HomeMy WebLinkAboutAgenda - 01-20-2011 - 6aORANGE COUNTY
BOARD OF COMMISSIONERS
ACTION AGENDA ITEM ABSTRACT
Meeting Date: January 20, 2011
Action Agenda
Item No. 6 -q
SUBJECT: Public Hearing on the Issuance of Up to $9.9 Million of Qualified School
Construction Bonds for the Chapel Hill — Carrboro City Schools and Orange
County Schools
DEPARTMENT: Financial Services PUBLIC HEARING: (Y /N) Yes
ATTACHMENT(S):
Listing of QSCB Projects
October 17, 2010 Public Hearing Notice
January 2, 2011 Public Hearing Notice
Resolution Providing Final Approval of
Terms and Documents for QSCB
School Improvements Financing
INFORMATION CONTACT:
Clarence Grier, 919 - 245 -2453
Bob Jessup, 919 - 933 -9891
PURPOSE: To conduct an additional public hearing on the proposed issuance of up to $9.9
million of Qualified School Construction Bonds for the Chapel Hill — Carrboro City Schools and
Orange County Schools due the revised public hearing notice dated Sunday, January 2, 2011;
and to approve the Resolution Providing Final Approval of Terms and Documents for QSCB
School Improvements Financing.
BACKGROUND: At the October 5, 2010 meeting the Board of County Commissioners
approved proceeding with the preliminary steps necessary to seek Qualified School
Construction Bond (QSCB) financing for the Chapel Hill — Carrboro City Schools and Orange
County Schools systems in an amount not to exceed $9.9 million. The Board authorized setting
a public hearing on the proposed financing for the November 4, 2010 Board Meeting. The
public hearing was advertised in the Chapel Hill Herald on October 17, 2010. As a point of
correction, the notice of public hearing stated AL Stanback Middle School for the QSCB
renovations for Orange County Schools and not CW Stanford as mentioned below.
Chapel Hill Carrboro City Schools has applied to the North Carolina Department of Public
Instruction (DPI) and received approval to use its 2010 QSCB allocations of $4.6 million for
roofing projects at McDougle Middle School and various other projects. Orange County
Schools has applied to the North Carolina Department of Public Instruction (DPI) and received
approval to use its 2009 and 2010 QSCB allocations of $5.3 million for auditorium renovations
at CW Stanford Middle School and various other projects.
Qualified School Construction Bonds are tax credit bonds. The issuer receives a tax credit at
an interest rate established by the Treasury Department at the time of issuance. The issuer
then provides the tax credit to the purchaser of the bonds. The potential purchaser will evaluate
PA
the financing including the issuer of the project and the tax credit rate. The potential purchaser
will determine whether to purchase the QSCB and further determine whether the tax credit rate
is sufficient, or if a higher interest rate, is needed to make the financing.
Branch Banking Trust (BB &T) will be the purchaser of this issuance and was also the issuer of
the previous QSCB issuance for the Carrboro High School Arts Wing. The current approach for
this type of financing is to negotiate terms directly with the purchaser.
BB &T requires a 5.27% or higher tax credit in order to sustain a QSCB financing at 0% interest.
Due to recent changes in the interest rates, Orange County will not have a supplemental
interest coupon of 1.00% as mentioned in the previous public hearing abstract. The interest
rate on the financing would be 0 %. The approximate annual payment for a $9.899 million /15
year financing loan with a coupon rate of 0% would be $659,963 per year, with a no interest
cost over the life of the loan. This represents a savings of $54,037 in debt service from the
previous public hearing.
FINANCIAL IMPACT: There is no financial impact until the issuance of the bonds.
RECOMMENDATION(S): The Manager recommends that the Board:
1) Open the public hearing and receive comments from the public;
2) Close the public hearing; and
3) Approve the Resolution Providing Final Approval of Terms and Documents for QSCB
School Improvements Financing.
