Ordinance 2021-37UNITED CITY OF YORKVILLE
KENDALL COUNTY, ILLINOIS
ORDINANCE NO. 2021-37
AN ORDINANCE authorizing and providing for the issuance of General Obligation
Bonds (Alternate Revenue Source), Series 2022, of the United City of Yorkville,
Kendall County, Illinois, in the aggregate principal amount of $5,170,000, for the
purposes of refunding the outstanding General Obligation Refunding Bonds (Alternate
Revenue Source), Series 2011 and providing for certain capital improvements
throughout the City, prescribing all the details of said bonds and providing for
the imposition of taxes to pay principal of and interest on such bonds
Adopted by the City Council on the
14 th day of December, 2021
ORDINANCE No.2021-37
AN ORDINANCE authorizing and providing for the issuance of
General Obligation Bonds (Alternate Revenue Source), Series
2022, of the United City of Yorkville, Kendall County, Illinois, in
the aggregate principal amount of$5,170,000, for the purposes of
refunding the outstanding General Obligation Refunding Bonds
Alternate Revenue Source), Series 2011 and providing for certain
capital improvements throughout the City, prescribing all the
details of said bonds and providing for the imposition of taxes to
pay principal of and interest on such bonds.
WHEREAS, the United City of Yorkville, Kendall County, Illinois (the "City"), is a duly
organized and existing municipality incorporated and existing under the provisions of the laws of
the State of Illinois, is now operating under the provisions of the Illinois Municipal Code, as
amended (the "Code"), and all laws amendatory thereof and supplementary thereto, including
the Local Government Debt Reform Act, 30 Illinois Compiled Statues 350 (the "Debt Reform
Act"); and
WHEREAS,the City by its City Council (the "Corporate Authorities")has determined that
it is advisable, necessary and in the best interests of the City to: (a) currently refund (the
Refunding") the City's outstanding General Obligation Refunding Bonds (Alternate Revenue
Source), Series 2011 (the "Prior Bonds"), which were initially issued to refund the City's
General Obligation Bonds (Alternate Revenue Source), Series 2005D and its General Obligation
Bonds (Alternate Revenue Source), Series 2008, both of which were initially issued to finance
improvements to the City's combined waterworks and sewerage system; (b) finance (i) the
renovation of the new Yorkville City Hall and Police Station at 651 Prairie Pointe Drive, (ii) the
acquisition and/or renovation of additional existing buildings located within the City for
municipal purposes; and (iii) other capital infrastructure projects within the City, including
water, sewer and road construction and repairs (hereinafter collectively referred to as the
Project"); and (c) pay certain costs of issuance of the Bonds (as such term is hereinafter
defined); and
WHEREAS, the Prior Bonds are subject to redemption at the option of the City on any date
on and after December 30, 2020, at a redemption price of par, plus accrued interest to the dated
fixed for redemption, as provided in Ordinance No. 2011-59 adopted by Corporate Authorities
on October 25, 2011 (the "Prior Bond Ordinance") authorizing the issuance of the Prior Bonds;
and
WHEREAS, the costs of the Refunding and the Project, including, without limitation, legal,
financial, bond registrar and other related banking fees, printing and publication costs and other
expenses and costs, are estimated by the Corporate Authorities to be not more than $5,170,000,
but the City does not currently have sufficient funds on hand and lawfully available to pay such
costs, nor does it expect to have sufficient funds on hand and lawfully available to pay such
costs; and
WHEREAS, pursuant to the provisions of the Debt Reform Act, and particularly Section 15
of the Debt Reform Act (pursuant to which alternate revenue bonds are authorized to be issued),
the City may issue its alternate revenue bonds to refund or advance refund alternate revenue
bonds previously issued by the City without meeting any of the conditions set forth in the Debt
Reform Act and Section 15 thereof, provided that the term of the refunding bonds shall not be
longer than the term of the refunded bonds and that the debt service payable in any year on the
refunding bonds shall not exceed the debt service payable in such year on the refunded bonds;
and
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WHEREAS, the term of the Bonds shall not be longer than the term of the Prior Bonds and
the debt service payable in any year on the Bonds shall not exceed the aggregate debt service
payable in such year on the Prior Bonds; and
WHEREAS, pursuant to the provisions of Section 15 of the Debt Reform Act, whenever
there exists a revenue source (as defined in the Debt Reform Act) for the City,the City may issue
its "Alternate Bonds", being general obligation bonds of the City payable from such revenue
source; and
WHEREAS, for the purpose of providing funds to pay the costs of the Project and in
accordance with the provisions of Section 15 of the Debt Reform Act, the Corporate Authorities,
on the 26th day of October, 2021, adopted Ordinance No. 2021-20 (the "Authorizing
Ordinance"), authorizing the issuance of its general obligation alternate revenue bonds, as
provided in the Debt Reform Act, in an aggregate principal amount not to exceed $1,050,000 and
payable from (i) all collections distributed to the City from those taxes imposed by the City
pursuant to the Non-Home Rule Municipal Retailers' Occupation Tax Act and the Non-Home
Rule Municipal Service Occupation Tax Act, each as supplemented and amended from time to
time, or substitute taxes therefor as provided by the State of Illinois or the City in the future, and
ii) such other funds of the City as may be necessary and on hand from time to time and lawfully
available for such purpose (collectively, the "Pledged Revenues"), and, if the Pledged Revenues
are insufficient to pay such bonds, payable also from ad valorem property taxes upon all taxable
property in the City without limitation as to rate or amount(the"Pledged Taxes"); and
WHEREAS, on the 29th day of October, 2021, a notice of the adoption of the Authorizing
Ordinance (the "Notice"), in statutory form, was published in the Aurora Beacon-News, the same
being a newspaper of general circulation in the City, and an affidavit evidencing the publication
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of the Notice has heretofore been presented to the Corporate Authorities and made a part of the
permanent records of the City; and
WHEREAS, on the 29th day of October, 2021, the Authorizing Ordinance was published in
the Aurora Beacon-News, the same being a newspaper of general circulation in the City, and an
affidavit evidencing the publication of the Authorizing Ordinance has heretofore been presented
to the Corporate Authorities and made a part of the permanent records of the City; and
WHEREAS, more than thirty (30) days have expired since the date of publication of the
Authorizing Ordinance and the Notice, and no petitions with the requisite number of valid
signatures thereon have been filed with the City Clerk requesting that the question of the
issuance of the alternate revenue bonds be submitted to referendum; and
WHEREAS, pursuant to and in accordance with the provisions of the Bond Issue
Notification Act of the State of Illinois, the Corporate Authorities, on the 26th day of October,
2021, adopted Ordinance No. 2021-19, calling a public hearing (the "Hearing") for the 9th day of
November, 2021, concerning the intent of the Corporate Authorities to sell not to exceed
1,050,000 General Obligation Alternate Revenue Bonds; and
WHEREAS, notice of the Hearing was given (i) by publication at least once not less than
seven (7) nor more than thirty (30) days before the date of the Hearing in the Aurora Beacon-
News, the same being a newspaper of general circulation in the City, and (ii) by posting at least
forty-eight (48) hours before the Hearing a copy of said notice at the principal office of the
Corporate Authorities; and
WHEREAS, the Hearing was opened on the 9th day of November, 2021, and at the
Hearing, the Corporate Authorities explained the reasons for the proposed bond issue and
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permitted persons desiring to be heard an opportunity to present written or oral testimony within
reasonable time limits; and
WHEREAS, the Hearing was finally adjourned on the 9th day of November, 2021, and not
less than seven(7) days have passed since the final adjournment of the Hearing; and
WHEREAS, the Project constitutes a lawful corporate purpose within the meaning of the
Debt Reform Act; and
WHEREAS, the Bonds will be payable from the Pledged Revenues and the Pledged Taxes;
and
WHEREAS,pursuant to and in accordance with the provisions of the Debt Reform Act,the
City is authorized to issue its General Obligation Bonds (Alternate Revenue Source), Series 2022
the "Bonds") in the aggregate principal amount of $5,170,000 for the purpose of providing
funds to pay the costs of(a) the Refunding, (b) the Project (but not in excess of$1,050,000), and
c) all related costs and expenses incidental thereto, and the Corporate Authorities hereby
determine that it is necessary and desirable that the Bonds be issued in the aggregate principal
amount of$5,170,000; and
WHEREAS, the Bonds will be issued on a parity with the Series 2021 Bonds (as
hereinafter defined), and will be secured ratably and equally by the Pledged Revenues with such
Series 2021 Bonds;
WHEREAS, the Series 2021 Bonds were issued pursuant to the Series 2021 Bond
Ordinance (as hereinafter defined), in which the City expressly reserved the right to issue
Additional Bonds" as therein defined,provided that certain conditions are met; and
WHEREAS, the Corporate Authorities have heretofore and it is hereby determined that the
Pledged Revenues will be sufficient to provide or pay in each year to the final maturity of the
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Bonds all of the following: (i) debt service on all outstanding revenue bonds, if any, payable
from the Pledged Revenues, and (ii) in each year, an amount not less than 1.25 times debt service
of the Series 2021 Bonds and the Bonds proposed to be issued pursuant to this Ordinance; and
WHEREAS, such determination of the sufficiency of the Pledged Revenues is supported
by reference to the report dated the date hereof(the "Report"), of Speer Financial, Inc., Chicago,
Illinois ("Speer"), which Report has been presented to and accepted by the Corporate Authorities
and is now on file with the City Clerk; and
WHEREAS, the Property Tax Extension Limitation Law of the State of Illinois, as
amended ("PTELL"), imposes certain limitations on the "aggregate extension" of certain
property taxes levied by the City, but provides that the definition of "aggregate extension"
contained in PTELL does not include extensions made for any taxing district subject to PTELL
to pay interest or principal on bonds issued under Section 15 of the Debt Reform Act; and
WHEREAS, the County Clerk of the County of Kendall, Illinois is therefore authorized to
extend and collect said property taxes so levied for the payment of the Bonds, as alternate bonds,
without limitation as to rate or amount; and
WHEREAS, the Corporate Authorities deem it necessary and desirable at this time to
authorize the sale and issuance of the Bonds, for the purposes and subject to the limitations
contained in this Ordinance, pursuant to an award of sale to Key Government Finance, Inc. (the
Purchaser") in accordance with the terms of this Ordinance (the"Competitive Sale").
