HomeMy WebLinkAboutRES-2018-035 resolution providing final approval of terms and documents for 2018 installment financingRES- 2018 -035
Resolution providing final approval of terms and documents for 2018 County installment
financing
WHEREAS --
The Board of Commissioners has previously determined to carry out the acquisition and
construction of various public improvements, as identified in the County's capital improvement
plan, and in particular the projects shown on Exhibit A.
The Board has made a tentative determination to carry out the financing by using an
installment financing, as authorized under Section 160A -20 of the North Carolina General
Statutes. This financing plan also includes the use of limited obligation bonds, which represent
interests in the installment payments to be made by the County that can be sold to investors.
The County staff has made available to the Board the draft documents listed on Exhibit B
(the "Documents "), and a draft of an official statement designed to provide information about the
County and the financing to prospective investors in the bonds. These items relate to the
County's carrying out the financing plan.
This resolution provides the County Board's final approval of the financing terms and the
substantially final financing documents.
BE IT THEREFORE RESOLVED by the Board of Commissioners of Orange
County, North Carolina, as follows:
1. Determination To Proceed with Financing -- The Board confirms its decision to
carry out the proposed installment financing as described above.
Under the financing plan, the County will receive funds from the sale of the limited
obligation bonds to carry out the projects. The County will repay the funds over time, with
interest. The County will secure its repayment obligation by granting a mortgage -like interest in
some or all of the following facilities: (a) the County's Government Services Annex at 208 S.
Cameron St. in Hillsborough, (b) the County's Emergency Operations Center on Meadowlands
Drive in Hillsborough, (c) the County's Visitors Center on Franklin St. in Chapel Hill, and (d)
the proposed site of the new Northern County Campus.
2. Approval of Documents; Direction To Execute Documents -- The Board
approves the forms of the Documents submitted to this meeting. The Board authorizes the Chair
and the County Manager, or either of them, to execute and deliver those Documents to which the
County is a party. The Documents in their respective final forms must be in substantially the
forms presented, with changes as the Chair or the County Manager may approve. The execution
and delivery of any Document by an authorized County officer will be conclusive evidence of
that officer's approval of any changes.
The Documents in final form, however, must provide for the principal amount of limited
obligation bonds to not exceed $8,800,000, an annual true interest cost of the financing not to
exceed 4.50% and a financing term not to extend beyond December 31, 2038. The amount
financed under the Documents may include amounts to pay financing expenses and other
necessary and incidental costs.
3. Sale of Bonds; Approval of Official Statement — The Board appoints Robert W.
Baird & Co. to underwrite a public offering of the proposed limited obligation bonds.
The Board approves the draft official statement submitted to this meeting as the form of
the preliminary official statement pursuant to which the underwriter will offer the bonds for sale.
The preliminary official statement as distributed to prospective investors must be in substantially
the form presented, with such changes as the Finance Officer may approve. The Board directs the
Finance Officer, after the sale of the bonds, to complete and otherwise prepare the preliminary
official statement as an official statement in final form.
The Board authorizes the use of the preliminary official statement and the final official
statement (collectively, the "Official Statement ") by the underwriter in connection with the sale
of the bonds.
The Board acknowledges that it is the County's responsibility, and ultimately the Board's
responsibility, to ensure that the Official Statement in its final form neither contains an untrue
statement of a material fact nor omits to state a material fact required to be included therein for
the purpose for which such Official Statement is to be used or necessary to make the statements
therein, in light of the circumstances under which they were made, not misleading.
4. Officers To Complete Closing — The County Manager, the Finance Officer and all
other County officers and employees are authorized to take all proper steps to complete the
financing in accordance with the terms of this resolution.
The Board authorizes the County Manager to hold executed copies of all financing
documents authorized by this resolution in escrow on the County's behalf until the conditions for
their delivery have been completed to her satisfaction, and then to release the executed documents
for delivery to the appropriate persons or organizations.
Without limiting the generality of the previous paragraphs, the Board specifically
authorizes the County Manager (a) to approve and enter into, on behalf of the County, any
additional agreements appropriate to carry out the financing plan contemplated by this
resolution, and (b) to approve changes to any documents previously signed by County officers or
employees, provided that the changes do not substantially alter the intent from that expressed in
the form originally signed. The County Manager's authorization of the release of any document
for delivery will constitute conclusive evidence of her approval of any changes.
