custom, practice or industry
standard.
Unless moneys sufficient to pay the redemption price of the Bonds to be redeemed at the
option of the Village shall have been received by the Bond Registrar prior to the giving of such
notice of redemption, such notice may, at the option of the Village, state that said redemption
shall be conditional upon the receipt of such moneys by the Bond Registrar on or prior to the
date fixed for redemption. If such moneys are not received, such notice shall be of no force and
effect, the Village shall not redeem such Bonds, and the Bond Registrar shall give notice, in the
same manner in which the notice of redemption shall have been given, that such moneys were
not so received and that such Bonds will not be redeemed. Otherwise, prior to any redemption
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date, the Village shall deposit with the Bond Registrar 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.
Subject to the provisions for a conditional redemption described above, 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 Village shall default in the payment of the redemption
price) such Bonds or portions of Bonds shall cease to bear interest. 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. Installments of interest due on or prior to the redemption date
shall be payable as herein provided for payment of interest. Upon surrender for any partial
redemption of any Bond, there shall be prepared for the registered holder a new Bond or Bonds
of the same maturity in the amount of the unpaid principal.
If any Bond or portion of Bond called for redemption shall not be so paid upon surrender
thereof for redemption, the principal shall, until paid, 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.
Section 8. Form of Bond. The Bonds shall be in substantially the following form;
provided, however, that if the text of the Bond is to be printed in its entirety on the front side of
the Bond, then paragraph [2] and the legend, "See Reverse Side for Additional Provisions", shall
be omitted and paragraph [6] and the paragraphs thereafter as shall be appropriate shall be
inserted immediately after paragraph [1]:
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[Form of Bond - Front Side]
REGISTERED REGISTERED
No. $
UNITED STATES OF AMERICA
STATE OF ILLINOIS
COUNTIES OF LAKE AND COOK
VILLAGE OF BUFFALO GROVE
GENERAL OBLIGATION BOND,SERIES 2020
See Reverse Side for
Additional Provisions.
Interest Maturity Dated
Rate: �% Date: December 30, 20_ Date: May 20, 2020 CUSIP: 119535
Registered Owner: CEDE&CO.
Principal Amount:
[1] KNOW ALL PERSONS BY THESE PRESENTS that the Village of Buffalo Grove, Lake
and Cook Counties, Illinois, a municipality, home rule unit, and political subdivision of the State
of Illinois (the "Village"), 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, 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 30 and December 30 of each year,
commencing December 30, 2020, until said 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 designated corporate trust office of Amalgamated Bank of Chicago,
Chicago, Illinois, as bond registrar and paying agent (the "Bond Registrar"). Payment of
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interest shall be made to the Registered Owner hereof as shown on the registration books of the
Village maintained by the Bond Registrar, at the close of business on the 15th day of the month
of the interest payment date. Interest shall be paid by check or draft of the Bond Registrar,
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. For the prompt
payment of this Bond both principal and interest at maturity, the full faith, credit and resources of
the Village are hereby irrevocably pledged.
[2] 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.
[31 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, including the hereinafter defined Act, have existed and have been properly
done, happened and been performed in regular and due form and time as required by law; that
the indebtedness of the Village, represented by the Bonds, and including all other indebtedness
of the Village, howsoever evidenced or incurred, does not exceed any constitutional or statutory
or other lawful limitation; and that provision has been made for the collection of a direct annual
tax, in addition to all other taxes, on all of the taxable property in the Village sufficient to pay the
interest hereon as the same falls due and also to pay and discharge the principal hereof at
maturity.
[4] 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.
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IN WITNESS WHEREOF the Village of Buffalo Grove, Lake and Cook Counties, Illinois,
by its President and Board of Trustees, has caused this Bond to be executed by the manual or
duly authorized facsimile signature of its President and attested by the manual or duly authorized
facsimile signature of its Village 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.
