1985-12-10 - Resolution 1985-68 - AUTHORIZING THE EXECUTION OF A BOND PURCHASE AGREEMENTS BTWN VBG AND GRIFFIN, KUBIK, STEPHENS, & THOMPSON, INC. (TRAMMEL CROW SPECIAL SERVICE AREAS)RESOLUTIO}I NO. 85- 68
A RNSOLU|ION AUTHORIZING THE EIGCUTION OF A BOND PURCHASE AGPJEMEMS
BETI,'EEN THE VILLAGE OF BIIFFAIO GROVE AND GRI}'I'IN, KUBIK, STEPHENS, &
THO!.IPSON, INC. (TRAMMEL CROW SPECIAL SERVICE AREAS ).
I,IIiEREAS, the Village of Buffalo Grove w111 issue on behalf of rhe
Trarrnel Crow Conpany Speclal Serviee Area Bonds in an amount not to exceed
$13,450,000 for public infrastructure lmprovements and additions wlthin
the Vlllage of Buffalo Grove Special Servlce Areas One, Two and Threel and
h'IiEREAS, the Trammel Cron Company has negotiated with the lnvestment
firm of Grlffin, Kublk, Stephens, & Thmpson, Inc. to act as both underw.riter
and purchaser of said Speclal Servlce Area Bonds; and
WHEREAS, lt has been determlned that lt ls 1n the best lnterests of the
Vlllage of Buffalo Grove to enter into a formal bond purchase agreements
rrith Grlffin, Kubik, Stephens, & Thompson, Inc, relative to these bond i.ssues.
NOW, TI1EREFORE BE IT RESOLVED BY TI{E PRESIDENT AND BOARD OT TRUSTEES
OF TTiE VILLAGE OT BUFI'AIO CROVE, COOK AND LAKE COI'NTIES, ILLINOIS that:
SECTION 1. The Vl1lage President and Village Clerk are hereby authorlzed
to;G6;. on behalf of the village of Buffalo crove the attached Bond
Purchase Agreements for the sale of the vlllage of Buffalo Grove/Tranmel
Crow Company Special Servlce Area Bonds noted as Exhibits A, B, & C.
SECTIoN 2. This resolution shall be in full force and effect upon its
Passage and apProval.
AyES: 6 - Marlenthal, OrRei1ly, Glover, Reid, Shlelds, Kowalski
NAyES: 0 - None
0 - NoneABSENT:
PASSED:Decernber 10
Decernber 10
_, 1985.
. 1985.APPROVED :
ATTEST :
Village Presldent
Q(";t1of.SqryVtE;e. Cf erk
"_\ 4. ,
rl rl
One South Wacke, Or / Srrte 22m / ChicaSo, lL 60606 / 112.1466450Decenber I0, I985
llonorable President and Board of Truateea
V11lage of Buffalo Grove
Cook and Lake Counties, Illlnois
Ladies and Gentlenen:
The underslgned (the "Underwrlter") hereby offers to enter
lnto thiB Purchase Contract wlth you (the "V111age") for the
purchase by the Underrrriter and eale by the Vlllage of
$3,f00,000 Spectal Service Area Number Three ad valoren tax
bonds, serles 1985 , dated Decenber I , 1985. The bonds wL11
pay lnterest December l and June I of each year, commencLng
Decenber I, f986 and wLll nature on the dates and at the
rates ,.ndlcated be Iow.
$300,000
$3s0,000
$400,000
$42s,000
$47 5 ,000
s5s0,000
$500 ,000
Due
Due
Due
Due
Due
Due
Due
L9 99
2000
2001
2002
2003
2004
2005
ar 9.502
at 9.502at 9 .502
at 9.602
at 9.702at 9.807"
at 9.902
Deceober 1,
Decernber I,
December I ,Decenber l,
Decenber 1,
Decenber l,
December l,
The bonde wI11 be Lesued ln fu1ly reglBtered forn, 1n the
denoninatlon of 95,000.00 and authorlzed nultiples thereof.
Senlannual lnterest due each December I and June I ls
payable by check or draft na1led by the Amerlcan Natlonal
Bank and Truat Company of Chicago, Chlcago, Illlnois (Paytng
Agent) to reglatered bondholder6 at the close of buslness on
the 15th day of the nonth next precedlng the lntereat
paynent date. Prlnclpal w111 be payable upon presentatlon
at the prlncipal offlce of the paylng agent.