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE UNITED
CITY OF YORKVILLE, KENDALL COUNTY, ILLINOIS, AS FOLLOWS:
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Section 1. Definitions The following words and terms used in this Ordinance shall
have the following meanings unless the context or use clearly indicates another or different
meaning is intended:
Act" means the Local Government Debt Reform Act of the State of Illinois, as
amended.
Additional Bonds" means any alternate bonds to be issued subsequent in time to the
Bonds in accordance with the provisions of the Act on a parity with and sharing ratably and
equally in the Pledged Revenues with the Bonds and the Series 2021 Bonds.
Alternate Bond and Interest Account (2022)" means the Alternate Bond and Interest
Account(2022) established hereunder and further described by Section 13 of this Ordinance.
Bond" or "Bonds" means one or more, as applicable, of the $5,170,000 General
Obligation Bonds (Alternate Revenue Source), Series 2022, authorized to be issued by the City
pursuant to this Ordinance.
Bond Fund" means the 2022 Alternate Bond Fund established hereunder and further
described in Section 15 of this Resolution.
Bond Register" means the books of the City kept by the Bond Registrar to evidence the
registration and transfer of the Bonds.
Bond Registrar" means The Bank of New York Mellon Trust Company,N.A., Chicago,
Illinois, a bank or trust company having trust powers, or a successor thereto or a successor
designated as Bond Registrar hereunder.
City"means the United City of Yorkville, Kendall County, Illinois.
Clerk"means the Clerk of the City.
Code"means the Internal Revenue Code of 1986, as amended.
Corporate Authorities"means the City Council of the City.
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County Clerk"means the County Clerk of the County of Kendall, Illinois.
Date of Taxability" means the earliest date as of which interest on the Bonds shall have
been determined to be includable in the gross income of the Purchaser pursuant to a
Determination of Taxability.
Default Rate" means the rate of 3% above the interest rate then in effect with respect to
the Bonds.
Determination of Taxability" means and shall be deemed to have occurred on the first to
occur of the following:
i) on that date when the City files any statement, supplemental statement or other
tax schedule, return or document which discloses that an Event of Taxability shall have in fact
occurred;
ii) on the date when the Purchaser notifies the City that it has received a written
opinion by an attorney or firm of attorneys of recognized standing on the subject of tax-exempt
municipal finance to the effect that an Event of Taxability has occurred unless, within 180 days
after receipt by the City of such notification from the Purchaser, the City shall deliver to the
Purchaser (A) a ruling or determination letter issued to or on behalf of the City by the
Commissioner or any District Director of Internal Revenue (or any other governmental official
exercising the same or a substantially similar function from time to time) or(B) a written opinion
by an attorney or firm of attorneys of recognized standing on the subject of tax-exempt
municipal finance to the effect that, after taking into consideration such facts as form the basis
for the opinion that an Event of Taxability has occurred, an Event of Taxability shall not have
occurred;
iii) on the date when the City shall be advised in writing by the Commissioner or
any District Director of Internal Revenue (or any other government official or agent exercising
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the same or a substantially similar function from time to time) that, based upon filings by the
City, or upon any review or audit of the City or upon any other ground whatsoever, an Event of
Taxability shall have occurred; or
iv) on that date when the City shall receive notice from the Purchaser that the
Internal Revenue Service (or any other government official or agency exercising the same or a
substantially similar function from time to time) has assessed as includable in the gross income
of such Lender the interest on the Bonds due to the occurrence of an Event of Taxability;
provided, however, no Determination of Taxability shall occur under subparagraph (iii) or (iv)
above unless the City have been afforded the opportunity, at the sole expense of the City, to
contest any such assessment, and, further, no Determination of Taxability shall occur until such
contest, if made, has been finally determined; provided further, however, that upon demand from
the Purchaser, the City shall immediately reimburse the Purchaser for any payments the
Purchaser shall be obligated to make as a result of the Determination of Taxability during any
such contest.
Event of Taxability"means the taking of any action by the City, or the failure to take any
action by the City, or the making by the City of any misrepresentation herein or in any certificate
required to be given in connection with the issuance, sale or delivery of this Bond which has the
effect of causing interest paid or payable on the Bonds to become includable, in whole or in part,
in the gross income of the Purchaser for federal income tax purposes.
Designated Officers" means the Mayor, the Treasurer, or the Clerk, or any of them
acting together, and their respective successors and assigns.
Expense Fund" means the fund established hereunder and further described by Section
10 of this Ordinance.
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Fiscal Year" means a twelve-month period beginning May 1 of the calendar year and
ending on the next succeeding April 30.
Mayor"means the Mayor of the City.
Ordinance" means this Ordinance, numbered as set forth on the title page hereof,passed
by the Corporate Authorities on the 14th day of December, 2021, as supplemented and amended.
Outstanding" when used with reference to the Bonds, the Series 2021 Bonds and the
Additional Bonds means such of those bonds which are outstanding and unpaid; provided,
however, such term shall not include any of the Bonds, Series 2021 Bonds or the Additional
Bonds (i) which have matured and for which moneys are on deposit with proper paying agents,
or are otherwise properly available, sufficient to pay all principal and interest thereon, or (ii) the
provision for payment of which has been made by the City by the deposit in an irrevocable trust
or escrow of funds direct, full faith and credit obligations of the United States of America, the
principal and interest of which will be sufficient to pay at maturity or as called for redemption all
the principal of and interest and applicable premium, if any, on such Bonds, the Series 2021
Bonds or the Additional Bonds.
Paying Agent" means The Bank of New York Mellon Trust Company, N.A., Chicago,
Illinois, a bank or trust company having trust powers, or a successor thereto or a successor
designated as Paying Agent hereunder.
Pledged Moneys" means the Pledged Revenues and the Pledged Taxes, as such terms
are defined herein.
Pledged Revenues" means, collectively, (i) distributions of sales taxes imposed by the
City and collected by the State pursuant to Sections 8-11-1.3 and 8-11-1.4 of the Illinois
Municipal Code, as amended (65 ILCS 5/8-11-1, et seq.), consisting of the Non-Home Rule
Municipal Retailers Occupation Tax and Non-Home Rule Municipal Service Occupation Tax,
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each as supplemented and amended from time to time, or substitute taxes therefor as provided by
the State or the City in the future, and (ii) such other funds of the City as may be necessary and
on hand from time to time and lawfully available for such purpose.
Pledged Taxes" means the ad valorem taxes levied against all the taxable property
within the City without limitation as to rate or amount, pledged hereunder by the City as security
for the Bonds.
Prior Bonds"has the meaning set forth in the preambles.
Prior Bond Ordinance"has the meaning set forth in the preambles.
Prior Paying Agent" means The Bank of New York Mellon Trust Company, N.A.,
Chicago, Illinois, as the paying agent for the Prior Bonds under the Prior Bond Ordinance.
Project" means, collectively, (i) the renovation of the new Yorkville City Hall and
Police Station at 651 Prairie Pointe Drive, (ii) the acquisition and/or renovation of additional
existing buildings located within the City for municipal purposes; and (iii) other capital
infrastructure projects within the City, including water, sewer and road construction and repairs.
Project Fund" means the Project Fund established hereunder and further described in
Section 10 of this Ordinance.
Purchaser" means Key Government Finance, Inc., a Colorado corporation.
Redemption Date"means January 17, 2022.
Refunding"has the meaning set forth in the preambles.
