DhPARTMl'.NT OF Law CITY Ol- CHIC ACQ
December 4, 2018
Andrea M. Valencia City Clerk
121 N. LaSalle St., Room 107 Chicago, IL 60602
Re: Sales Tax Securitization Corporation
Sales Tax Securitization Bonds, Series 2018C
Dear Ms. Valencia:
Attached is the Notification of Sale which is required to be filed with your office pursuant to Section 5(j) and Section 6(a) of the Ordinance Establishing the Sales Tax Securitization Corporation and Providing for Certain Related Matters of the City Council of the City, approved by the City Council of the City of Chicago on October 11, 2017.
Please direct this filing to the City Council.
Very truly yours,
Carole L. Brown Chief Financial Officer
4812-5398-7925 1
, Doc. No. 27
NOTIFICATION OF SALE
City Council ofthe City of Chicago Office of the City Clerk 121 N. LaSalle St., Room 107 Chicago, IL 60602
Pursuant to Section 5(j) and Section 6(a) of the Ordinance Establishing the Sales Tax Securitization Corporation and Providing for Certain related Matters of the City Council of the City (the "Ordinance"), approved by the City Council of the City of Chicago on October 11, 2017, authorizing the issuance by the Sales Tax Securitization Corporation (the "Corporation") of $612,420,000 aggregate principal amount of Sales Tax Securitization Bonds, Series 2018C (the "Series 2018 Bonds"), 1 am filing with you this notification of sale and providing additional information regarding the Series 2018 Bonds. Unless otherwise defined, capitalized terms are , used as defined in the Ordinance.
The attached Exhibits excerpted from the Offering Circular relating to the Series 2018 Bonds describe the following information:
Exhibit 1 describes the series designation, the aggregate principal amount and maturity schedule for the Series 2018 Bonds, the interest rates on the Series 2018 Bonds and whether such interest is tax-exempt or taxable;
Exhibit 2 describes the authorized denominations and redemption provisions for the Series 2018 Bonds;
Exhibit 3 describes the specific maturities, series and amounts of the City bonds (the ("Refunded Obligations") to be refunded with proceeds of the Series 2018 Bonds and the date on and price at which the Refunded Obligations shall be redeemed (if such redemption shall occur prior to stated maturity or pursuant to mandatory sinking fund redemption);
Exhibit 4 describes the identity of the underwriters for the Series 2018 Bonds; and
Exhibit 5 describes the purposes for which the Series 2018 Bonds were issued.
In addition, the following information is provided pursuant to Section 5(j) of the Ordinance:
(i) The disposition of the revenues pledged and/or the taxes levied or imposed for payment ofthe Refunded Obligations for the years following the date of issuance of the Series 2018 Bonds is as follows: the City will partially abate the levy of property taxes for levy years 2018 and following in order to reflect payment of the Refunded Obligations with the proceeds of the Series 2018 Bonds;
None ofthe Series 2018 Bonds were insured by a bond insurance company;
The Bank of New York Mellon Trust Company, N. A. is the trustee for the Series 2018 Bonds;
Aggregate underwriter compensation paid in connection with the sale of the Series 2018 Bonds was $3,380,714.98; and
In connection with the refunding of the Refunded Obligations, The Bank of New York Mellon Trust Company, N.A., the Amalgamated Bank of Chicago, U.S. Bank, National Association and Zions Bancorporation, National Association, were named escrow trustees.
In addition, the following information is provided pursuant to Section 6(a) of the Ordinance: with respect to each series of Series 2018 Bonds, the Sales Tax Revenues for the most recently completed fiscal year are at least 150 percent ofthe aggregate maximum annual debt service for such series of Series 2018 Bonds plus all other Sales Tax Obligations previously issued and outstanding upon issuance of such series of Sales Tax Obligations.
IN WITNESS WHEREOF, 1 have set my hand this 4l" day of December 201 8.
CITY OF CHICAGO
Name: Carole L.vBrown Title: Chief Financial Officer
EXHIBIT
i\l ATU RH Y SCI IED U LL
S612.420.000 Sales Tax Securitization Bonds. Scries 20I8C (tax-exempt) S315.420,000 Series 20IXC Serial Bonds
Ma turil v (January I)
2(122 2(123 2024 2025 2026 2027 202S 2029 2030 2030 2031 2032 2033 2033 2034 2035 2036 2036
Principal Amount
SI 4,760.000 14,905,000 15.645.000 16,430,000 17.255,000 IS. 12(1,000 19.590.000 20,710,000 3,500,000 1S,250,000 26,X60.000 28,330.000 15,000,000 14,895,000 22,520,000 23,700,00(1 10,000,000 14.950.000
Interest Rate
5.00°.;.