SPECIMEN
President, Village of Buffalo Grove
Lake and Cook Counties, Illinois
ATTEST:
SPECIMEN
Village Clerk, Village of Buffalo Grove
Lake and Cook Counties, Illinois
[SEAL]
Date of Authentication: , 2020
CERTIFICATE Bond Registrar and Paying Agent:
OF Amalgamated Bank of Chicago,
AUTHENTICATION Chicago, Illinois
This Bond is one of the Bonds described in
the within-mentioned Ordinance and is one of
the General Obligation Bonds, Series 2020, of
the Village of Buffalo Grove, Lake and Cook
Counties, Illinois.
AMALGAMATED BANK OF CHICAGO
as Bond Registrar
By SPECIMEN
Authorized Officer
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[FORM OF BOND-REVERSE SIDE]
VILLAGE OF BUFFALO GROVE
LAKE AND COOK COUNTIES,ILLINOIS
GENERAL OBLIGATION BOND,SERIES 2020
[6] This Bond is one of a series of bonds (the "Bonds") issued by the Village to finance
street improvements, water, sanitary sewer and storm water system improvements and other
capital projects within the Village and pay expenses incidental thereto, all as described in the
Ordinance of the Village, adopted by the President and Board of Trustees of the Village on the
4th day of May, 2020, authorizing the Bonds (the "Ordinance"), pursuant to and in all respects
in compliance with the applicable provisions of the Illinois Municipal Code, as amended; as
further supplemented and, where necessary, superseded, by the powers of the Village as a home
rule unit under the provisions of Section 6 of Article VII of the Illinois Constitution of 1970; and
as further supplemented by the Local Government Debt Reform Act of the State of Illinois, as
amended (collectively, such Illinois Municipal Code, constitutional home rule powers, and said
Local Government Debt Reform Act being the "Act"), and with the Ordinance, which has been
duly adopted by the President and Board of Trustees of the Village and approved by the
President, in all respects as by law required.
[7] Bonds of the issue of which this Bond is one maturing on and after December 30,
2029, are subject to redemption prior to maturity at the option of the Village as a whole, or in
part in integral multiples of $5,000 in any order of their maturity as determined by the Village
(less than all the Bonds of a single maturity to be selected by lot by the Bond Registrar), on
December 30, 2028, and on any date thereafter, at the redemption price of par plus accrued
interest to the redemption date.
[8] Notice of any such redemption shall be sent by first class mail not less than thirty
(30) days nor more than sixty (60) days prior to the date fixed for redemption to the registered
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owner of each Bond to be redeemed at the address shown on the registration books of the Village
maintained by the Bond Registrar or at such other address as is furnished in writing by such
registered owner to the Bond Registrar. When so called for redemption, this Bond will cease to
bear interest on the specified redemption date, provided funds for redemption are on deposit at
the place of payment at that time, and shall not be deemed to be outstanding.
[9] This Bond is transferable by the Registered Owner hereof in person or by his or her
attorney duly authorized in writing at the designated corporate trust office of the Bond Registrar
in Chicago, Illinois, but only in the manner, subject to the limitations and upon payment of the
charges provided in the Ordinance, and upon surrender and cancellation of this Bond. Upon
such transfer a new Bond or Bonds of authorized denominations of the same maturity and for the
same aggregate principal amount will be issued to the transferee in exchange therefor.
[10] The Bonds are issued in fully registered form in the denomination of$5,000 each or
authorized integral multiples thereof. This Bond may be exchanged at the designated corporate
trust office of the Bond Registrar for a like aggregate principal amount of Bonds of the same
maturity of other authorized denominations, upon the terms set forth in the Ordinance. The
Bond Registrar shall not be required to transfer or exchange any Bond during the period
beginning at the close of business on the 15th day of the month of any interest payment date on
such Bond and ending at the opening of business on such interest payment date, nor to transfer or
exchange any Bond after notice calling such Bond for redemption has been mailed, nor during a
period of fifteen (15) days next preceding mailing of a notice of redemption of any Bonds.