Series 2021 Bond Ordinance" means Ordinance Number 2021-12 adopted by the
Corporate Authorities on May 11, 2021 authorizing the issuance of the Series 2021 Bonds.
Series 2021 Bonds" means the $8,250,000 original aggregate principal amount General
Obligation Bonds (Alternate Revenue Source), Series 2021 less any of said bonds that are no
longer"Outstanding"hereunder.
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State"means the State of Illinois.
Taxable Rate"means the rate of 1.446%per annum.
Treasurer"means the Treasurer of the City.
Section 2. Incorporation of Preambles; Acceptance of Report. The Corporate
Authorities hereby find that all of the recitals contained in the preambles to this Ordinance are
full, true and correct and do incorporate them into this Ordinance by this reference thereto. The
Report is hereby accepted and approved by the Corporate Authorities, and it is hereby found and
determined that Speer is a feasibility analyst having a national reputation for expertise in such
matters as the Report. The Corporate Authorities hereby determine the period of usefulness of
the City's combined waterworks and sewerage system to be not less than twenty (20) years from
the expected date of delivery of the Bonds.
Section 3. Determination to Issue Bonds. It is hereby found and determined that it is
necessary and in the best interests of the City to borrow money and to issue the Bonds in the
amount of$5,170,000 for the purposes of providing for the Refunding and paying for the Project
and all related costs and expenses incidental thereto, and that such borrowing of money is
necessary for the welfare of the government and affairs of the City, is a public purpose and is in
the public interest.
Section 4. Bond Details. For the purpose of providing for the payment of the costs of
the Refunding and the Project and all related costs and expenses incidental thereto, there shall be
issued and sold one Bond in the principal amount of $5,170,000. The Bonds shall each be
designated "General Obligation Bonds (Alternate Revenue Source), Series 2022", shall be dated
the date of issuance thereof(such date being the "Dated Date"), and shall also bear the date of
authentication thereof, shall be in form of one fully registered bond, and shall be numbered R-1.
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The Bonds shall become due and payable on December 30, 2025 and shall bear interest at the
rate of 1.142%per annum.
Upon a Determination of Taxability, the interest rate on the Bonds shall be automatically
adjusted to the Taxable Rate from the Date of Taxability. Payments of principal and interest on
the Bonds not paid when due shall bear interest at the Default Rate. In the event a payment of
principal or interest on the Bonds is not made on or before 90 days of its due date, the rate of
interest on all outstanding principal on the Bonds shall be at the Default Rate until the payment
default has been cured, at which time the interest rate will revert back to the rate otherwise then
in effect.
Each Bond shall bear interest from the Dated 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 or duly provided for, such interest (computed upon the basis of a 360-day year
of twelve 30-day months)being payable semiannually on June 30 and December 30 of each year,
commencing on June 30, 2022. Interest on each Bond shall be paid by check or draft of the
Paying Agent or wire transfer, payable 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 in which an interest payment date occurs. The principal of the Bonds shall be payable in
lawful money of the United States of America at the principal office maintained for the purpose
by the Paying Agent in Chicago, Illinois, or at successor Paying Agent and address.
The Bonds shall be signed by the manual or duly authorized facsimile signature of the
Mayor, and shall be attested by the manual or duly authorized facsimile signature of the Clerk,
and the corporate seal of the City shall be affixed thereto or printed thereon, and in case any
officer whose signature shall appear on any Bond shall cease to be such officer before the
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delivery of 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 City for
this issue 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. The
certificate of authentication on any Bond shall be deemed to have been executed by the Bond
Registrar if signed by an authorized officer of the Bond Registrar, but it shall not be necessary
that the same officer sign the certificate of authentication on all of the Bonds issued hereunder.
Section 5. Redemption. The Bonds are not subject to optional redemption prior to
maturity. Additional Bonds hereinafter issued pursuant to the terms hereof may be redeemable at
such times and upon such terms as may be determined at the time of authorization thereof. The
Bonds are subject to mandatory sinking fund redemption and final payment at a price of par plus
accrued interest, without premium, on December 30, of the years and in the amounts as follows:
Year Amount($)
2022 1,270,000
2023 1,280,000
2024 1,300,000
2025 (maturity) 1,320,000
Section 6. Registration of Bonds; Persons Treated as Owners. The City shall cause the
Bond Register as provided in this Ordinance to be kept at the principal office maintained for the
purpose by the Bond Registrar in Chicago, Illinois,which is hereby constituted and appointed the
registrar of the City for this issue. The City is authorized to prepare, and the Bond Registrar shall
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keep custody of, multiple Bond blanks executed by the City for use in the transfer and exchange
of Bonds.
Any Bond may be transferred or exchanged, but only in the manner, subject to the
limitations, and upon payment of the charges as set forth in this Ordinance. Upon surrender for
transfer or exchange of any Bond at the principal office maintained for the purpose by the Bond
Registrar, duly endorsed by, or accompanied by a written instrument or instruments of transfer or
exchange in the form attached to the Bond and duly executed by the registered owner or an
attorney for such owner duly authorized in writing, the City shall execute and the Bond Registrar
shall authenticate, date and deliver in the name of the transferee or transferees or, in the case of
an exchange, the registered owner, a new fully registered Bond or Bonds of the same maturity of
authorized denominations, for a like aggregate principal amount. The execution by the City of
any fully registered Bond shall constitute full and due authorization of such Bond and the Bond
Registrar shall thereby be 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 fifteenth (15th) day of the month in which an
interest payment date occurs 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
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Bond shall be made only to or upon the order of the registered owner thereof or the legal
representative of such owner. 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 City 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.
Section 7. Form of Bond The Bonds shall be prepared in substantially the following
form:
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Form of Bond)
REGISTERED REGISTERED
No.R-1 5,170,000
UNITED STATES OF AMERICA
STATE OF ILLINOIS
COUNTY OF KENDALL
UNITED CITY OF YORKVILLE
GENERAL OBLIGATION BOND(ALTERNATE REVENUE SOURCE),
SERIES 2022
Interest Maturity Dated
Rate: 1.142% Date: December 30, 2025 Date: January 6, 2022
Registered Owner: Key Government Finance, Inc.
Principal Amount: Five Million One Hundred Seventy Thousand Dollars ($5,170,000)
KNOW ALL MEN BY THESE PRESENTS, that the United City of Yorkville, Kendall
County, Illinois, a municipality and political subdivision of the State of Illinois (the "City"),
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 Dated Date
of this Bond or from the most recent interest payment date to which interest has been paid at the
Interest Rate per annum set forth above on June 30 and December 30 of each year, commencing
June 30, 2022, until said Principal Amount is paid. The principal of this Bond is payable in
lawful money of the United States of America upon presentation hereof at the principal office
maintained for the purpose by The Bank of New York Mellon Trust Company, N.A., Chicago,
Illinois, as paying agent and bond registrar (the "Bond Registrar"). Payment of interest shall be
made to the Registered Owner hereof as shown on the registration books of the City maintained
by the Bond Registrar. Payment of the installments of interest shall be made to the Registered
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Owner hereof as shown on the registration books of the City maintained by the Bond Registrar,
at the close of business on the 15th day of the month in which an interest payment date occurs
and shall be paid by check or draft of the Bond Registrar or by wire transfer, payable 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.
This bond and the bonds of the series of which it forms a part ("Bond" and "Bonds"
respectively) are part of an authorized issue of Five Million One Hundred Seventy Thousand
Dollars ($5,170,000) of like date and tenor, and are issued pursuant to the Illinois Municipal
Code, as amended (the "Municipal Code"), and all laws amendatory thereof and supplementary
thereto, and the Local Government Debt Reform Act of the State of Illinois, as amended (the
Act"). The Bonds are issued pursuant to the Act for the purpose of refunding certain of the
City's outstanding alternate revenue bonds, providing for capital improvements throughout the
City, and paying expenses incidental thereto.
The Bonds are issued pursuant to an authorizing ordinance passed by the City Council of
the City (the "Corporate Authorities") on the 26th day of October, 2021 and pursuant to
Ordinance No. 2022- , passed by the Corporate Authorities on the 14th day of December, 2021
the "Bond Ordinance"), to which reference is hereby expressly made for further definitions and
terms and to all the provisions of which the owner by the acceptance of this Bond assents.
Under the Municipal Code and the Bond Ordinance, the Pledged Revenues, as defined in
the Bond Ordinance, shall be deposited into the Sales Tax Revenue Fund of the City (the
Revenue Fund") and transferred to the Alternate Bond and Interest Account (2022) in amounts
sufficient to pay debt service on the Bonds, which Account shall be used only and has been
pledged for paying the principal of and interest owed on the Bonds. The City may issue future
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revenue bonds payable from the Pledged Revenues, which bonds may be issued on a parity with
the Bonds, pursuant to the terms of the Bond Ordinance, provided provisions of the Act have
been satisfied.