The bonds shall be subJect to redenptlon prlor to naturlty,
at the optlon of the Vi11age, on any intereat Payment date
comnenclng January 1, 1996, ln whole or in part (tn inverse
order of naturlty) at the following redemPtlon Prlces
expressed as a percentage of the princlPal aEount thereof:
Redenp t l-on Period
Redenptlon
Prlce
through Nov. 30,
through Nov. 30,
through Nov. 30,
through Nov. 30,
and thereaf ter
Dec. I
De c. I
Dec I
De c. I
Dec. I
r996
t997
1998
1999
2000
1997
1998
t999
2000
1032
ro2-r / 2
r02
rot- L l2
101
C,riffinltubikseohens&llhonpallnc ^
For your $3,100,000 V111age of Buffalo crove, Cook and LakeCountles, I111nois, Special Servlce Area Nunber Three advaloren tax bonds, aeries I985 we wt11 pay an aggregatepurchase price of $3,100,000 plus accrued intereat from
December 1, 1985 to the date of closing. The bonds are norefully described in the Offlclal Stateoent attached hereto aa
Exhi b 1r A.
Th 1s purchase cont rac t is condl t loned upon recelpt ofthe unquallfied approvlng opinlon of Messrs. Chaprnan &
Cutler, At torneys , ( "Bond Counsel " ) , Chlcago, I111nols, asto legallty and as to tax exemptlon. Sald opinlon 1s to be
accoupanied by the cu6tomary non-lltigation certificate
concerning matters which would affect the authorlty orvalidlty or enforceablltty of the Bonds, the Bond Resolutlonor thi I Purchase Contract.
It is understood that Grlffin, Kublk, Stephens & Thompson,Inc. wl11 be responslble for arranging productlon of prlnted
bond forns, said forns to lnclude a facslrnlLe of the Chapnan
and Cutler oplnlon and CUSIP numbers. Feea and
dlsbursemente of Bond Counsel, Village Counsel, and
Underwriter, together wlth costs associated wlth printlng ofthe bonds and other qualtfylng expens e a at tendant toissuance are payable from bond proceeds as allowed by Iaw.
I,, e herewlth dellver to you an offlclal bank check payable toyour order, in the aEount of g3I,000.00, (sa1d anount
representing 17 of the prlnclpal amount of the lssue),payable 1n Chlcago Clearlng House Funds, as securlty for theperformance by us of our obllgation to accept and pay forthe Bonds at the Closing in accordance wlth the provlslons
of thls Purchase contract. Sald check shal1 be held
uncashed as such security untl1 the C1os1ng. Concurrentlywlth the dellvery of and payment for the Bonds at theCloelng, such check sha11 be returned to us by you. In theevent the V111age does not accept thls offer, or upon itsfallure to dellver the Bonds at the Closing, or if lt sha11be unable to satisfy the conditlons of thls purchase
Contract (unless waived by the Underwrlter) or 1f suchobligatlon shal1 be termlnated for any reason pernitted bythis Purchase Contract, such check shal1 lnnedlately bereturned to ua. In the event that the Underwriter falls toaccept and pay for the Bond6 at the Closing (other than fora reason set forth hereln), such check shall be cashed byyou as and for full llquidated danages for such failure andfor any and all defaults hereunder on the part of theUnderwrlter, and the cashlng of such check shal1 constltutea fu11 release and dlscharge of all clatms and rlghtshereunder agalns t the Underwrlter.
For inforoatlon purposea on1y, and not aa a part of thts
Purchase Contract, we calculate the LntereBt co6t asfollowa:
Gross Intereat Cost
PreDluE
Net Intereet Cost
Net Interest Cost/Percent
5,240,800
-0-
5,240,800
9 .6917 27"
Re ape c t ful ly subnl tEed,
Grlffln, Kublk, Stephens &
Thonpson, Inc.
By:l"l tu l--,t**
Davl d M. Thonp
President
aZn
Acceptance:
0n behalf of the Vl l lage of Buffalo Grove,
Countie6, I111nols, the foregolng purchase
hereby accepted th16 I0th day of December,
Cook and
proposal
1985.
