NOTICE OF INTENT TO SELL BONDS – GENERAL OBLIGATION BONDS OF 2023

NOTICE OF INTENT TO SELL BONDS

$940,000*
GENERAL OBLIGATION BONDS OF 2023
COVINGTON COMMUNITY SCHOOL CORPORATION

Upon not less than twenty‑four (24) hours’ notice given by the undersigned Secretary prior to the ninetieth day after this notice is first published, Covington Community School Corporation (the “School Corporation”) will receive and consider offers for the purchase of the following described Bonds.  Any person interested in submitting an offer for the Bonds may furnish in writing to the School Corporation c/o Baker Tilly Municipal Advisors, LLC, (“Baker Tilly”), 8365 Keystone Crossing, Suite 300, Indianapolis, Indiana 46240‑2687; (317) 465‑1500 or by e-mail to bids@bakertilly.com, on or before 11:00 a.m. (Indianapolis Time) October 23, 2023, the person’s name, address, and telephone number.  Interested persons may also furnish an e‑mail address.  The undersigned Secretary will notify (or cause to be notified) each person so registered of the date and time offers will be received not less than twenty‑four (24) hours before the date and time of sale.  The notification shall be made by telephone at the number furnished by such person and also by e‑mail, if an e‑mail address has been received. 

Notice is hereby given that electronic proposals will be received via PARITY^®, in the manner described below, until the time and date specified in the Notice provided at least 24 hours prior to the sale, which is expected to be 11:00 a.m. (Indianapolis Time), on October 25, 2023.  Offers may be submitted electronically via PARITY^® pursuant to this Notice until the time specified in this Notice, but no offer will be received after the time for receiving offers specified above.  To the extent any instructions or directions set forth in PARITY^® conflict with this Notice, the terms of this Notice shall control.  For further information about PARITY^®, potential offerors may contact the School Corporation’s municipal advisor, Baker Tilly at (317) 465‑1500 or PARITY^® at (212) 849‑5021.

At the time designated for the sale, the School Corporation will receive at the offices of Baker Tilly, 8365 Keystone Crossing, Suite 300, Indianapolis, Indiana 46240‑2687, and consider offers for the purchase of the following described Bonds:

Covington Community School Corporation General Obligation Bonds of 2023 (the “Bonds”), an Indiana political subdivision, in the principal amount of $940,000[†]; Fully registered form; Denomination $5,000 and integral multiples thereof (or in such other denomination as requested by the winning offeror); Originally dated the date of delivery of the Bonds; Bearing interest at a rate or rates to be determined by the submission of offers, payable on July 15, 2024, and semiannually thereafter; These Bonds will be initially issued in a Book Entry System (as defined in the Bond Resolution (as hereinafter defined)) unless otherwise requested by the winning offeror.  Interest payable by check mailed one business day prior to the interest payment date or by wire transfer to depositories on the interest payment date to the person or depository in whose name each Bond is registered with Old National Wealth Management (the “Registrar”) on the fifteenth day immediately preceding such interest payment date; Maturing or subject to mandatory redemption on January 15 and July 15 beginning no earlier than July 15, 2024 through no later than January 15, 2032 on the dates and amounts as provided by the School Corporation prior to the sale.

As an alternative to PARITY^®, offerors may submit a sealed offer or e-mail the offer electronically to the School Corporation’s municipal advisor at the address described above until the time and on the date identified in the notice given by, or on behalf of the School Corporation, twenty‑four hours prior to the sale of the Bonds.  Upon completion of the offering procedures described herein, the results of the sealed, non‑electronic offers received shall be compared to the electronic offers received by the School Corporation.

If a potential offeror has questions related to the School Corporation, the financing or submission of offers, questions should be submitted by email to the addresses above no later than 11:00 a.m. (Indianapolis Time) on October 23, 2023.  To the best of the School Corporation’s ability, all questions will be addressed by or on behalf of the School Corporation and sent to potential offerors, including any offerors requesting 24 hours’ notice of sale, no later than 5:00 p.m. (Indianapolis Time) on October 23, 2023.  Additionally, upon request, the written responses will be emailed to any other interested offeror.  Offerors should review this notice as well as the Offering Circular and submit any questions in advance of this deadline to submit questions.