The Bonds are payable from (a) (i) moneys deposited to the credit of the Alternate Bond
and Interest Account (2022) within the Revenue Fund, said moneys being the distributions of
sales taxes imposed by the City and collected by the State of Illinois pursuant to Sections 8-11-
1.3 and 8-11-1.4 of the Municipal Code, consisting of the Non-Home Rule Municipal Retailers
Occupation Tax and Non-Home Rule Municipal Service Occupation Tax, each as supplemented
and amended from time to time, or substitute taxes therefor as provided by the State of Illinois or
the City in the future, and (ii) such other funds of the City as may be necessary and on hand from
time to time and lawfully available for such purpose (collectively, the "Pledged Revenues"), and
b) ad valorem taxes levied against all of the taxable property in the City without limitation as to
rate or amount (the "Pledged Taxes") (the Pledged Revenues and the Pledged Taxes being
collectively called the "Pledged Moneys"), all in accordance with the provisions of the Act and
the Municipal Code. The Bonds are issued on a parity with the City's currently outstanding
General Obligation Bonds (Alternate Revenue Source), Series 2021 (the "Series 2021 Bonds").
Under the Act and the Bond Ordinance, the Pledged Revenues shall be deposited into and
segregated in the Alternate Bond and Interest Account (2022) of the Revenue Fund, and the
Pledged Taxes shall be deposited into and segregated in the Alternate Bond Fund (2022), each as
created or continued by the Bond Ordinance. Moneys on deposit in said Account and said Fund
shall be used first and are pledged for paying the principal of and interest on the Bonds and then
for any further purposes as provided by the terms of the Bond Ordinance.
This Bond does not and will not constitute an indebtedness of the City within the
meaning of any constitutional provision or limitation, unless the Pledged Taxes shall be extended
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pursuant to the general obligation, full faith and credit promise supporting the Bonds, in which
case the amount of the Bonds then Outstanding shall be included in the computation of
indebtedness of the City for purposes of all statutory provisions or limitations until such time as
an audit of the City shall show that the Bonds shall have been paid from the Pledged Revenues
for a complete Fiscal Year, in accordance with the Act.
Additional Bonds payable from the Pledged Revenues may be issued pursuant to the
terms of the Bond Ordinance. The Additional Bonds shall share ratably and equally in the
Pledged Revenues with the Series 2021 Bonds and the Bonds, provided, however, that no
Additional Bonds shall be issued except in accordance with the provisions of the Act.
The Bonds are not subject to redemption prior to maturity.
Upon a Determination of Taxability, the interest rate on the Bonds shall be automatically
adjusted to the Taxable Rate from the Date of Taxability. Payments of principal and interest not
paid when due shall bear interest at the Default Rate. In the event a payment of principal or
interest is not made on or before 90 days of its due date, the rate of interest on all outstanding
principal shall be at the Default Rate until the payment default has been cured, at which time the
interest rate will revert back to the rate otherwise then in effect.
This Bond is transferable by the registered owner hereof in person or by his attorney duly
authorized in writing at the principal office maintained for the purpose by the Bond Registrar in
Chicago, Illinois, but only in the manner, subject to the limitations and upon payment of the
charges provided in the Bond 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.
The Bonds are issued in fully registered form in the denomination of$100,000 each or
integral multiples of$5.00 in excess thereof. This Bond may be exchanged at the principal office
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maintained for the purpose by 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 Bond
Ordinance.
The City 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 City nor the Bond Registrar
shall be affected by any notice to the contrary.
THE CITY HAS DESIGNATED THIS BOND AS A "QUALIFIED TAX-EXEMPT
OBLIGATION" PURSUANT TO SECTION 265(b)(3) OF THE INTERNAL REVENUE
CODE OF 1986.
It is hereby certified and recited that all conditions, acts and things required to be done
precedent to and in the issuance of this Bond, 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 City, represented by the Bonds, does not exceed any limitation imposed by
law; and that provision has been made for the collection of the Pledged Revenues, the levy and
collection of the Pledged Taxes, and the segregation of the Pledged Moneys to pay the interest
hereon as it falls due and also to pay and discharge the principal hereof at maturity; and that the
City hereby covenants and agrees that it will properly account for said Pledged Moneys and will
comply with all the covenants of and maintain the funds and accounts as provided by the
Ordinance.
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, said United City of Yorkville, Kendall County, Illinois, by its
City Council, has caused this Bond to be signed by the manual or duly authorized facsimile
signature of the Mayor of the City and attested by the manual or duly authorized facsimile
signature of the Clerk of said City, and its corporate seal to be affixed hereto or printed hereon,
all as of the Dated Date identified above.
Facsimile Signature)
Mayor
SEAL)
Attest:
Facsimile Signature)
City Clerk
Date of Authentication: January 6, 2022
Bond Registrar and Paying Agent:
CERTIFICATE The Bank of New York Mellon
OF Trust Company,N.A.
AUTHENTICATION Chicago, Illinois
This Bond is one of the Bonds described in the
within mentioned ordinance and is one of the
General Obligation Bonds (Alternate Revenue
Source), Series 2022, of the United City of
Yorkville, Kendall County, Illinois.
The Bank of New York Mellon Trust Company,
N.A., as Bond Registrar
By Manual Signature)
Authorized Officer
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Assignment)
FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto
Name and Address of Assignee)
the within Bond and does hereby irrevocably constitute and appoint
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 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.
End of Form of Bond]
Section 8. Sale of Bonds. Pursuant to the Competitive Sale, the Bonds shall be
executed as in this Ordinance provided as soon after the passage hereof as may be, shall be
deposited with the Treasurer, and shall be by the Treasurer delivered to Key Government
Finance, Inc., the purchaser thereof (the "Purchaser"), upon receipt of the purchase price
therefor, the same being $5,170,000.00; the contract for the sale of the Bonds (the "Purchase
Contract") heretofore entered into is in all respects ratified, approved and confirmed, and the
officers of the City designated in the Purchase Contract are authorized and directed to execute
the Purchase Contract on behalf of the City, it being hereby declared that, to the best of the
knowledge and belief of the Corporate Authorities, after due inquiry, no person holding any
office of the City, either by election or appointment, is in any manner financially interested,
either directly in his or her own name or indirectly in the name of any other person, association,
trust or corporation, in the Purchase Contract.
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The use of the Preliminary Term Sheet by Speer Financial, Inc., Chicago, Illinois (the
Municipal Advisor") and the Final Term Sheet by the Purchaser in connection with the sale of
the Bonds is hereby ratified, approved and authorized. The use by the Purchaser of the Final
Term Sheet relating to the Bonds and before the Corporate Authorities at the time of the adoption
hereof is hereby ratified, approved and authorized; the execution and delivery of the Final Term
Sheet is hereby authorized; and the officers of the Corporate Authorities are hereby authorized to
take any action as may be required on the part of the City to consummate the transactions
contemplated by the Preliminary Term Sheet, the Final Term Sheet, the Purchase Contract and
this Ordinance.
The selection and retention of Saul Ewing Arnstein & Lehr LLP, Chicago, Illinois, to
serve as bond counsel in connection with the issuance of the Bonds is hereby ratified, confirmed
and approved.
Section 9. Treatment of Bonds as Debt. The Bonds shall be payable from the Pledged
Moneys and shall not constitute an indebtedness of the City within the meaning of any
constitutional provision or limitation, unless the Pledged Taxes shall be extended pursuant to the
general obligation, full faith and credit promise supporting the Bonds, as set forth herein, in
which case the amount of the Bonds then Outstanding shall be included in the computation of
indebtedness of the City for purposes of all statutory provisions or limitations until such time as
an audit of the City shall show that the Bonds shall be been paid from the Pledged Revenues for
a complete Fiscal Year, in accordance with the Act.