Lake
la
//rul'resldent
Clerk
Tn &,"!,;
Seal
C,rifttltrbiksenhens
&lhonpsur,krc'
One South Wacl€r Dr / Su ite 220O / Chicaso, ll- 6O6O6 / 112.146.6450
Decenber l0, I985
Ilonorable PreBident and Board of Truatees
V 111ag e of Buffalo Grove
Cook and Lake CountleB, IlllnoiB
Ladles and Gentlemen:
The undergigned (the "Underwrlter") hereby offers to enter
lnto thi6 Purchaee Contract wlth you (the "V111age") for the
purchase by the Underwrlter and sale by the Village of
$8,250,000 Speelal Service Area Number 0ne ad valorem tax
bonds, serles 1985, dated December I, 1985. The bonde wl11pay Lntereat Deceober I and June I of each year, comnenclng
Decenber I, 1986 and w111 nature on the dates and at the
rates ind icated be 1ow.
$
$
$l
$l
$I
$l
$r
800 ,000
900,000
,050,000
,150,000
,300 ,000
,500,000
,550,000
Due
Due
Due
Due
Due
Due
Due
1999
2000
2001
2002
2003
200 4
2005
at 9.502
at 9.502
at 9 .502at 9.602at 9,702
at 9.802
at 9.902
The boods shal1 be subJect to redeEptlon prior to naturity,
at the optlon of the Vil-1age, on any lnterest payEent date
connenclng January f, I995, in whole or 1n part (1n lnverse
order of uaturlty) at the followlng redenptlon prlces
expreesed aa a percentage of the prlnclpal amount thereof:
Redemptlon Perlod
through Nov. 30,
through Nov. 30,
through Nov. 30,
through Nov. 30,
and thereafter
Dec. I ,Dec. I,
Dec I,
Dec. I ,Dec. I ,
I995
r997
1998
1999
2000
1997
r998
r999
2000
L03Z
r02-r l2
102
ror-r /2
l0t
RV...
iizal
Decenber l,
December l,
December 1,
December l,
Decenber 1,
December 1,
December l,
The bonds wl11 be lesued 1n fu1ly reglstered forn, ln the
denonlnatlon of $5,000.00 and authorized nultlples thereof.
Seolarnual lnterest due each December I and June I ls
payable by check or draft malled by the Arnerlcan Natlonal
Bank and Trust Conpany of Chlcago, Chicago, Illinols (eaytng
Agent) to reglstered bondholdera at the cloee of buslness on
the l5th day of the nonth next preceding the Lnterest
payEent date. Prlncipal wl11 be payable upon preaentatlon
at the prlnclpal offlce of the paylng agent.
Redenptlon
Prlce
For your $8,250,000 VtlLage of Buffalo Grove, Cook and Lake
Counties, IL11nols, Speclal Servlce Area Nunber One ad
valoren tax bonds, series 1985 we rr111 pay an aggregatepurchase prlce of $8,250,000 plus accrued lnterest from
Decenber f, I985 to the date of closing. The bonds are more
fully descrlbed in the 0fflclal Statenent a t tached hereto asExhlbl t A.
Th ls purchaae contracE 1s cond 1t loned upon recelpt of
the unqualified approvlng opinlon of Messrs. ChapDan &Cutler, Attorneys, ("Bond Counsel"), Chicago, I111nois, asto legality and ae to tax exenption. Said oplnlon 1s to be
acconpanled by the cus t onary non-11t lgat 1on certlflcateconcernlng natters which would affect the authorlty or
valldIty or enforceablltty of the Bonds, the Bond Resolutlon
or thl s Purchase Contract.
We herewlth dellver to you an offlcial bank check payable to
your order, 1n the amount of $82,500.00, (sald anount
repreaentlng lZ of the prlnclpal anount of the lssue),
payable ln Chlcago Clearing IIouse Funds, aa securlty for the
perfornance by us of our obligatlon to accept and pay for
the Bonds at the Closing 1n accordance !rith the provisions
of thls Purchase contract. Sald check sha1l be held
uncashed as such securl ty untl1 the Closlng. Concurrently
rrlth the delLvery of and paynent for the Bonds at the
C1oe1ng, such check sha1l be returned to us by you. In the
event the V 111a ge does noE accept th 1s offer, or uPon lts
fallure to dellver the Bonda a! the Closlng, or lf 1t tha11
be unable to satlsfy the condl!lons of this Purchase
Contract (unless walved by the Under\rrlter) or 1f such
obltgatlon ehall be terminated for any reason Pernltted by
thls Purchase Contract, such check sha11 lmnedlately be
returned to ua. In the event Ehat the Underwrlter fal1s to
accept and pay for the Bonds at the Closlng ( other than for
a reaeon set forth hereln) ' such check shal1 be cashed by
you as and for full ltquldated danages for such fallure and
for any and all defaults hereunder on the Part of the
Underwrlter, and the cashing of such check sha11 constltute
a full releaae and dlscharge of all clalms and rightg
hereunder agalnst the Underwrl ter.
