|
April 16, 2018 (Regular Meeting) Page 3516
<br />WHEREAS, there have been submitted to this meeting draft forms of the
<br />following documents (the "Financing Documents") with respect to the financing
<br />for the Projects:
<br />(1) an Installment Financing Contract, proposed to be dated on or about
<br />May 1, 2018 (or such other date(s) as may be selected by the County), between
<br />the County and the Corporation (or one or more third parties) as counterparty
<br />(the "Contract (a)"), pursuant to which the Corporation (or such one or more
<br />third parties) will advance moneys to the County for the costs of the Projects
<br />and the County agrees to make periodic installment payments (the "Installment
<br />Payments") to repay the moneys so advanced, with. or without interest, as
<br />applicable;
<br />(2) a Deed of Trust, Security Agreement and Fixture Filing (the "Deed
<br />of Trust"), proposed to be dated on or about May 1, 2018, among the County as
<br />Grantor, the Corporation (or such one or more third parties) as Beneficiary and
<br />the trustee named therein, by which the County would secure its obligations to
<br />the Corporation (or such one or more third parties) under the Contract(s);
<br />(3) an Indenture of Trust, proposed to be dated on or about May 1, 2018
<br />(the "Trust Indenture"), between the Corporation and the trustee named therein,
<br />as trustee (the "Trustee"), pursuant to which there may be executed and
<br />delivered from time to time Certificates of Participation and/or Limited
<br />Obligation Bonds, including, without limitation, the Limited Obligation Bonds
<br />(County of Cabarrus, North Carolina Installment Financing Contract), Series
<br />2018 (collectively, the "Certificates and/or Bonds"), the proceeds of which
<br />will be used to advance the moneys to the County under the Contract(s); and
<br />(4) a Preliminary Official Statement to be dated on or about May 5,
<br />2018 (the "Preliminary Official Statement") which, as supplemented with certain
<br />pricing and other permitted omitted information, is to be the Official Statement
<br />expected to be dated on or about May 17, 2018 (the "Official Statement"),
<br />pursuant to which the 2018 Limited Obligation Bonds would be offered and sold
<br />to the public to the extent that all or any portion of the 2018 Limited
<br />Obligation Bonds are publicly offered and sold;
<br />WHEREAS, the obligations of the County to make Installment Payments and
<br />other payments pursuant to the Contract(s) shall constitute limited obligations
<br />of the County payable solely from currently budgeted appropriations of the
<br />County and shall not constitute a pledge of the faith and credit of the County
<br />within the meaning of any constitutional debt limitation;
<br />WHEREAS, no deficiency judgment may be rendered against the County in any
<br />action for breach of a contractual obligation under the Contract(s), and the
<br />taxing power of the County is not and may not be pledged in any way directly or
<br />indirectly or contingently to secure any moneys due under the Contract(s); and
<br />WHEREAS, the Board of Commissioners desires to approve the Financing
<br />Documents and to authorize other actions in connection therewith;
<br />NOW, THEREFORE, BE IT RESOLVED by the Board of Commissioners, as follows:
<br />Section 1. All actions taken by or on behalf of the County to date to
<br />effectuate the proposed financing, including the selection of Piper Jaffray &
<br />Co., as Underwriter and/or Placement Agent and Nexsen Pruet, PLLC, as special
<br />counsel, are hereby ratified, approved and authorized pursuant to and in
<br />accordance with the transactions contemplated by the Financing Documents.
<br />Section 2. The Board of Commissioners hereby finds and confirms that (i)
<br />the Projects and the financing thereof by one or more installment financing
<br />contracts is necessary and expedient for the County; (ii) financing of the
<br />Projects by one or more installment financing contracts, under the
<br />circumstances, is preferable to a bond issue by the County; (iii) the sums to
<br />fall due under said one or more installment financing contracts are adequate
<br />and not excessive for their proposed purpose; (iv) the County's debt management
<br />procedures and policies are good and its debt will continue to be managed in
<br />strict compliance with law; (v) the increase in taxes, if any, necessary to
<br />meet the sums to fall due under said one or more installment financing contracts
<br />will not be excessive; and (vi) the County is not in default regarding any of
<br />its debt service obligations.
<br />Section 3. The acquisition, construction and equipping of the Projects,
<br />the financing thereof and the granting of security interests therein, all as
<br />provided in the Financing Documents referenced in this Resolution, are hereby
<br />ratified and approved.
<br />
|