Section 10. Use of Bond Proceeds. The proceeds derived from the sale of the Bonds
shall be used as follows:
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a) Accrued interest, if any, received by the City upon the sale of the Bonds
shall be remitted by the Treasurer for deposit into the Alternate Bond and Interest Account
2022), and used to pay first interest coming due on the Bonds.
b) The City shall then allocate from the Bond proceeds the sum necessary for
expenses incurred in the issuance of the Bonds which shall be deposited into an"Expense Fund"
to be maintained by the Treasurer and disbursed for such issuance expenses from time to time in
accordance with usual City procedures for the disbursement of funds, which disbursements are
hereby expressly authorized. Moneys not disbursed from the Expense Fund within six(6) months
shall be transferred by the City for deposit into the Project Fund, and any deficiencies in the
Expense Fund shall be paid by disbursement from the Project Fund.
c) Bond proceeds in the amount of$4,113,296.66, together with such moneys
on deposit with the Prior Paying Agent in the Bond Fund created pursuant to the Prior Bond
Ordinance and as may be required by Bond Counsel, shall be used to provide for the Refunding
and applied by the Treasurer to pay the redemption price of the Prior Bonds on the Redemption
Date by depositing such amount with the Prior Paying Agent.
d) The remaining Bond proceeds (but in no event more than $1,050,000 of
such remaining Bond proceeds) shall be set aside in a separate fund hereby created and
designated as the "Project Fund" (the "Project Fund"), which the City shall maintain as a
separate and segregated account. Moneys in said fund shall be withdrawn and disbursed by the
City from time to time as needed for the payment of costs of the Project, and paying the fees and
expenses incidental thereto not paid out of the Expense Fund.
e) Funds on deposit in the Project Fund may be invested by the Treasurer in
any lawful manner. All investment earnings in the Project Fund shall first be reserved and
transferred to such other account as and to the extent necessary to pay any "excess arbitrage
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profits" or "penalty in lieu of rebate" under Section 148 of the Code to maintain the tax-exempt
status of the Bonds, and the remainder shall be retained in the Project Fund and for payment of
costs of the Project.
f) If the Project has been completed and accepted, the engineer or architect or
City officer in responsible charge of the Project shall certify to the Corporate Authorities the fact
that the work has been completed and accepted, and upon approval of such certification by the
Corporate Authorities, funds (if any) remaining in the Project Fund shall be credited by the
Treasurer to the Bond Fund for payment of the Bonds; and the Project Fund shall be closed.
Section 11. Call of the Prior Bonds. In accordance with the redemption provisions of
the Prior Bond Ordinance, the City by the Corporate Authorities does hereby make provision for
the payment of and does hereby call (subject only to the delivery of the Bonds) the Prior Bonds
for redemption and payment prior to maturity on the Redemption Date. The Prior Paying Agent
shall refund the Prior Bonds on the Redemption Date at a redemption price of 100% of the
principal amount of the Prior Bonds,plus accrued interest to the Redemption Date.
Section 12. Sales Tax Revenue Fund. All of the Pledged Revenues shall be set aside as
collected and be deposited into the "Sales Tax Revenue Fund" (the "Revenue Fund") of the City
created by the Prior Bond Ordinance. The Pledged Revenues shall be immediately deposited
upon receipt by the City into the Revenue Fund.
Section 13. Flow of Funds. The Prior Bond Ordinance created two separate accounts in
the Revenue Fund known as the Alternate Bond and Interest Account (2011) and the Surplus
Account. The Series 2021 Bond Ordinance created an additional separate account in the Revenue
Fund known as the Alternate Bond and Interest Account (2021). There shall be and there is
hereby created an additional separate account in the Revenue Fund to be known as the Alternate
Bond and Interest Account (2022). There shall be credited to the Alternate Bond and Interest
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Account (2021), the Alternate Bond and Interest Account (2022) and the Surplus Account on or
before the first day of each month by the financial officer of the City, without any further official
action or direction, in the order in which said accounts are hereinafter mentioned, all moneys
held in the Revenue Fund, in accordance with the following provisions:
a) Alternate Bond and Interest Account (2021). Pursuant to the Series 2021
Bond Ordinance, all moneys in the Revenue Fund shall be credited first to a separate and
segregated account thereby created and designated the "Alternate Bond and Interest Account
2021)" of the Revenue Fund (the "Alternate Bond and Interest Account (2021)"), as follows.
There shall be paid into the Alternate Bond and Interest Account (2021) in each month the
amount of the interest becoming due on the next succeeding interest payment date on the
Outstanding Series 2021 Bonds and the amount of the principal becoming due on the next
succeeding principal maturity date or mandatory sinking fund redemption date of the
Outstanding Series 2021 Bonds until there shall have been accumulated in the Alternate Bond
and Interest Account (2021) on or before the month preceding such payment date of interest or
principal, an amount sufficient to pay such principal or interest, or both, of the Outstanding
Series 2021 Bonds on such next succeeding payment date. All moneys in said Account shall be
used only for the purpose of paying interest on and principal of the Outstanding Series 2021
Bonds and any Additional Bonds.
b) Alternate Bond and Interest Account (2022). Any funds remaining in the
Revenue Fund after making the aforesaid deposits to the credit of the Alternate Bond and Interest
Account (2021), shall be transferred to a separate and segregated account hereby created and
designated the "Alternate Bond and Interest Account (2022)" of the Revenue Fund (the
Alternate Bond and Interest Account(2022)"), as follows. There shall be paid into the Alternate
Bond and Interest Account (2022) in each month the amount of the interest becoming due on the
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next succeeding interest payment date on the Outstanding Bonds and the amount of the principal
becoming due on the next succeeding principal maturity date of the Outstanding Bonds until
there shall have been accumulated in the Alternate Bond and Interest Account (2022) on or
before the month preceding such payment date of interest or principal, an amount sufficient to
pay such principal or interest, or both, of the Outstanding Bonds on such next succeeding
payment date. All moneys in said Account shall be used only for the purpose of paying interest
on and principal of the Outstanding Bonds and any Additional Bonds.
c) Surplus Account. Any funds remaining in the Revenue Fund after making
the aforesaid deposits to the credit of the Alternate Bond and Interest Account (2021) and the
Alternate Bond and Interest Account (2022), shall be transferred to a separate and segregated
account created by the Prior Bond Ordinance and designated the "Surplus Account" of the
Revenue Fund (the "Surplus Account"). Amounts in the Surplus Account shall be used, first, to
make up any subsequent deficiencies in the Alternate Bond and Interest Account (2021) and the
Alternate Bond and Interest Account (2022); and then, for the remainder of all surplus Pledged
Revenues, at the discretion of the Corporate Authorities, for one or more of the following
purposes without any priority among them:
1. For the purpose of calling and redeeming the Outstanding Series 2021
Bonds and the Outstanding Bonds payable from the Pledged Revenues which are callable at the
time; or
2. For the purpose of purchasing the Outstanding Series 2021 Bonds and the
Outstanding Bonds payable from the Pledged Revenues.
d) Release of Pledged Revenues. After there has been accumulated in the
Surplus Account an amount equal to 100% of the principal of and interest to accrue on the
Outstanding Series 2021 Bonds and the Outstanding Bonds for the next succeeding Bond Year
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June 30 and December 30), any remaining Pledged Revenues, may be released at the discretion
of the Corporate Authorities and used for any lawful public purpose.
e) Investment of Revenue Fund. Money to the credit of the Revenue Fund may
be invested pursuant to any authorization granted to municipal corporations by Illinois statute or
court decision.
Section 14. Account Excesses. Any amounts to the credit of the accounts created by the
Prior Bond Ordinance, the Series 2021 Bond Ordinance and this Ordinance in excess of the then
current requirements therefor may be transferred at any time by the Corporate Authorities to such
other account or accounts of the Revenue Fund as it may in its sole discretion designate.
Section 15. 2022 Alternate Bond Fund. There is hereby created a special fund of the
City, which fund shall be held by the Paying Agent separate and apart from all other funds and
accounts of the City and shall be known as the "2022 Alternate Bond Fund" (the "Bond Fund").
The purpose of the Bond Fund is to provide a fund to receive and disburse the Pledged Taxes for
any (or all) of the Bonds. The Bond Fund constitutes a trust fund established for the purpose of
carrying out the covenants, terms and conditions imposed upon the City by this Ordinance. Any
Pledged Taxes received by the City shall promptly be deposited into the Bond Fund.
Section 16. Pledged Taxes; Tax Levy. For the purpose of providing additional funds
required to pay the interest and principal on the Bonds promptly when and as the same falls due,
and to pay and discharge the principal thereof at maturity, and as provided in Section 15 of the
Act, there is hereby levied upon all of the taxable property within the City, in the years for which
any of the Bonds are outstanding, a direct annual tax sufficient for that purpose; and there be and
there hereby is hereby levied on all of the taxable property in the City the following direct annual
taxes (the "Pledged Taxes"):
An Amount Sufficient
Year of Levy to Produce the Sum of
2022 1,324,538.00 for principal and interest
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An Amount Sufficient
Year of Levy to Produce the Sum of:
2023 1,329,920.40 for principal and interest
2024 1,335,074.40 for principal and interest
These taxes shall be in addition to and in excess of all other taxes levied by the City.
Following any extension of Pledged Taxes, interest or principal coming due at any time when
there are insufficient funds on hand from the Pledged Taxes to pay the same shall be paid
promptly when due from current funds on hand in advance of the collection of the Pledged Taxes
herein pledged and levied; and when the Pledged Taxes shall have been collected,
reimbursement shall be made to said funds in the amount so advanced.
The City covenants and agrees with the Purchaser and registered owners of the Bonds
that so long as any of the Bonds remain outstanding, the City will take no action or fail to take
any action which in any way would adversely affect the ability of the City to collect the Pledged
Revenues or to levy and collect the Pledged Taxes. The City and its officers will comply with all
present and future applicable laws in order to assure that the Pledged Revenues will be available
and that the Pledged Taxes will be levied, extended and collected as provided herein, and
deposited into the Bond Fund.