[11] The Village and the Bond Registrar 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 neither the Village nor
the Bond Registrar shall be affected by any notice to the contrary.
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ASSIGNMENT
FOR VALUE RECEIVED, the undersigned sells, assign, and transfers unto
Here insert Social Security Number,
Employer Identification Number or
other Identifying Number
(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 transfer and 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 9. Sale of Bonds. The Bonds hereby authorized shall be executed as in this
Ordinance provided as soon after the passage hereof as may be, and thereupon be deposited with
the Treasurer of the Village (the "Treasurer"), and be by the Treasurer delivered to KeyBanc
Capital Markets, the same being the best bidder at public sale of the Bonds (the "Purchaser"),
upon receipt of the purchase price therefor, the same being $26,512,656.25; the contract for the
sale of the Bonds heretofore entered into (the "Purchase Contract"), as evidenced by an Official
Notice of Sale and executed Official Bid Form, dated this date, is in all respects ratified,
approved and confirmed, it being hereby found and determined that the Bonds have been sold at
such price and bear interest at such rates that neither the true interest cost (yield) nor the net
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interest rate received upon such sale exceed the maximum rate otherwise authorized by Illinois
law and that the Purchase Contract is in the best interests of the Village and that no person
holding any office of the Village, either by election or appointment, is in any manner financially
interested directly in his or her own name or indirectly in the name of any other person,
association, trust or corporation, in the sale of the Bonds to the Purchaser.
The use of any Preliminary Official Statement and any final Official Statement relating to
the Bonds (the "Official Statement") is hereby ratified, approved and authorized; the execution
and delivery of the Official Statement is hereby authorized; and the officers of the Board are
hereby authorized to take any action as may be required on the part of the Village to consummate
the transactions contemplated by the Purchase Contract, this Ordinance, said Preliminary Official
Statement, the Official Statement and the Bonds.
Section 10. Tax Levy; Abatement. In order to provide for the collection of a direct
annual tax to pay the interest on the Bonds as it falls due, and also to pay and discharge the
principal thereof at maturity, there be and there is hereby levied upon all the taxable property
within the Village a direct annual tax for each of the years while the Bonds or any of them are
outstanding, a direct annual tax sufficient for that purpose, and that there be and there is hereby
levied upon all of the taxable property in the Village, the following direct annual tax, to-wit (the
"Pledged Taxes
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FOR THE YEAR A TAX SUFFICIENT TO PRODUCE THE SUM OF:
2020 $2,563,900.00 for interest up to and including
December 30, 2021
2021 $2,483,900.00 for interest and principal
2022 $2,403,900.00 for interest and principal
2023 $2,323,900.00 for interest and principal
2024 $2,243,900.00 for interest and principal
2025 $1,893,900.00 for interest and principal
2026 $1,897,400.00 for interest and principal
2027 $1,892,400.00 for interest and principal
2028 $1,894,150.00 for interest and principal
2029 $1,892,950.00 for interest and principal
2030 $1,895,400.00 for interest and principal
2031 $1,896,350.00 for interest and principal
2032 $1,895,800.00 for interest and principal
2033 $1,893,750.00 for interest and principal
2034 $1,895,200.00 for interest and principal
Principal or interest maturing at any time when there are insufficient funds on hand from
the Pledged Taxes to pay the same shall be paid from the general funds of the Village, and the
fund from which such payment was made shall be reimbursed out of the Pledged Taxes when the
same shall be collected.
The Village covenants and agrees with the purchasers and the holders of the Bonds that
so long as any of the Bonds remain outstanding, the Village will take no action or fail to take any
action which in any way would adversely affect the ability of the Village to levy and collect the
Pledged Taxes and the Village and its officers will comply with all present and future applicable
laws in order to assure that the Pledged Taxes will be levied, extended and collected as provided
herein and deposited in the Bond Fund (as hereinafter defined).
