HomeMy WebLinkAboutRES-2023-039-Adoption to the final resolution authorizing 2023 installment financing for various capital investment plan project for up to 14,500,000 RES -202M39 Attachment 1
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Resolution providing final approval of terms and
documents for Spring 2023 installment financing
Introduction The Board of Commissioners has previously determined to carry out various
public improvements and acquisitions, as identified in the County' s capital
improvement plan and as described on Exhibit A . The Board has determined to
finance these undertakings by using an installment financing, as authorized under
Section 160A- 20 of the North Carolina General Statutes . In an installment financing,
the County secures the financing by its promise to pay and a mortgage - like interest in
some or all of the property to be acquired or improved, but not by a pledge of specific
revenues or the County' s taxing power .
County staff recommends that the County accept a proposal from TD Bank, N .A.
(the " Lender" ) to provide the financing . County staff has made available to the Board
the draft documents listed on Exhibit B (the " Documents " ) , which 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 .
The Board of Commissioners of Orange County, North Carolina,
RESOLVES , as follows :
1 . Determination To Proceed with Financing The Board confirms its
decision to carry out the proposed installment financing as described above , to
provide financing for new public improvements and acquisitions . The County will
carry out the projects with financing from the Lender substantially in accordance
with a financing proposal from the Lender dated April 6 , 2023 .
Under the financing plan, the County will receive funds from the Lender 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 facilities listed on Exhibit C .
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
the Documents when in final form . 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 be consistent with the financing
plan described in this resolution and must provide ( a) for the amount financed by the
County not to exceed $ 14, 500 , 000 , (b ) for an annual interest rate or rates not to
exceed 3 . 83 % (in the absence of default, or a change in tax status as may be described
in the final Documents ) , and ( c) for a financing term not to extend beyond February
1 , 2043 . The amount financed under the Documents may include amounts to pay
financing expenses and other necessary and incidental costs .
3. Officers To Complete Closing - The Board authorizes the County
Manager, the Finance Officer and all other County officers and employees to take all
proper steps to complete the financing in accordance with 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
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be required under the Documents , this resolution or otherwise with respect to the
financing .
4. Acceptance of Property Transfer - The County agrees to accept title to
the real property associated with the schools identified on Exhibit C to facilitate the
financing arrangements contemplated by the Documents . The Board ratifies all prior
actions of County officers and employees toward the carrying out of these property
transfers . The County Manager shall determine which properties the County will
accept by the execution and delivery of the final form Deed of Trusts the execution and
delivery of the final form Deed of Trust will constitute conclusive evidence of the
County' s acceptance of title to any properties made subject to the security interests
imposed by that Deed of Trust. In addition, the Board authorizes the County Manager
to approve, execute and deliver leases of any transferred schools from the County to
the school districts for the continued operation of the schools . The County Manager' s
execution and delivery of any lease will constitute conclusive evidence of the County' s
approval of the form of that lease .
5. Additional 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.
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Exhibit A - list of pro Iects to be financed with estimated amounts
Project Est. Amount ( $)
School Projects ( Combined for both
Orange County and Chapel Hill - 8 , 271 , 640
Carrboro Schools)
County Vehicles 1 , 742 , 927
Roofing and Facade Projects 808 , 502
HVAC Projects 11084, 341
County IT Projects 897 , 070
Remediation for emergency Services
Warehouse [ 510 Meadowlands ] 25 % 450
County Communications System / Radio
Upgrades 556 , 447
Facility Accessibility, Safety and Security
Improvements 331 , 215
Emergency Services Renewals and 110 , 997
Replacements
Project total 14^ 2 , 589
Financing approval total 14, 5 0 0 , 0 0 0
The County will use additional proceeds to pay financing costs . The final
amount financed will not exceed the estimated total needed for the prof ects
and the financing costs .
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Exhibit B - - Draft Documents
( a) A draft dated May 2 , 2023 , of a First Supplemental Trust Agreement to
be dated on or about June 13 , 2023 , between the County and The Bank of New York
Mellon Trust Company, N .A . (the " Trustee " ) . This instrument provides for the advance
of funds to the County, for the issuance of two limited obligation bonds to the Lender,
for the County' s obligation to repay the amounts advanced, and for the County' s
responsibilities for the use and care of the collateral . The Trustee keeps certain
official records for the bonds , processes bond payments and other payments , and acts
as a representative of the bondholders .
(b ) A draft dated May 2 , 2023 , of a Deed of Trust Supplement # 1 to be dated
on or about June 13 , 2023 , from the County to a deed of trust trustee for the Trustee ' s
benefit . This instrument provides for a security interest in property to secure the
County' s repayment obligations and its other obligations under the financing
documents .
Exhibit C - Potential Collateral Facilities
Orange County Library in Hillsborough ; Culbreth Middle School, Whitted
Building; Blackwood Farm Park
Additional Orange County Schools : Orange Middle ; Hillsborough Elementary;
New Hope Elementary; Pathways Elementary; Orange High
Additional Schools from Chapel Hill - Carrboro : Estes Elementary; Smith
Middle ; Ephesus Elementary; Seawell Elementary
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