The Mayor, Clerk and Treasurer be and the same are hereby directed to prepare and file
with the County Clerk, a Certificate of Reduction of Taxes Heretofore Levied showing the Prior
Bonds subject to the Refunding and directing the abatement of the taxes heretofore levied for the
payment of such Prior Bonds.
Section 17. Filing with County Clerk. Promptly, as soon as this Ordinance becomes
effective, a copy of this Ordinance, as certified by the City Clerk, shall be filed with the County
Clerk; and said County Clerk shall in and for each of the levy years required ascertain the rate
percent required to produce the aggregate Pledged Taxes hereinbefore provided to be levied in
each of said years; and said County Clerk shall extend the same for collection on the tax books in
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connection with other taxes levied in said years in and by the City for general corporate purposes
of the City; and the County Clerk, or other appropriate officer or designee, shall remit the
Pledged Taxes for deposit to the credit of the Bond Fund, and in said years the Pledged Taxes
shall be levied and collected by and for and on behalf of the City 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. The Pledged Taxes are hereby irrevocably pledged to and shall be used
only for the purpose of paying principal of and interest on the Bonds. It is hereby expressly
provided that in the event there shall be moneys both to the credit of the Alternate Bond and
Interest Account (2022) and the Bond Fund, the Bond Fund shall be fully depleted before
moneys to the credit of the Alternate Bond and Interest Account (2022) shall be used to pay
principal of and interest on the Bonds.
Section 18. Abatement of Pledged Taxes. As provided in the Act, whenever the Pledged
Revenues shall have been determined by the Treasurer to provide in any calendar year an amount
not less than 1.25 times debt service of all outstanding Bonds in the next succeeding Bond Year
June 30 and December 30) and whenever monies have been deposited to the credit of the
Alternate Bond and Interest Account (2022) in an amount sufficient to pay debt service on all
Outstanding Bonds in the next succeeding bond year, the Treasurer shall, prior to the time the
Pledged Taxes levied in such calendar year are extended, direct the abatement of the Pledged
Taxes, and proper notification of such abatement shall be filed with the County Clerk in a timely
manner to effect such abatement.Section 19. Additional Bonds and Subordinate Bonds. The City
reserves the right to issue Additional Bonds from time to time payable from the Pledged
Revenues, and any such Additional Bonds shall share ratably and equally in the Pledged
Revenues with the Series 2021 Bonds and the Bonds; provided, however, that no Additional
Bonds shall be issued except in accordance with the provisions of the Act as the Act is written at
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this time and demonstrating that the coverage required under the Act for the issuance of alternate
bonds payable from the Pledged Revenues shall have been met for the Outstanding Bonds.
The City also reserves the right to issue revenue bonds from time to time payable from
the Pledged Revenues that are subordinate to the Series 2021 Bonds and Bonds or Additional
Bonds and are payable from the money remaining in the Surplus Account after making required
deposits into the Alternate Bond and Interest Account(2021) and the Alternate Bond and Interest
Account(2022).
Section 20. General Covenants. The City covenants and agrees with the owners of the
Outstanding Bonds, so long as there are any Outstanding Bonds, as follows:
A. The City hereby pledges the Pledged Revenues to the payment of the
Bonds, and the Corporate Authorities covenants and agrees to provide for, collect and apply the
Pledged Revenues to the payment of the Series 2021 Bonds and the Bonds, and the provision of
not less than an additional 0.25 times debt service on the Series 2021 Bonds and the Bonds, all in
accordance with Section 15 of the Act. The determination of the sufficiency of the Pledged
Revenues pursuant to this subsection (A) shall be supported by reference to the annual audit of
the City and acceptance of said audit by the Corporate Authorities shall be conclusive evidence
that the conditions of Section 15 of the Act have been met.
B. The City will punctually pay or cause to be paid from the Alternate Bond
and Interest Account (2022) and from the Bond Fund the principal of, interest on and premium,
if any, to become due in respect to the Bonds in strict conformity with the terms of the Bonds
and this Ordinance, and it will faithfully observe and perform all of the conditions, covenants
and requirements thereof and hereof.
C. The City will pay and discharge, or cause to be paid and discharged, from
the Alternate Bond and Interest Account (2022) and the Bond Fund any and all lawful claims
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which, if unpaid, might become a lien or charge upon the Pledged Moneys, or any part thereof,
or upon any funds in the hands of the Paying Agent, or which might impair the security of the
Bonds. Nothing herein contained shall require the City to make any such payment so long as the
City in good faith shall contest the validity of said claims.
D. The City will keep, or cause to be kept, proper books of record and
accounts, separate from all other records and accounts of the City, the Pledged Revenues, related
Pledged Taxes, the Alternate Bond and Interest Account (2022) and the Bond Fund. Such books
of record and accounts shall at all times during business hours be subject to the inspection of the
registered owners of not less than ten percent (10%) of the principal amount of the Outstanding
Bonds or their representatives authorized in writing.
E. The City will preserve and protect the security of the Bonds and the rights
of the registered owners of the Bonds, and will warrant and defend their rights against all claims
and demands of all persons. From and after the sale and delivery of any of the Bonds by the City,
the Bonds shall be incontestable by the City.
F. The City will adopt, make, execute and deliver any and all such further
ordinances, resolutions, instruments and assurances as may be reasonably necessary or proper to
carry out the intention of, or to facilitate the performance of, the Series 2021 Bond Ordinance
and this Ordinance, and for the better assuring and confirming unto the registered owners of the
Bonds of the rights and benefits provided in this Ordinance.
G. As long as any Bonds are Outstanding, the City will continue to deposit
the Pledged Revenues from the Revenue Fund to the Alternate Bond and Interest Account(2022)
and, if necessary, the Pledged Taxes to the Bond Fund. The City covenants and agrees with the
purchasers of the Bonds and with the registered owners thereof that so long as any Bonds remain
Outstanding, the City will take no action or fail to take any action which in any way would
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adversely affect the ability of the City to levy the Pledged Taxes and to collect and to segregate
the Pledged Moneys. The City and its officers will comply with all present and future applicable
laws in order to assure that the Pledged Taxes can be levied and extended and that the Pledged
Revenues and the Pledged Taxes may be collected and deposited to the Alternate Bond and
Interest Account(2022) and the Bond Fund,respectively, as provided herein.
H. Once issued, the Bonds shall be and forever remain until paid or defeased
the general obligation of the City, for the payment of which its full faith and credit are pledged,
and shall be payable, in addition to the Pledged Revenues, from the levy of the Pledged Taxes as
provided in the Act.
I.Within six (6) months following the close of each Fiscal Year, the City
will cause the accounts created hereunder to be audited by independent certified public
accountants in accordance with appropriate audit standards. Said audit will be available for
inspection by the holders of any of the Bonds.
Section 21. Defeasance. Any Bond which (a) is paid and cancelled, (b) which has
matured and for which sufficient sums been deposited with the Bond Registrar to pay all
principal and interest due thereon, or (c) for which sufficient United States of America dollars
and direct United States Treasury obligations have been deposited with the Bond Registrar or
similar institution to pay, taking into account investment earnings on such obligations, all
principal of and interest on the Bond when due at maturity or as called for redemption, if
applicable, pursuant to an irrevocable escrow or trust agreement, shall cease to have any lien on
or right to receive or be paid from the Pledged Revenues or the Pledged Taxes and shall no
longer have the benefits of any covenant for the registered owner of the outstanding Bond as set
forth herein as such relates to lien and security of the outstanding Bond in the Pledged Revenues
or the Pledged Taxes. All covenants relative to the tax-exempt status of the Bond; and payment,
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registration,transfer, and exchange, are expressly continued for the Bond whether an outstanding
Bond or not.
Section 22. No Continuing Disclosure Undertaking. As the Bonds are being issued in
denominations of$100,000 and were offered to a limited number of sophisticated investors, the
Bonds are exempt from the continuing disclosure requirements of Rule 15c2-12 adopted by the
Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended.
Nevertheless, the City covenants and agrees with the Purchaser that, so long as there are any
Outstanding Bonds, the City shall provide to the Purchaser, or post on the Electronic Municipal
Market Access (EMMA) system, the following: (a) the City's annual audited financial
statements, including operating statistics, within 270 days of the City's fiscal year end, or if the
audit has not been completed, a copy of the unaudited financial statements, and the City's annual
audited financial statements within 30 days of availability, and (b) such other financial reports as
the Purchaser may reasonably request.