5.00",, 5.00% 5.00% 5 00% 5.00% 5.00% 5.00% 5.00% 5.50% 5.50% 5.50% 5.00% 5.50% 5.25% 5.25% 5.00% 5.50%
Yield'
2.75%
2.85%
2.94'?;.
3.06%
3.22%
3.36%
3.48%
3.56%
3.63%c
3.51%('
3.57%('
3.64%'"
3:8l%('
3.69%c
3.79%c
3.84%r
3.96%l"
3.84%('
ciisiPi
No.
79467BBP9
79467BBQ7
79467BBR5
79467BBS3
794671 JUT I
79467BIJU8
79467BBV6
79467BBW4
79467BUY0
79467BBX2
79467BBZ7
79467BCA1
79467BCC7
79467BCB9
79467BCD5
79467BCG3
79467BCF0
79467BCG8
$41,500,000 5.00% Series 20ISC Term Bonds Due January 1, 2043, Yield 4.15%°, CUSirt No. 79467BCH6 $91,500,000 5.25% Series 2018C Term Bonds Hue January' 1, 2043, Yield 4.08%(, CUSIP* No. 79467BCJ2 8164,000,000 5.25% Series 2018C Term Bonds Due January I. 2048, Yield 4.16%C, CUSIP* No. 79467BCK9
C-YicUl t« First Optional Call oil January I. 2029
+ Copyright, American Bankers Association (''ABA"1 CUSIP data herein are provided by CUSIP Global Services, operated on behalf of the ABA hy S&P (ikibal Market Intelligence, a division ol'SAcP Global Inc. The CUSIP numbers listed above are being provided solely for the convenience of holders ofthe Sciics 20 ISC Bonds only al the time of issuance ofthe Series 201 SC. Bonds and neither the Coiporation nor the Underwriters make any representation with respect to such numbers or undertakes any responsibility for iheir accuracy now or al any lime in the future. The CUSIP number for a specific maturity is subject to being changed after the issuance of the Scries 201 SC Bonds as a result of various .snbsei|unil actions including, but not limited to. a refunding in whole or in pail of such matuntj or as a result of the procurement of secondary maiket portfolio insurance or other similar enhancement by investors that is applicable to all oi a porlion of certain maturities of the Series 20 ISC Bonds.
EXHIBIT 2
THK SKKIKS 2018C BONDS
The following summary describes certain lertns of ilw Series 2i)ltiC Montis. This summary does nol purpart lo he complete and is subject lo. tint! qualified in its entirety by reference to, ihe provisions ofthe Indenture and the Series 2(1 ISC Hont/s Copies of the Indenture may he obtained upon written request to the Trustee.
General
The Scries 201 SC Bonds will be dated lite chile of delivery, will mature on January 1. and u ill hear interest from the dated date until paid or redeemed, payable semiannually on each January I and July 1. commencing January 1. 2019. The Series 201 SC.' Bonds will bear interest at the rates per year and will mature in the principal amounts on January 1 in each year, as set forth on the inside cover page of this Offering Circular: Interest on the Series 201 SC Bonds will he computed on the basis of a 300-day year consisting of twelve 30-day months. The Series 20ISC Bonds will be issued as fully registered bonds in denominations of SxODO or any integral multiples thereof (each an "Authorized Denomination").
Redemption
Optional Redemption
The Series 20 ISC Bonds are subject to redemption prior to maturity, at the election or direction ofthe Corporation, in whole or in part (and, if in part, in an Authorized Denomination) on any date on or after January 1. 2029, at a Redemption Price of par plus any accrued interest thereon to the dale fixed for redemption.
Mandatory Redemption from Sinking Fund Installments
The Series 201 NC Bonds maturing on January I. 2043. and January 1. 204X are Term Bonds subjed to mandator)' redemption from Sinking Fund Installments at a Redemption Price equal to 100% ofthe principal amount being redeemed, plus accrued interest, on the dates and in the amounts set forth below:
EXHIBIT 2
5.1(00% Series 2018C Bonds maturing on January 1, 2043
Year Principal
(January I) Amount
$7.51 (),()()()
7,885.000
8,280.000
8.695.000
20431 9.130.000
'Stated maturity
5.250% Series 2018C Bonds maturing on January 1, 2043
Year Principal
(Jji'IUilUr'-i.]! A rjiou nt
2039~" $16,475,000
17.340,000
18,255,000
19.210,000
2043* 20.220,000
'Stated maturity
.Scries 20I8C Bonds maturing on January 1, 2048
Year Principal
f January 11 Amount
$29,530,000
31,085,000
32,715,000
2047 , 34,430,000
2048* 36.240,000
'Stated maturity
Select ion oj Series 20IHC Bonds to be Redeemed
If less than all ofthe Series 20I8C Bonds of a single maturity and tenor are to be redeemed, the particular Series 2018C Bonds of such maturity to he redeemed shall be selected by lot by the Trustee by such method of selection as it shall deem proper in its discretion.