LEA
CHCCS
Chapel Hill Carrboro City Schools
Chapel Hill Carrboro City Schools
Chapel Hill Carrboro City Schools
Chapel Hill Carrboro City Schools
Chapel Hill Carrboro City Schools
Chapel Hill Carrboro City Schools
Total CHCCS QSCB Projects
OCS
Orange County Schools
Orange County Schools
Orange County Schools
Orange County Schools
Orange County Schools
Orange County Schools
Orange County Schools
Total OCS QSCB Projects
Proiect
Year Allocation Amount
McDougle Elementary and Middle School Roof Replacement
2010
McDougle Elementary and Middle School Roof Replacement
2010
Glenwood Elementary School Roof Replacement
2010
Ephesus Elementary School Roof Replacement
2010
Phillips Middle School Roof Replacement
2010
Ephesus Elementary School Roof Project
2010
CW Stanford Middle School Auditorium
CW Stanford Middle School Auditorium
C.W. Stanford Middle School Roof Replacement
Orange High School Roof Replacement
Central Elementary School Roof Replacement
Central Elementary School Breezeway Enclosure
Efland Cheeks Elementary School Renovation
Total all QSCB Projects
2009
2010
2010
2010
2010
2010
2010
1 $ 2,371,489
2 828,511
2 400,000
2 400,000
2 405,000
2 225,000
4,630,000
1 1,555,077
1 1,448,363
2 1,000,000
2 500,000
2 100,000
2 250,000
2 416,000
5,269,440
$ 9,899,440
5
SUNDAY,. JANUARY 2; 2Cj11 THE CHAPEL HILL HERALD /CHAPEL HiLL, NORTH CAROLINA.
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Notice of Public Hearin ( )
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financ]ng`.;, contract, .under:
which thir66uiity;*ouid boy`' -
row appiozirnaiety $9;900,000 •
to pay for] arlous public school
Improvements, including. con-.
struction of :a new auditorium
wing at C.W. Stanford Middle
School, various roof replace-
ments and .renovations for Or-
ange County Schools, and
various roof replacements for
the Chapel Hill - Carrboro City
Schools. The County.may,also
use financing proceeds to pro-
vide:r®quired reserves and pay
financing Costs. .
The-hearing will be held in the
Co'm`missioners' usual meeting
room - in •Hillsborough Com-
mooa,_ DSS Building (Old Wal-
Mart), 1.13 Mayo St, Hillsbor-
ough, North Carolina.
The proposed financing would
be secured by.a Ilen. on Stan:
ford Middle. School, along with
the County's promise to repay
'the financing; but there would
be no: recourse against the -
County or its property (other
than :the. pledged facilities and .
associated land) in the case of
a.befidlt..As part of this fi-
nancing plan, the • Orange
County Board of Education will
transfer the Stanford Middle
School property (on Orange
High- Schodl Road in .Hillsbor- .
ough) to the County.
All interested persor s will be
heard: The County's plans are
subject to change based on
the comments received at the
public, hearing and the Board's
subsequent discussion and
consideration. The County's
entering into the financing is
subject td obtaining approval
from the North Carolina Local
Government Commission.
Persons wishing to make writ-
ten comments in advance of
the hearing or wishing more in-
formation concerning the:sub
Ject of the hearing may contact
Clarence Grier, Orange,
County Finance Officer, Post
Office Box 8181, Hillsborough,•
NC- . 27278, (telephone
919/245- 2453). -
H -S: January 2, 2011
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Route 1238
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Jones Ferry Rd, NC 87, US
Hwy 64 Sanford Rd;
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Chapel Hili/Ptttsboro:
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RES-a011-00+
Resolution Providing Final Approval of Terms and
Documents for QSCB School Improvements Financing
WHEREAS.
Orange County has been asked by the Boards of Education for both Orange
County Schools and the Chapel Hill — Carrboro City Schools to cooperate in the
construction and financing of various public school improvements, including
construction of a new auditorium wing at Stanford Middle School, various roof
replacements and renovations for Orange County Schools, and various roof
replacements for the Chapel Hill — Carrboro City Schools.
The County has also stated an intent to finance project costs by the use of
an installment contract, as authorized under Section 160A -20 of the North
Carolina General Statutes, that qualifies as a "qualified school construction bond"
(a "QSCB ").
The Finance Officer has obtained for the County a proposal from Branch
Banking and Trust Company (`BB &T) to provide the QSCB installment financing
to the County.
The Finance Officer has made available to this Board the draft agreements
listed on Exhibit A (the "Agreements "), which relate to the County's carrying out
the QSCB financing plan.
BE IT THEREFORE RESOLVED by the Board of Commissioners of
Orange County, North Carolina, as follows:
1. Determination To Proceed with Financing — The County confirms
its plans to undertake and finance the Project. The County accepts a proposal from
BB &T dated November 29, 2010, to provide Project financing.
Under the financing plan, BB &T will make funds available to the County
for use on Project costs. The County will repay the amount advanced over time.
As part of the financing plan, the Orange County School Board will convey C.W.
Stanford Middle School (and its associated real property) to the County, so that the
transferred property can provide collateral for the financing. The County will grant
to BB &T a mortgage -type interest in the property to secure the County's
repayment obligation.