Section 23. General Tax Covenants. The City agrees to comply with, and as of the
date hereof reasonably expects that it will comply with, all provisions of the Code which, if not
complied with by the City, would cause the Bonds not to be tax-exempt. As used herein, "tax-
exempt" means, with respect to the Bonds, the status of interest paid and received thereon as not
includible in the gross income of the owners thereof under the Code for federal income tax
purposes except to the extent that such interest is taken into account in computing an adjustment
used in determining the federal alternative minimum tax. It shall not be an event of default under
this Ordinance if the interest on any of the Bonds is not tax-exempt pursuant to any provision of
the Code which is not currently in effect and in existence on the date of the issuance of the
Bonds.
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In furtherance of the foregoing provisions, but without limiting their generality, the City
agrees: (a) through its officers, to make such further specific covenants, representations as shall
be truthful, and assurances as may be necessary or advisable; (b) to comply with all
representations, covenants and assurances contained in certificates or agreements as may be
prepared by counsel approving the Bonds, including, without limitation, a Tax Certificate; (c) to
consult with such counsel and to comply with such advice as may be given; (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 its officers, to employ and pay fiscal agents, financial
advisors, attorneys and other persons to assist the City in such compliance.
The City further certifies and covenants as follows with respect to the requirements of
Section 148(f) of the Code, relating to the rebate of "excess arbitrage profits" (the "Rebate
Requirement")to the United States:
A) Unless an applicable exception to the Rebate Requirement is available to
the City,the City will meet the Rebate Requirement.
B) Relating to applicable exceptions, the Treasurer or the Mayor is hereby
authorized to make such elections under the Code as either such officer shall deem reasonable
and in the best interests of the City. If such election may result in a"penalty in lieu of rebate" as
provided in the Code, and such penalty is incurred (the "Penalty"), then the City shall pay such
Penalty.
C) The officers of the City shall cause to be established, at such time and in
such manner as they may deem necessary or appropriate hereunder, a "2022 Bonds Rebate [or
Penalty, if applicable] Fund" (the"148 Compliance Fund")for the Bonds, and such officers shall
further, not less frequently than annually, cause to be transferred to the 148 Compliance Fund the
amount determined to be the accrued liability under the Rebate Requirement or Penalty. Said
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officers shall cause to be paid to the United States Treasury, without further order or direction
from the Corporate Authorities, from time to time as required, amounts sufficient to meet the
Rebate Requirement or to pay the Penalty.
D) Interest earnings in the Bond Fund are hereby authorized to be transferred,
without further order or direction from the Corporate Authorities, from time to time as required,
to the 148 Compliance Fund for the purposes herein provided; and proceeds of the Bonds and
other funds of the City are also hereby authorized to be used to meet the Rebate Requirement or
to pay the Penalty, but only if necessary after application of investment earnings as aforesaid and
only as appropriated by the Corporate Authorities.
The Corporate Authorities also certify and further covenant with the Purchaser and the
holders and registered owners of the Bonds from time to time outstanding that so long as any of
the Bonds remain unpaid, moneys on deposit in any fund or account in connection with the
Bonds, whether or not such moneys were derived from the proceeds of the sale of the Bonds or
from any other source, will not be used in a manner which will cause the Bonds to be "arbitrage
bonds" within the meaning of Section 148 of the Code, and any lawful regulations promulgated
thereunder, as the same presently exist, or may from time to time hereafter be amended,
supplemented or revised. The Corporate Authorities reserve the right, however, to make any
investment of moneys on deposit in any fund or account in connection with the Bonds permitted
by state law, if, when and to the extent that said Section 148 or regulations promulgated
thereunder shall be repealed or relaxed or shall be held void by final decision of a court of
competent jurisdiction, but only if any investment made by virtue of such repeal, relaxation or
decision would not, in the opinion of an attorney at law or a firm of attorneys of nationally
recognized standing in matters pertaining to tax-exempt bonds, result in the inclusion of interest
on the Bonds in gross income for federal income tax purposes.
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The Corporate Authorities are hereby authorized and directed to make such further
covenants, estimates, representation, or assurances as may be necessary or advisable to the end
that the Bonds not be "arbitrage bonds"as aforesaid.
Section 24. Not Private Activity Bonds. None of the Bonds is or shall be a "private
activity bond" as defined in Section 141(a) of the Code. In support of such conclusion, the City
certifies, represents and covenants as follows:
a) Not more than five percent (5%) of the net proceeds and investment
earnings of the Bonds is to be used, directly or indirectly, in any activity carried on by
any person other than a state or local governmental unit.
b) Not more than five percent (5%) of the amounts necessary to pay the
principal of and interest on the Bonds will be derived, directly or indirectly, from
payments with respect to any private business use by any person other than a state or
local governmental unit.
c) None of the proceeds of the Bonds is to be used, directly or indirectly, to
make or finance loans to persons other than a state or local governmental unit.
d) No user of the Project other than the City or another governmental unit
will use the same on any basis other than the same basis as the general public; and no
person, other than the City or another governmental unit, will be a user of the Project as a
result of(i) ownership or (ii) actual or beneficial use pursuant to a lease, a management
or incentive payment contract other than as expressly permitted by the Code, or (iii) any
other arrangement.
Section 25. Not Arbitrage Bonds. The Bonds shall not be "arbitrage bonds" under
Section 148 of the Code; and the Code certifies,represents, and covenants as follows:
a) With respect to the Project, the City has heretofore incurred or within six
6) months after delivery of the Bonds expects to incur substantial binding obligations to
be paid for with money received from the sale of the Bonds, said binding obligations
comprising binding contracts for the Project in not less than the amount of five percent
5%) of the proceeds of the Bonds allocable to the Project.
b) More than eighty-five percent (85%) of the proceeds of the Bonds
allocable to the Project will be expended on or before three (3) years for the purpose of
paying the costs of the Project.
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c) All of the principal proceeds of the Bonds allocable to the Project and
investment earnings thereon will be used, needed, and expended for the purpose of
paying the costs of the Project including expenses incidental thereto.
d) Work on the Project is expected to proceed with due diligence to
completion.
e) Except for the Bond Fund, the City has not created or established and will
not create or establish any sinking fund reserve fund or any other similar fund to provide
for the payment of the Bonds. The Bond Fund has been established and will be funded in
a manner primarily to achieve a proper matching of revenues and debt service and will be
depleted at least annually to an amount not in excess of 1/12t the particular annual debt
service on the Bonds. Money deposited into the Bond Fund will be spent within a thirteen
13) month period beginning on the date of deposit, and investment earnings in the Bond
Fund will be spent or withdrawn from the Bond Fund within a one (1) year period
beginning on the date of receipt.
f) Amounts of money related to the Bonds required to be invested at a yield
not materially higher than the yield on the Bonds, as determined pursuant to such tax
certifications or agreements as the City officers may make in connection with the
issuance of the Bonds, shall be so invested; and appropriate City officers are hereby
authorized to make such investments.
Section 26. Registered Form. The City recognizes that Section 149(a) of the Code
requires the Bonds to be issued and to remain in fully registered form in order to be and remain
tax-exempt. In this connection, the City agrees that it will not take any action to permit the
Bonds to be issued in, or converted into, bearer or coupon form.
Section 27. Designation of Issue. The City recognizes the provisions of Section
265(b)(3) of the Code which provide that a "qualified tax-exempt obligation" as therein defined
may be treated by certain financial institutions as if it were acquired on August 7, 1986, for
certain purposes. The City hereby designates each of the Bonds as may be from time to time
outstanding for purposes of Section 265(b)(3) of the Code as a"qualified tax-exempt obligation"
as provided therein. In support of such designation, the City certifies, represents and covenants
as follows:
A. None of the Bonds is a "private activity bond" as defined in Section 141(a)
of the Code.
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B. Including the Bonds, the City (including any entities subordinate thereto)
has not and does not reasonably expect to issue in excess of$10,000,000 in qualified tax-
exempt obligations within the meaning of Section 265(b)(3)(B) of the Code (which
includes qualified 501(c)(3) bonds but not any other private activity bonds) during
calendar year 2022 (other than certain obligations not required to be taken into account
for purposes of that Section of the Code).
C. Including the Bonds, not more than $10,000,000 of qualified tax-exempt
obligations issued by the City (including any entities subordinate thereto) during the
calendar year 2022 have been to date or will be designated by the City for purposes of
said Section 265(b)(3)
Section 28. List of Bondholders. The Bond Registrar shall maintain a list of the names
and addresses of the owners of all Bonds and upon any transfer shall add the name and address
of the new owner and eliminate the name and address of the transferor owner.
Section 29. Opinion of Counsel Exception. The City reserves the right to use or invest
moneys in connection with the Bonds in any manner, notwithstanding the tax-related covenants
set forth herein, provided it shall first have received an opinion from Saul Ewing Arnstein &
Lehr LLP, or any other attorney or a firm of attorneys of nationally recognized standing as bond
counsel, to the effect that use or investment of such moneys as contemplated is valid and proper
under applicable law and this Ordinance and, further, will not adversely affect the tax-exempt
status for the Bonds.