Whenever other funds from any other lawful source are made available for the purpose of
paying any principal of or interest on the Bonds so as to enable the abatement of the Pledged
Taxes, the Board shall, by proper proceedings, direct the transfer of such funds to the Bond
Fund, and shall then further direct the abatement of the taxes by the amount so deposited. The
Village covenants and agrees that it will not direct the abatement of taxes until money has been
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deposited into the Bond Fund in the amount of such abatement. A certified copy or other
notification of any such proceedings abating taxes may then be filed with the County Clerks of
The Counties of Lake and Cook, Illinois (the "County Clerks"), in a timely manner to effect such
abatement.
Section 11. Filing of Ordinance. Forthwith upon the passage of this Ordinance, the
Village Clerk of the Village is hereby directed to file a certified copy of this Ordinance with the
County Clerks; and the County Clerks shall in and for each of the years indicated in the Bond
Notification ascertain the rate necessary to produce the tax herein levied; and the County Clerks
shall extend the same for collection on the tax books in connection with other taxes levied in said
years in and by the Village for general corporate purposes of the Village; and, subject to
abatement as stated hereinabove, in said years such annual tax shall be levied and collected by
and for and on behalf of the Village in like manner as taxes for general corporate purposes for
said years are levied and collected, and in addition to and in excess of all other taxes, and when
collected, the taxes hereby levied shall be placed to the credit of a special fund to be designated
"Bond and Interest Fund Account of 2020" (the "Bond Fund"), which taxes are hereby
irrevocably pledged to and shall be used only for the purpose of paying the principal of and
interest on the Bonds.
Section 12. Use of Bond Proceeds. Accrued interest received on the delivery of the
Bonds, if any, is hereby appropriated for the purpose of paying first interest due on the Bonds
and is hereby ordered deposited into the Bond Fund. The principal proceeds of the Bonds and
any premium received from the sale of the Bonds are hereby appropriated to pay the costs of
issuance of the Bonds and for the purpose of paying the cost of the Project, and that portion
thereof not needed to pay such costs of issuance is hereby ordered deposited into the Capital
Improvement Account of the Village. Alternatively, the Treasurer may allocate such proceeds to
one or more related project funds of the Village already in existence;provided, however, that this
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shall not relieve the Treasurer 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."
At the time of the issuance of the Bonds, the costs of issuance of the Bonds may be paid by the
Purchaser on behalf of the Village from the proceeds of the Bonds.
Section 13. Non Arbitrage and Tax Exemption. The Village hereby covenants that it
will not take any action, omit to take any action or permit the taking or omission of any action
within its control (including, without limitation, making or permitting any use of the proceeds of
the Bonds) if taking, permitting or omitting to take such action would cause any of the Bonds to
be an arbitrage bond or a private activity bond within the meaning of the Internal Revenue Code
of 1986, as amended (the "Code"), or would otherwise cause the interest on the Bonds to be
included in the gross income of the recipients thereof for federal income tax purposes. The
Village acknowledges that, in the event of an examination by the Internal Revenue Service (the
"IRS") of the exemption from Federal income taxation for interest paid on the Bonds, under
present rules, the Village may be treated as a "taxpayer" in such examination and agrees that it
will respond in a commercially reasonable manner to any inquiries from the IRS in connection
with such an examination.
The Village also agrees and covenants with the purchasers and holders of the Bonds from
time to time outstanding that, to the extent possible under Illinois law, it will comply with
whatever federal tax law is adopted in the future which applies to the Bonds and affects the tax-
exempt status of the Bonds.
The Board hereby authorizes the officials of the Village responsible for issuing the
Bonds, the same being the President and Village Clerk, to make such further covenants and
certifications regarding the specific use of the proceeds of the Bonds as approved by the Board
and as may be necessary to assure that the use thereof will not cause the Bonds to be arbitrage
bonds and to assure that the interest on the Bonds will be exempt from federal income taxation.