It 1s understood that Grlffln, Kublk, Stephens & Thonpson,
Inc. !r111 be responsible for arranglng productlon of prlnted
bond forna, sald forms to lnclude a facslnile of the Chapnan
and Cutler oplnlon and CUSIP numbers. Fees and
dlsbursements of Bond Counsel, Vl11age Counsel, and
Undernl ter , together wlEh costs aasociated wlth prtnt 1ng of
the bonds and other quallfying expens es at t endant tolssuance are payable from bond proceeds as allowed by law.
For lnformatlon purposes only,Purcha6e Contract, we calculaiefol l ows :
and not as a partthe lnterest cost
of thls
a6
GroBa Interest CostPrenium
Net Interes t Co6tNet Interes t CoBt/percent
r3,951,100
-0-r3,95r,r00
9.691622
Cook and
proposal
r985.
ReBpecrfu11y 6ubmltted,
Gr1ff1n, Kublk, StephensThonpson, Itrc.
ilau
&
By:
Seal
David M . Th onp sPresident
Acceptance:
0n behalf of the Village of Buffalo Grove,Countles, Illlnols, the f oregof rrg p,ri"ir".nereby accepted thls l0th day of December,
Lake
lg
ent
Clerk
b"dm &*L;
F
i.-"-r_l_,i
Sdrens
One South Wacker Or / Suite 22ml ChicaSo, lL @@51312.1t'6.615O
December l0, 1985
Eonorable Presldent and Board of Trustees
V111age of Buffalo Grove
Cook and Lake Countles, Il1lnols
Ladles and Gentlemen:
The underslgned (the "Underrrrlter") hereby offers to enterloto this Purchase Contract wLth you (the "V111age") for thepurchaee by the Underwriter and sale by the Village of
$2,f00,000 Speclal Servlce Area Nunber Two ad valorem taxbonda, serles 1985, dated December I, I985. The bonds willpay lnterest December I and June I of each year, conmenclngDecenber t, f986 and w1l-l mature on the dates and at therates lndlcated be 1ow.
$225,000
$250,000
$2s0,000
$300,000
$325 ,000
$350,000
$400,000
Due
Due
Due
Due
Due
Due
Due
1999
2000
2 001
2002
2003
200 4
2005
ar 9.502
at 9.502ar 9.502at 9.602et 9.702
at 9.802
ar 9.902
December I
Decenber I
December I
Decenber I
December I
Decenber I
December I
The bonds w111 be iasued 1n fully regi6tered forn, 1n thedenomlnatlon of $5,000.00 and authorlzed nultlplee thereof.
Semlannual lnteregt due each December I and June 1 1gpayable by check or draft nalled by the American Natlooal
Bank and Trust Conpany of Chicago, Chicago, IllinolB (paylng
Agent) to reglstered bondholders at the close of buslnees onthe 15th day of the month next precedtng the intereatpayEent date. PrLnclpal wl1l be payable upon presentatlon
at the prlnclpal offlce of the paylng agent.
The bonds eha11 be subJect to redenptlon prlor to naturlty,at the optlon of the V111age, on any lnterest payuent dateconnenclng January I, 1996, in whole or 1n part (1n lnvereeorder of oaturlty) at the followlng redenptlon prices
expreaeed as a percentage of the prlnclpal ax0ount thereof:
Redenption Perlod Redenptlon
Prlce
through Nov. 30,
through Nov. 30,
through Nov. 30,
through Nov. 30,
and thereaf ter
Dec. I
De c. I
Dec I
De c. I
Dec. I
t996
1997
1998
1999
2000
t997
1998
r999
2000
ro3z
toz-t l2
t02rot-t / 2
101
For your 92,I00,000 Vl11age of Buffalo Grove, Cook and Lake
Countlea, Illinols, Special Service Area Nunber Two ad
valoren tax bonds, serles 1985 we rr111 pay an aggregate
purchase prlce of $2,100,000 p lus accrued interest f ron
December l, 1985 to the date of c1oslng. The bonds are more
fu11y deecrlbed 1n the 0fflclal StateEent attached hereto as
Exhl bt t A.