Section 30. Duties of Bond Registrar. If requested by the Bond Registrar or the Paying
Agent, or both, any Designated Officer is authorized to execute the Bond Registrar's standard
form of agreement between the City and the Bond Registrar or Paying Agent with respect to the
obligations and duties of the Bond Registrar hereunder which may include the following:
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a) to act as bond registrar,paying agent, authenticating agent and transfer agent
as provided herein;
b) to maintain a list of the owners of the Bonds as set forth herein and to
furnish such list to the City upon request, but otherwise to keep such list confidential;
c) to give notice of redemption of Bonds as provided herein;
d) to cancel and/or destroy Bonds which have been paid at maturity or upon
earlier redemption or submitted for exchange or transfer;
e) to furnish the City at least annually a certificate with respect to Bonds
cancelled and/or destroyed; and
f) to furnish the City at least annually an audit confirmation of Bonds paid,
Bonds outstanding and payments made with respect to interest on the Bonds.
Section 31. Provisions a Contract. The provisions of this Ordinance shall constitute a
contract between the City and the owners of the outstanding Bonds and no changes, additions, or
alterations of any kind shall be made hereto, except as herein provided, so long as there are any
outstanding Bonds. No consent or waiver, express or implied, to or of any breach or default in
the performance of any obligation under this Ordinance shall constitute a consent or waiver to or
of any other breach or default in the performance of the same or any other obligation.
Section 32. Severability. If any section, paragraph, clause or provision of this
Ordinance shall be held invalid, the invalidity of such section, paragraph, clause or provision
shall not affect any of the other provisions of this Ordinance.
Section 33. Repealer. All ordinances, resolutions or orders, or parts thereof, in conflict
with the provisions of this Ordinance are to the extent of such conflict hereby repealed.
Section 34. Effective Date. This Ordinance shall be in full force and effect forthwith
and immediately upon its passage.
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Passed by the Corporate Authorities on December 14, 2021 by a roll call vote as follows:
AYES: Transier, Soling, Marek, Koch, Plocher, Funkhouser, and Tarulis
NAYS:
ABSENT: Peterson
UNITED CITY OF YORKVILLE,
KENDALL CO, TY,ILLINOIS
By:
M or
APPROVED this 14th day of December, 2021.
Attest:
City Clerk
42-
MINUTES of a regular public meeting of the City Council of the
United City of Yorkville, Kendall County, Illinois, held at the City
Council Chambers of the City Hall, located at 800 Game Farm
Road, Yorkville, Illinois, in said City at 7 o'clock P.M., on the 14th
day of December, 2021.
The Mayor called the meeting to order and directed the City Clerk to call the roll.
Upon roll call,the Mayor and the following Aldermen answered present at said location:
Koch, Transier, Plocher, Soling, Funkhouser, Marek, and Tarulis.
The following were absent: Peterson.
The Mayor announced that the next item of business before the City Council was the
consideration of an ordinance authorizing the issuance of$5,170,000 General Obligation Bonds
Alternate Revenue Source), Series 2022 for the purposes of(a) refunding certain of the City's
outstanding alternate revenue bonds; (b) providing for (i) the renovation of the new Yorkville
City Hall and Police Station at 651 Prairie Pointe Drive, (ii) the acquisition and/or renovation of
additional existing buildings located within the City for municipal purposes; and (iii) other
capital infrastructure projects within the City, including water, sewer and road construction and
repairs; and (c) paying the costs of issuance thereof. Thereupon, Mayor Purcell presented, and
there was made available to the Aldermen and interested members of the public the following
ordinance (the "Bond Ordinance"):
AN ORDINANCE authorizing and providing for the issuance of
General Obligation Bonds (Alternate Revenue Source), Series
2022, of the United City of Yorkville, Kendall County, Illinois, in
the aggregate principal amount of$5,170,000, for the purposes of
refunding the outstanding General Obligation Refunding Bonds
Alternate Revenue Source), Series 2011 and providing for certain
capital improvements throughout the City, prescribing all the
details of said bonds and providing for the imposition of taxes to
pay principal of and interest on such bonds.
Alderman Tarulis moved and Alderman Marek seconded the motion that the Bond
Ordinance as presented be adopted.
A City Council discussion of the matter followed. During the City Council discussion,
the Mayor gave a public recital of the nature of the matter, which included a reading of the title
of the Bond Ordinance and statements that (a) the Bond Ordinance provided for the issuance of
alternate bonds for the purpose of providing funds for the refunding of certain of the City's
outstanding alternate revenue bonds and for certain capital improvement projects throughout the
City; (b) the bonds are issuable without referendum pursuant to the Illinois Municipal Code, as
amended, and the Local Government Debt Reformed Act, as amended; (c) the Bond Ordinance
provides for the levy of taxes to pay the bonds, although the intent of the City is that the bonds
will be paid by certain sales tax revenues; and (d) that the Bond Ordinance provides certain
details for the bonds, including tax-exempt status covenants for the bonds, provisions for terms
and form of the bonds, and appropriations.
After a full and complete discussion thereof, the Mayor directed that the roll be called for
a vote upon the motion to adopt the Bond Ordinance.
Upon the roll being called,the following Aldermen:
Transier, Soling, Marek, Koch, Plocher, Funkhouser, Tarulis voted AYE, and the
following Aldermen: none voted NAY.
Whereupon the Mayor declared the motion carried and the Bond Ordinance adopted, and
approved and signed the same in open meeting and directed the City Clerk to record the same in
full in the records of the City Council of the United City of Yorkville, Kendall County,Illinois.
Other business not pertinent to the adoption of said ordinance was duly transacted at said
meeting.
2--
Upon motion duly made and seconded, the meeting was adjourned.
on Behl d, City Clerk
United City of Yorkville,
Kendall County, Illinois
STATE OF ILLINOIS
SS
COUNTY OF KENDALL
CERTIFICATION OF ORDINANCE AND MINUTES
I, the undersigned, do hereby certify that I am the duly qualified and acting Clerk of the
United City of Yorkville, Kendall County, Illinois (the "City"), and as such officer I am the
keeper of the books, records, files, and journal of proceedings of the City and of the City Council
thereof(the "City Council").
I do further certify that the foregoing constitutes a full, true and complete transcript of the
minutes of the meeting of the City Council held on the 14th day of December, 2021, insofar as
same relates to the adoption of Ordinance No. 2021-37 entitled:
AN ORDINANCE authorizing and providing for the issuance of
General Obligation Bonds (Alternate Revenue Source), Series 2022, of
the United City of Yorkville, Kendall County, Illinois, in the aggregate
principal amount of $5,170,000, for the purposes of refunding the
outstanding General Obligation Refunding Bonds (Alternate Revenue
Source), Series 2011 and providing for certain capital improvements
throughout the City, prescribing all the details of said bonds and
providing for the imposition of taxes to pay principal of and interest on
such bonds,
a true, correct and complete copy of which said ordinance as adopted at said meeting appears in
the foregoing transcript of the minutes of said meeting.
I do further certify that the deliberations of the City Council on the adoption of said
ordinance were taken openly, that the vote on the adoption of said ordinance was taken openly,
that said meeting was held at a specified time and place convenient to the public, that notice of
said meeting was duly given to all of the news media requesting such notice, that said meeting
was called and held in strict accordance with the provisions of the Illinois Municipal Code, as
amended, and the Open Meetings Act of the State of Illinois, as amended, and that the City
Council has complied with all of the applicable provisions of said Code and said Act and its
procedural rules in the adoption of said ordinance.
IN WITNESS WHEREOF, I hereunto affix my official signature and the seal of the City,this
14th day of December, 2021.
erk, United City of Yorkville,
endall County, Illinois
SEAL)
STATE OF ILLINOIS
SS
COUNTY OF KENDALL
FILING CERTIFICATE
I, the undersigned, do hereby certify that I am the duly elected, qualified and acting
County Clerk of The County of Kendall, Illinois, and as such officer I do further certify that on
thekday of December, 2021, there was filed in my office that certain United City of Yorkville,
Illinois Ordinance No. 2021-37 entitled:
AN ORDINANCE authorizing and providing for the issuance of
General Obligation Bonds (Alternate Revenue Source), Series 2022, of
the United City of Yorkville, Kendall County, Illinois, in the aggregate
principal amount of $5,170,000, for the purposes of refunding the
outstanding General Obligation Refunding Bonds (Alternate Revenue
Source), Series 2011 and providing for certain capital improvements
throughout the City, prescribing all the details of said bonds and
providing for the imposition of taxes to pay principal of and interest on
such bonds,
duly passed and approved by the Council of the United City of Yorkville, Kendall County,
Illinois, on the 14th day of December, 2021, and that said Ordinance has been placed on file in
and appears in the records of my office.
IN WITNESS WHEREOF, I hereunto affix my official signature and the seal of the County
of Kendall, Illinois, on this r) day of December, 2021.
au;t:„pa
County Clerk of
The County of Kendall, Illinois
SEAL)