2. Approval of Agreements; Direction To Execute Documents -- The
Board approves the forms of the Agreements submitted to this meeting. The Board
authorizes and directs the Board's Chairman and the County Manager, or either of
1
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them, to execute and deliver the Agreements in their final forms. The Agreements
in their respective final forms must be in substantially the forms presented, with
such changes as the Chairman or the County Manager may approve. The
Agreements in final form, however, must be consistent with the financing plan
described in this resolution and must provide (a) for the amount financed by the
County not to exceed $9,899,439.78, (b) for an annual interest rate to the County
not to exceed 5.41 % (in the absence of a default or a change in tax status), and (c)
for a financing term not to extend beyond December 31, 2026.
In addition, the Board's Chairman and the County Manager, or either of
them, are authorized and directed to approve, execute and deliver any further
documents and agreements they deem desirable for carrying out the purposes and
intents of this resolution. It is the Board's understanding that the financing
documents may include (a) a lease agreement, providing for the School Board to
continue to use the transferred school property during the term of the financing,
and (b) an agreement under which the School Board will carry out the planned
school improvements on the County's behalf.
The execution and delivery of any document by an authorized officer will
be conclusive evidence of his approval of the final form of such document.
3. Authorization to County Manager and Finance Officer To
Complete Closing — The County Manager, the Finance Officer and all other
County officers and employees are authorized and directed to take all proper steps
to complete the financing in cooperation with BB &T and in accordance with the
terms of this resolution.
The Board authorizes and directs the Finance Officer to enter into an
agreement with BB &T to formalize the County's commitment to complete the
financing with BB &T and thereby establish a "sale date" for the transaction for the
purpose of determining the tax credit rate to be applicable to the transaction for
BB &T.
The Board authorizes and directs the Finance Officer to hold executed
copies of all financing documents authorized or permitted by this resolution in
escrow on the County's behalf until the conditions for their delivery have been
completed to such officer's satisfaction, and thereupon to release the executed
copies of such documents for delivery to the appropriate persons or organizations.
Without limiting the generality of the foregoing, the Board specifically
authorizes the Finance Officer to approve changes to any documents, agreements
or certifications previously signed by County officers or employees, provided that
such changes do not conflict with this resolution or substantially alter the intent
2
N
from that expressed in the form originally signed. The Finance Officer's
authorization of the release of any such document for delivery will constitute
conclusive evidence of such officer's approval of any such changes.
In addition, the Finance Officer is authorized and directed to take all
appropriate steps for the efficient and convenient carrying out of the County's on-
going responsibilities with respect to the financing of the Project. This
authorization includes, without limitation, contracting with third parties for reports
and calculations that may be required under this resolution or otherwise with
respect to the Agreements.
4. Resolutions As To Tax Matters -- The County will not take or omit
to take any action the taking or omission of which will cause its obligations to pay
principal and interest (the "Obligations ") to be "arbitrage bonds," within the
meaning of Section 148 of the United States Internal Revenue Code of 1986, as
amended, including the applicable Treasury regulations (the "Code "), or "private
activity bonds" within the meaning of Code Section 141.
S. Designation as a QSCB — The County designates the Obligations as
a "qualified school construction bond" for the purposes of, and within the meaning
of, Code Section 54F and related Code provisions. The County and BB &T intend
that the financing will qualify as a QSCB.
6. Miscellaneous Provisions -- All County officers and employees are
authorized and directed to take all such further action as they may consider
necessary or desirable in furtherance of the purposes of this resolution. All such
prior actions of County officers and employees are ratified, approved and
confirmed. Upon the absence, unavailability or refusal to act of the County
Manager, the Board's Chairman or the Finance Officer, any other of such officers
may assume any responsibility or carry out any function assigned in this
resolution. In addition, the Vice Chairman or any Deputy or Assistant Clerk to
the Board may in any event assume any responsibility or carry out any function
assigned to the Chairman or the Clerk, respectively, in this resolution. All other
Board proceedings, or parts thereof, in conflict with this resolution are repealed, to
the extent of the conflict. This resolution takes effect immediately.
Exhibit A -- Draft Agreements
(a) A draft dated December 20, 2010, of a Financing Agreement and
Deed of Trust to be dated on or about January 20, 2011 (the "Financing
3
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Contract "), from the County for the benefit of BB &T, providing for the advance of
funds to the County for the County's undertaking of the Project, setting out the
terms of the County's promise and obligation to repay the amount financed and to
care for the collateral, and providing for a security interest in C.W. Stanford
Middle School (and its associated real property) to secure the County's
obligations.
(b) A draft dated December 20, 2010, of a Project Fund Agreement to
be dated on or about January 20, 2011, between the County and BB &T, providing
for the custody and investment of financing proceeds pending their application to
Project costs.
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