Thls purchase contract 1s condltloned upon recelpt of
the unqual-ifled approvlng oplnlon of !{essrs. Chapnan &Cutler , Attorneys, ( "Bond Counsel" ), Chtcago, I111nols, as
to legal1ty and as to tax exenptlon. Sald opinlon 1s to be
acconpanied by the cuatonary non-l1Elgat1on certlflcate
concerning nattera whlch would affect the authorlty or
valldity or enforceablllty of the Bonds, the Bond Resolutlonor thls Purchase Contract.
It 1a understood that Grlffln, Kubik, Stephens & Thonpson,
Inc. w111 be responsible for arranglng productlon of prlnted
bond forns, sald forns to lnclude a facslntle of the Chapnan
and Cutler oplnlon and CUSIP numbers. Fees and
disbursements of Bond Counsel, V111age Counsel, andUnderwrlter, together wlth coats aseoclated wl th prlntlng of
the bonds and other quallfylng expenses attendant to
Lssuance are payable fron bond proceeds as allowed by 1an.
We herewlth dellver to you alr official bank check payable to
your order, 1n the anount of $21,000.00, (sald anount
repreaentlng lZ of. the prlnclpal anount of the lssue),
payable 1n Chlcago Clearlng llouse Funds, as securlty for the
perfornance by us of our obllgatlon to accep! and pay for
the Bonda at the Closlng 1n accordance rrl th the provlalons
of this Purchase contract. Sald check thalL be held
unca6hed as Buch securlty unt1l the Clos 1ng. Concurrent 1y
wlth the dellvery of and paynen! for the Bond8 at the
C1os1ng, such check shal1 be returned to us by you. In the
event the Village does not accept thls offer' or uPon 1!s
fallure to dellver the Bonds at the Closlng, or 1f it sha11
be unable to Batisfy the conditlons of thls Purchaae
Contract (unless walved by the Underwrlter) or 1f euch
obllgatlon sha11 be terElnated for any reason PerEltted by
thls PurchaBe Con!ract, such check sha1l lmnedlately be
returned to us. In the event that the Underwriter fal18 to
accept and pay for rhe Bonds at the Closlng ( other than f or
a reaaon set f orth hereln) ' auch eheck s ha11 be cashed by
you aa and for fu11 llquidated danages for such fallure and
ior a.ry and a1l defaults hereunder on the part of the
UnderwrLter, and the cashlng of such check shall consElEute
a fu11 release and dlscharge of all clalos and rlghts
hereunder against the Underwriter.
For lnfornatlon purpo6es only, and not as a part
Purchase Contract, we calculate the lntereat coat
f o 1lows :
of this
as
Cross Interest Cost
Prenlum
l{et Int ere6 E CoBt
Net IDterea t CoBt/Percent
3,536,250
-0-
3,536,250
9.6883s2
Re s pec t ful ly subnltted,
Grlffln, Kubik, Stephens &
Thompeon, Inc.
/r,-l l,By:
Davld M. Thomps
Presldent
Acceptance:
0n behalf of the Vtllage of Buffalo Grove,
Counties, Il"linols, the foregoing purchase
hereby accepted thiB 10th day of December,
Cook and
proposal
r985.
Lake
1s
President
Clerk
b*tTn &-i,,"^
Seal
TO:
FROM:
DATE:
SI,BJECT:
William R, Balltng
Willlatrl Il. Br lrru
December 10, f 985
Bond Purchase Agreements
3 s:.+i'
Attached, please flnd a Resolutlon for consideratlon by the President and
Board of Trustees on Decenber 10, 1985 that authorizes the Village
President and Clerk to execute on behalf of the Village three (3)
separate bond purchase a8reements for the Vllta8e/Tramrel Crow Special
Service Area Bonds. The agreements, attached as Exhibits A, B and
C to the Resolution are not to be considered the orlginals for execution
ln that the President of the bond purchaser and underwrlter has not executed
the submlttals. It is anticipated that orlglnals shall be made available
on 12/lO or very shortly thereafter. The security checks referenced in
the three agreements have not been posted with the Vlllage and should
be prlor to final executLon by Verna & Jan, or nade a condltlon of siSnature
thls evenlng. Flna11y, the Offlcial Statements, also referenced, have been
submltted to the Vlllage Clerk for subsequent review by staff to insure thelr
accuracy.
u)
il1ian It, Br irnm