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In connection therewith, the Village and the Board further agree: (a) through their officers, to
make such further specific covenants, representations as shall be truthful, and assurances as may
be necessary or advisable; (b) to consult with counsel approving the Bonds and to comply with
such advice as may be given; (c) to pay to the United States, as necessary, such sums of money
representing required rebates of excess arbitrage profits relating to the Bonds; (d)to file such
forms, statements, and supporting documents as may be required and in a timely manner; and
(e) if deemed necessary or advisable by their officers, to employ and pay fiscal agents, financial
advisors, attorneys, and other persons to assist the Village in such compliance.
Section 14. List of Bondholders. The Bond Registrar shall maintain a list of the names
and addresses of the holders of all Bonds and upon any transfer shall add the name and address
of the new Bondholder and eliminate the name and address of the transferor Bondholder.
Section 15. Ditties of Bond Registrar. If requested by the Bond Registrar, the President
and Village Clerk of the Village are authorized to execute the Bond Registrar's standard form of
agreement between the Village and the Bond Registrar with respect to the obligations and duties
of the Bond Registrar hereunder which may include the following:
(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 Village upon request, but otherwise to keep such list confidential;
(c) to give notice of redemption of the Bonds as provided herein;
(d) to cancel and/or destroy Bonds which have been paid at maturity or
submitted for exchange or transfer;
(e) to furnish the Village at least annually a certificate with respect to Bonds
cancelled and/or destroyed; and
(f) to furnish the Village at least annually an audit confirmation of Bonds paid,
Bonds outstanding and payments made with respect to interest on the Bonds.
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Section 16. Continuing Disclosure Undertaking. The President or Treasurer of the
Village is hereby authorized, empowered and directed to execute and deliver a Continuing
Disclosure Undertaking (the "Continuing Disclosure Undertaking") in connection with the
issuance of the Bonds, with such provisions therein as he or she shall approve, his or her
execution thereof to constitute conclusive evidence of his or her approval of such provisions.
When the Continuing Disclosure Undertaking is executed and delivered on behalf of the Village
as herein provided, the Continuing Disclosure Undertaking will be binding on the Village and
the officers, employees and agents of the Village, and the officers, employees and agents of the
Village are hereby authorized, empowered and directed to do all such acts and things and to
execute all such documents as may be necessary to carry out and comply with the provisions of
the Continuing Disclosure Undertaking as executed. Notwithstanding any other provision of this
Ordinance, the sole remedies for failure to comply with the Continuing Disclosure Undertaking
shall be the ability of the beneficial owner of any Bond to seek mandamus or specific
performance by court order, to cause the Village to comply with its obligations under the
Continuing Disclosure Undertaking.
Section 17. Record Keeping Policy and Post-Issuance Compliance Matters. On the
19th day of April, 2010, the Board adopted a record-keeping policy (the "Policy") in order to
maintain sufficient records to demonstrate compliance with its covenants and expectations to
ensure the appropriate federal tax status for the debt obligations of the Village, the interest on
which is excludable from "gross income" for federal income tax purposes or which enable the
Village or the holder to receive federal tax benefits, including, but not limited to, qualified tax
credit bonds and other specified tax credit bonds. The Board and the Village hereby reaffirm the
Policy.
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Section 18. 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 and approval.
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ADOPTED: May 4, 2020
AYES: 5 —OTTENHEIMER WEIDENFLED JOHNSON SMITH PIKE,
NAYES: 0—NONE
ABSENT: 0—NONE
PASSED: MAY-_4 2020
APPROVED: MAY 4 2020
APPROVED: May 4, 2020
, 0, 3a)aan�
40/-
ent, VilfTgVT Buffalo Grove
Lake and Cook Ounties, Illinois
Recorded in the Village Records: May 4, 2020.
ATTEST:
Vilag r '-rk, Village of Buffalo Grove
Lake and Cook Counties, Illinois