In addition, the County Manager and the Finance Officer are authorized to take all
appropriate steps for the efficient and convenient carrying out of the County's on -going
responsibilities with respect to the financing. This authorization includes, without limitation,
contracting with third parties for reports and calculations that may be required under the
Documents, this resolution or otherwise with respect to the bonds.
S. Other Financing Participants — Sanford Holshouser LLP will serve as the
County's bond counsel. Davenport & Company LLC will serve as the County's financial adviser.
The Bank of New York Mellon Trust Company, N.A., will serve as Trustee under the Trust
Agreement.
6. Miscellaneous Provisions — The Board authorizes all County officers and
employees to take all further action as they may consider desirable to carry out the purposes of
this resolution. In particular, the Board directs the Clerk to this Board to apply the County's seal
to the final form Documents, and to attest to the application of the seal. The Board ratifies all
prior actions of County officers and employees to this end. Upon the unavailability or refusal to
act of the County Manager, the Chair or the Finance Officer, any other of those officers may
assume any responsibility or carry out any function assigned in this resolution. In addition, the
Vice Chair or any Deputy or Assistant Clerk may carry out or exercise any rights or
responsibilities assigned in this resolution to the Chair or the Clerk. The Board repeals all other
Board proceedings, or parts of proceedings, in conflict with this resolution, to the extent of the
conflict. This resolution takes effect immediately.
Exhibit A — list of improvements with estimated amounts
Improvement Description
Estimated
Amount
Northern Campus Site Acquisition
$ 394,500
Government Services Annex Building
35000
HVAC Projects
122,000
Roofing Projects
102,444
IT Infrastructure
70000
Communications Systems
920,000
Cedar Grove Community Center
75,000
Facility Accessibility and Security Improvements
3000
Vehicle Replacements
15106,514
Miscellaneous County equipment
1845000
Chapel Hill HS Architecture and Facility Improvements
601,000
Classroom and Building Improvements (OCS)
254,000
Food Services (OCS)
14500
Passmore Center Renovations
550,000
Information Technologies
5005000
IT Broadband Connectivity
60,000
IT Governance Council Initiatives
690,503
911 Center Improvements
1775832
Conservation Easements
5005000
Cedar Grove Park, Phase II
60,000
Parks and Recreation Facility Renovations
19500
Affordable Housing Land Banking
293,000
TOTAL ESTIMATED PROJECT COSTS
$ 890109793
The County also expects to use some financing proceeds to pay Financing Costs.
Exhibit D -- Draft Documents
(a) A draft dated May 8, 2018, of a Trust Agreement to be dated on or about June 1,
2018 (the "Trust Agreement "), between the County and The Bank of New York Mellon Trust
Company, N.A. (the "Trustee "), providing for the advance of funds to the County, for the
issuance of limited obligation bonds, for the County's obligation to repay the amounts advanced,
and for the County's responsibilities for the use and care of the collateral.
(b) A draft dated May 8, 2018, of a Deed of Trust and Security Agreement to be dated
on or about June 1, 2018, from the County to a deed of trust trustee for the Trustee's benefit,
providing for a security interest in property to secure the County's obligations under the Trust
Agreement.
(c) A draft of a Bond Purchase Agreement to be dated on or about June 21, 2018,
providing for the underwriter's obligation to purchase the bonds. The final form of this
Agreement will set out the final principal amount, principal payment schedule and interest rates
for the bonds, and the other terms and conditions for the underwriter's obligation to purchase the
bonds.
NOW THEREFORE BE IT ORDAINED by the Board of Orange County Commissioners
tha this resolution is effective upon appro 1. Upon motion of Commissioner
seconded by mmissioner , the foregoing resolution was
a opted th s the -day of 018.
I, Donna S. Baker, , erk to the Board of Commissioners for the County of
Orange, North Carolina, DO HEREBY CERTIFY that the fore o'ng is a true copy of so
much of the proceedings of said Board at a meeting held on , 2018,
as relates in any way to the adoption of the foregoing and at said proceedings are
recorded in Minute Book No. of the minutes of said Board.
WITNESS my hand and the seal of said County, the day of l ,�_..,
2018.
Donna aker
Clerk to the Board
S r
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