Purchase of Series 20 ISC Bonds to be redeemed from Mandatory Sinking Funds
The Corporation may, at any time subsequent to the first day of any Fiscal Year but in no event less than twenty (20) days prior to the succeeding date on which a Sinking Fund Installment is scheduled to be due. direct the Trustee to purchase, with money on deposit in the Debt Service Fund, at a price not in excess of par plus interest accrued and unpaid to the date of such purchase. Series 20ISC Bonds to be redeemed from such Sinking Fund 'Installment. The principal amount of each Series 2018C Bond so canceled will be credited aguinsl (he Sinking Fund installment due 011 such dale.
Notice of Redemption
When Scries 20 ISC Bonds are to be redeemed, the Trustee will give notice ofthe redemption ofthe Series 2018C Bonds in the name ofthe Corporation which notice will specify the Series 2018C Bonds to be redeemed, the maturity dates and interest rates ofthe Series 201 SC' Bonds to be redeemed and the date such Series 201 SC Bonds
EXHIBIT 2
were issued; the numbers and other distinguishing marks ofthe Bonds to be redeemed, including CUSIP numbers: the , ledcmption date, ihe Redemption Price, if then known: and the principal amount of each Bond lo he redeemed. If the Corporation's obligation to redeem Ihe Series 201 SC Bonds is subject to conditions, the notice will include a statement lo that effect and ofthe conditions to such redemption. Such notice shall tint her stale that, if on such date all conditions lo redemption have been satisfied, (here shall become due and payable on such dale upon each Series 201 SC Bond to be redeemed the Redemption Price (hereof, together with interest accrued and unpaid thereon to ihe redemption date, and that, from and after such dale, payment having been made or provided for. interest (hereon shall cease to accrue.
The Trustee will give notice by mailing a copy of such notice, not less than 20 days (or such shorter period if then permitted by DTC) nor more than 60 days prior to the redemption date by mail, to the registered owners ofthe Series 20ISC Bonds which are to be redeemed, at their last known addresses appearing on the registration books not more than ten Business Days prior to the date such notice is given. The failure of any Holder of a Series 201 SC Bond to be redeemed to receive such notice shall not affect the validity ofthe proceedings for the redemption ofthe Series 20ISC Bonds.
Payment of Redeemed Bonds
Notice having been given by mail in (he manner described above, (he Series 201 SC Bonds or portions thereof so called for redemption will become due and payable on (he redemption date so designated at the Redemption Price, plus interest accrued and unpaid to the redemption date, and, upon presentation and surrendei of such Series 20 ISC Bonds, at the office or offices specified in such notice, sueli Series 201 SC Bonds, or portions thereof, shall be paid at ihe Redemption Price, plus interest accrued and unpaid to the redemption date. If there is called for redemption less than al I ofthe principal amount of a Series 201 SC Bond, the Corporation will execute and the Trustee w ill authenticate and deliver, upon the surrender of such Series 2018C Bond, without charge to the owner thereof, for the unredeemed balance of the principal amount ofthe registered Series 201 SC Bond so surrendered. Series 201 SC Bonds of like maturity and tenor in any ofthe authorized denominations. If, on the redemption date, money for the redemption of all Series 20ISC Bonds or portions thereof of any like maturity and tenor to be redeemed, together with interest accrued and unpaid thereon to the redemption date, shall be held by the Tnistec and Paying Agents so as to be available therefor on such date and if notice of redemption shall have been mailed as described above, then, from and after Ihe redemption date, interest on the Series 2018C Bonds or portions thereof so called for redemption shall cease to accrue and such Series 201 SC Bonds shall no longer be considered to be Outstanding under the Indenture. If such money is not available on the redemption date, such Series 201SC Bonds or portions thereof shall continue to bear interest until paid at the same rate as they would have borne had they not been called for redemption.