The School Corporation reserves the right to adjust the maturity schedule following the sale in order to accomplish the School Corporation’s financial objectives by reallocating debt service based upon the rates offered by the successful offeror (the “Purchaser”).

The Bonds are not subject to optional redemption prior to maturity.

An offer may designate that a given maturity or maturities shall constitute a term bond, and the semi‑annual amounts set forth in the schedule provided prior to the sale shall constitute the mandatory sinking fund redemption requirements for such term bond or bonds.  For purposes of computing net interest cost, the mandatory redemption amounts shall be treated as maturing on the dates set forth in the schedule provided prior to the sale.

The Bonds have been designated as qualified tax‑exempt obligations for purposes of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (the “Code”).

Each offer must be for all of the Bonds and must state the rate of interest which each maturity of the Bonds is to bear, stated in multiples of 1/8^th or 1/100^th of 1%.  The maximum interest rate of the Bonds shall not exceed 6.00% per annum.  All Bonds maturing on the same date shall bear the same rate.  No offer for less than 98.00% of the face value of the Bonds will be considered.  The Bonds will be awarded to the lowest responsible and responsive offeror who has submitted an offer in accordance herewith.  The Purchaser will be the one who offers the lowest net interest cost to the School Corporation, to be determined by computing the total interest on all of the Bonds to their maturities based upon the schedule provided by the School Corporation prior to the sale and deducting therefrom the premium offer, if any, and adding thereto the discount offer, if any.  No conditional offers will be considered.  The right is reserved to reject any and all offers.  If an acceptable offer is not received for the Bonds on the date of sale hereinbefore fixed, the sale may be continued from day to day thereafter without further advertisement, during which time no offer which provides a higher net interest cost to the School Corporation than the best offer received at the time of the advertised sale will be considered.

A good faith deposit (“Deposit”) in the form of cash, wire transfer or certified or cashier’s check in the amount of 1% of the par amount of the Bonds, payable to the order of the School Corporation, is required to be submitted by the Purchaser not later than 3:30 p.m. (Indianapolis Time) on the next business day following the award.  If such Deposit is not received by that time, the School Corporation may reject the offer.  No interest on the Deposit will accrue to the Purchaser.  The Deposit will be applied to the purchase price of the Bonds.  In the event the Purchaser fails to honor its accepted offer, the Deposit will be retained by the School Corporation as liquidated damages.

The Purchaser shall make payment for such Bonds and accept delivery thereof within five days after being notified that the Bonds are ready for delivery, at such place in the City of Indianapolis, Indiana, as the Purchaser may designate, or at such other location mutually agreed to by the School Corporation and the Purchaser.  The Bonds will be ready for delivery within 45 days after the date of sale.  If the School Corporation fails to have the Bonds ready for delivery prior to the close of banking hours on the forty‑fifth day after the date of sale, the Purchaser may secure the release of the offer upon request in writing, filed with the School Corporation.  Unless otherwise requested by the winning offeror, the Purchaser is expected to apply to a securities depository registered with the Securities and Exchange Commission (“SEC”) to make such Bonds depository‑eligible.  If the Bonds are reoffered, at the time of delivery of the Bonds to the Purchaser, the Purchaser will be required to certify to the School Corporation the initial reoffering price to the public of a substantial amount of each maturity of the Bonds.

All provisions of the offer form and Offering Circular (as hereinafter defined) are incorporated herein.  As set forth in the Offering Circular, the Purchaser agrees by submission of their offer to assist the School Corporation in establishing the issue price of the Bonds under the terms outlined therein and shall execute and deliver to the School Corporation at closing an “issue price” certificate, together with the supporting pricing wires or equivalent communications, with such modifications as may be appropriate or necessary, in the reasonable judgment of the Purchaser, the School Corporation and Ice Miller LLP (“Bond Counsel”).