EXHIBIT 3
APPENDIX D
SUMMARY OF REFINANCED OBLIGATIONS
The following is a lisl ofthe general obligation bonds issued by the City of Chicago that will be refunded
with a portion ofthe proceeds ofthe Series 2018C Bonds. The following is subject to change and subject (o delivery
ofthe required redemption notices. The CUSIP numbers are provided for convenience and no representation is made
with respect to the accuracy of such CUSIP number. All ofthe bonds listed below are the Refinanced Obligations
Redemption Date
Redemption Price
described in "PLAN OF FINANCE".
,.,,.,,„ ,, , Interest Outstanding Principal
c- . CbSIP .Maturity _ _ . . ~ '
Series ' Rale Principal Relunded
Nl""hlT Datc (%) (S) ($)
I67485-.1P4
200511 2005H 2005U 2005 B 2005 U
I674H6-YT0 167485-1IUH 167485-11V6 167485-HW4 167485-HX2
01 01/26 01/01/27 01/01 28 01 '01/29 01/01/30
5.000 5 000 5.000 5.000 5.0(H)
5,095,000 25,320.000 26.385,000 20,320,000 16.010,000
5.095,000 25,320.000 26,385,000 20,320,000 16.010,000
12'20.18 12/20/18 12/20 18 12 20 IS 12/20 IS
100.000 100.000 I (10.000 100.000 100.000
2006A 2006A
I67485-RF0 I67485-RC8
01/01/27 01/01/28
5.000 5.000
11,640,000 10,005,000
11.640,000 10.005,000
12/20'18 12 20 IS
100.000 100.000
2007A 2007A 2007A 2007A
I67485-C74 167485-D73 167485-081 I67485-D65
01/01-23 01/01/33 01-01/33*" 01/01/32'"
5.000 4.500 5.000 5.000
18.320,000 2,480,000 38,955.000 76.415,000
18.320.000 2.480,000 29,520,000 60,7.15.000
12/20/18 J2/20T8 12/20. IS 12/20-18
100.000 100.000 100.000 100.000
22,970,000 22,970,000
2008 A 2008A 20O8A 2008A
I67485-5Q0 167485-5R8 I07485-5T4 1674S5-5UI
01/01/27 01/01/28 01/01/33'" 0J/01/37'-"
5.250 5.250 5.250 5.250
12,700.000 1.1.370,000 54,980,000 49,695.000
12,700.000 13.370,000 54,980.000 49,695.000
12/20/18 12/20/18 12/20 18 12/20 18
100.000 100.000 100.000 100.000
20O8C 2008C 2008C 2008C 200SC 2008C 2008C 2008C
167486-167486-167486-167486-167486-167486-167486-167486-
DA4
DC0
DCl
DJ5
DL0
DM8
1)S5
DT.l
01/01/23
01/01/24
01/01/26
01/01/27
01/01/28
01/01/29
Ol/Ol/.W"
01/01/40"1
5.000 5.000 5.000 5.000 5.000 5.000 5.000 5.000
9,780,000 19,185.000 14,610.000 15.830,000 11,285,000 18,925,000 121,115.000 109.105,000
9.540,000 18,710.000 14,245,000 15,4.15,000 11.005,000 18,455.000 92,045.000 106.395,000
01/01.19 0101/19 01/01/19 01 01 19 01/0119 0101/19 01/0119 01/01/19
100.000 100.000 100.000 100.000 100.000 100.000 100.000 100000
folal Refunded Pin
Note (') Maturity Datc shown is the final mandatory' redemption date of a Term Bond
D-1
EXHIBIT 4
* C ;"!p C ^t"~", $612,420,000
* i O SALES TAX SECURITIZATION CORPORATION
s*.ts 'as src'jffiiAiic.vcufw-oisAito'i Sales Tax Securitization Bonds,
Scries 2018C
Loop Capit al Markets RBC Capital Markets
The Williams Capital Group, L.P. Academy Securities
Stifel
Mcsirow Financial, Inc.
Nrivcmlicr L">, HO IK
EXHIBIT 5
PLAN Ol- FINANCE
The Scries 20ISC Bonds are being issued to provide funds for the City to refund certain of Ihe City's outstanding general obligation bonds (the "Refinanced Obligations"). In addition, proceeds ofthe Series 20 ISC Bonds wtlfbe used to pay costs of issuance ofthe Series 20 IXC Bonds. See APIMiNDIX I) — "SUMMARY 01-RLTTNANCF.I) OBLIGATIONS" for a list ofthe Refinanced Obligations to be refunded with the net proceeds ofthe Scric> 201 SC Bonds.
27