Offerors must comply with the rules of PARITY^® (the “Rules”) in addition to requirements of this Notice.  To the extent there is a conflict between the Rules and this Notice, this Notice shall control.  Offerors may change and submit offers as many times as they wish during the sale, but they may not withdraw a submitted offer.  The last offer submitted by an offeror prior to the deadline for the receipt of offers will be compared to all other final offers to determine the winning offer.  During the sale, no offeror will see any other offeror’s offer, nor will they see the status of their offer relative to other offers (e.g., whether their offer is a leading offer).

It is anticipated that CUSIP identification numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto shall constitute cause for failure or refusal by the successful offeror therefor to accept delivery of and pay for the Bonds in accordance with the terms of its proposal.  No CUSIP identification number shall be deemed to be a part of any Bond or a part of the contract evidenced thereby and no liability shall hereafter attach to the School Corporation or any of its officers or agents because of or on account of such numbers.  All expenses in relation to the printing of CUSIP identification numbers on the Bonds shall be paid for by the School Corporation; provided, however, that the CUSIP Service Bureau charge for the assignment of said numbers shall be the responsibility of and shall be paid for by the Purchaser.  The Purchaser will also be responsible for any other fees or expenses it incurs in connection with the resale of the Bonds.

The approving opinion of Bond Counsel, together with a transcript of the proceedings relating to the issuance of the Bonds and closing papers in the usual form showing no litigation questioning the validity of the Bonds, will be furnished to the successful offeror at the expense of the School Corporation.

The Bonds are being issued for the purpose of the renovation of and improvements to school facilities, including HVAC and site improvements, and the purchase of equipment and technology, and will be direct obligations of the School Corporation payable out of ad valorem taxes to be collected on the taxable property within the School Corporation; however, the School Corporation’s collection of the levy may be limited by operation of I.C. 6‑1.1‑20.6, which provides taxpayers with tax credits for property taxes attributable to different classes of property in an amount that exceeds certain percentages of the gross assessed value of that property.  The School Corporation is required by law to fully fund the payment of debt service on the Bonds in an amount sufficient to pay the debt service, regardless of any reduction in property tax collections due to the application of such tax credits.  The School Corporation may not be able to levy or collect additional property taxes to make up this shortfall.  The School Corporation is a school corporation organized pursuant to the provisions of I.C. 20‑23; the Bonds will not be “private activity bonds” as defined in Section 141 of the Code. 

The School Corporation is conducting this sale pursuant to Indiana Code § 5-1-11-1(2) and is using an offer  process outlined in this notice for the purpose of selecting the Purchaser to whom it will sell its Bonds pursuant to the terms in this notice.

The Bonds constitute an indebtedness only of the School Corporation.  In the opinion of Bond Counsel, under the existing federal statutes, decisions, regulations and rulings, the interest on the Bonds is exempt from all income taxation in Indiana.  In the opinion of Bond Counsel, under the existing federal statutes, decisions, regulations and rulings, the interest on the Bonds is excludable from gross income for purposes of federal income taxation.

The School Corporation has prepared an Offering Circular (the “Offering Circular”) relating to the Bonds.  A copy of the Offering Circular may be obtained from the School Corporation’s municipal advisor, Baker Tilly, 8365 Keystone Crossing, Suite 300, Indianapolis, Indiana 46240‑2687.

Further information relative to said issue and a copy of the Offering Circular may be obtained upon application to Baker Tilly, 8365 Keystone Crossing, Suite 300, Indianapolis, Indiana 46240‑2687, municipal advisor to the School Corporation; or Dr. Nicole Allee, Superintendent of the School Corporation, 601 Market Street, Covington, Indiana 47932.  If offers are submitted by mail, they should be addressed to the School Corporation, attention of the Superintendent of the School Corporation, c/o Baker Tilly, 8365 Keystone Crossing, Suite 300, Indianapolis, Indiana 46240‑2687.

Dated this 12th day of October, 2023.

/s/ Secretary, Board of School Trustees                    

Covington Community School Corporation

[*] Preliminary, subject to change.

[†] Preliminary, subject to change.