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HomeMy WebLinkAbout2022-34Resolution 2022-34 RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF A GENERAL OBLIGATION AND WATER AND SEWER REVENUE BOND IN AN AMOUNT NOT TO EXCEED S2,686,309 OF THE TOWN OF PULASKI AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT OF THE BOND The Town of Pulaski (the "Town'), pursuant to the Public Finance Act of 1991 (Chapter 26, Title 15.2, Code of Virginia of 1950, as amended) (the "Act"), is authorized to contract debts and to issue evidence of the debt in the form of bonds. notes or other obligations payable from a pledge of the Town's full faith and credit and of revenues derived from the Town's water and sewer system. The Council of the Town has determined it is necessary and expedient to undertake capital improvements to the Town's water system and to borrow money and issue a bond for the purpose of financing costs of the improvements. On September 7, 2021, the Council held a public hearing on the proposed issuance of bonds in the estimated maximum amount of $2,686,309 to finance the improvements, in accordance with Section 15.2-2606 of the Act. I NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE TOWN OF PU LASKI: I I ARTICLE I DEFINITIONS Section 1.1. Definitions. Whenever used in this resolution. unless a different meaning clearly appears from the context: "Authorized Officer" means each of the Mayor, Vice Mayor and Town Manager of the Town, any one of whom may act. "Bond" means the Town's bond issued under this resolution. "Financing Agreement" means the Financing Agreement between VRA and the Town executed in connection with the issuance of the Bond pursuant to Section 3.8 of this resolution. "Fund" means the Virginia Water Supply Revolving Fund, its successors and assigns. "Maximum Amount" means $2,686,309. "Maximum Rate" means 5.00% per annum. "Project" means capital improvements to "the Town's water system, as may be more particularly described in the Financing Agreement. shall nevertheless be valid and sufficient for all purposes the same as if he had remained in office until such delivery. The Bond may be signed by such persons as at the actual time of the execution oflit shall be the proper officers to sign such Bond although at the date of such Bond such persons may not have been such officers. I Section 3.4. Form of Bond. The Bond shall be in substantially the form shown below, with sub h variations, insertions and omissions as shall be consistent herewith, the execution and delivery o7the Bond constituting conclusive evidence that any variations, insertions and omissions are consistent herewith: No. R-1 UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA $[amount] TOWN OF PULASKI [date] GENERAL OBLIGATION AND WATER AND SEWER REVENUE BOND Series 2022 The Town of Pulaski, a municipal corporation of the Commonwealth of Virginia (the "Town"), acknowledges itself indebted and, for value received, promises to pay to Virginia Resources Authority, as Administrator of the Virginia Water Supply Revolving Fund, Richmond, Virginia ("VRA") or its legal representative or registered assigns, the principal sum equal to the aggregate amount of principal advances made and noted on the Schedule of Principal Advances below, but not to exceed [amount] Dollars ($[amount]), with interest (the "Cost of Funds"), including the part of interest allocable to the annual administrative fee payable as set forth in Section 6.1 of the "Financing Agreement" defined below, on the unpaid principal from the date of each principal advance shown on the attached Certificate of Principal Advances until payment of the entire principal sum at the annual rate of [amount]%. As used in this Bond, "Financing Agreement" means the Financing Agreement dated as of [date] (the "Financing Agreement"), between VRA and the Town. Capitalized terms used but not otherwise defined in this Bond have the meanings given them in the Financing Agreement. The principal of and the Cost of Funds on this Bond shall be due and payable as follows: The Cost of Funds only on all amounts disbursed under the Bond shall be due and payable on [date]. Commencing [date] and continuing semiannually thereafter on [date] and [date] in each year, principal of and the Cost of Funds on this Bond shall be due and payable in equal installments of $[amount] with a final installment of $[amount] due and payable on [date]: however. if principal advances up to the maximum authorized amount are not made, the principal amount due on this Bond shall not include such undisbursed amount. However, unless the Town and VRA agree otherwise in writing, until all payments due hereunder shall have been paid in full, less than full 3 If an Event of Default occurs, the principal of and Cost of Funds on this Bond may be declared immediately due and payable by the holder by written notice to the Town. Notwithstanding anything in this Bond to the contrary, in addition to the payments of the principal and Cost of Funds provided for by this Bond, the Town shall also pay such additional amounts, if any, which may be necessary to provide for payment in full of all amounts due under the Financing Agreement. All acts, conditions and things required to happen, exist or be performed precedent to and in the issuance of this Bond have happened, exist and have been performed in due time, manner and form as required. IN WITNESS WHEREOF the Town has caused this Bond to be signed by its Mayor and its seal to be impressed hereon and attested by its Clerk. (SEAL) i ATTEST: BOND FORM NOT FOR SIGNATURE Clerk, Town of Pulaski Town of Pulaski BOND FORM NOT FOR SIGNATURE Mayor, Town of Pulaski SCHEDULE OF PRINCIPAL ADVANCES The amount and date of principal advances not to exceed the face amount of the Bond shall be entered hereon by an authorized representative of VRA when the proceeds of each such advance are delivered to the Town. AMOUNT DATE AUTHORIZED SIGNATURE i i alliof the foregoing, previously done or performed by such officers of the Town, are in all respects )approved, ratified and confirmed. Section 3.9. Constitutional Authority. The Bond shall be issued under the provisions of Article VII. Section 10(a) of the Constitution of Virginia (other than Subsection (2) thereof). The principal of and Cost of Funds on the Bond shall be payable from ad valorem taxes to be levied without limitation as to rate or amount on all property in the Town subject to taxation, to the extent other funds of the Town are not lawfully available and appropriated for such purpose. Section 3.10. Election of Applicable Law. To the extent permitted by Section 15.2-2601 of the Act, the Council elects that the Bond will be issued under the provisions of the Act without regard to the requirements, restrictions or provisions contained in any charter or local or special act applicable to the Town. ARTICLE IV PARTICULAR COVENANTS Section 4.1. Payment of the Bond. The Town shall pay promptly, as provided herein, the principal of and Cost of Funds on the Bond. Nothing in the Bond or in this resolution shall be deemed to create or constitute an indebtedness of the Commonwealth of Virginia or any of its political subdivisions other than the Town, or a pledge of the full faith and credit of the Commonwealth of Virginia or of any of its political subdivisions other than the Town. Section 4.2. Pledge of Full Faith and Credit. For the prompt payment of the principal of, premium, if any, and Cost of Funds on the Bond as the same shall become due, the full faith and credit of the Town are irrevocably pledged. In each year while the Bond is outstanding there shall be levied and, collected in accordance with law an annual ad valorem tax upon all taxable property in the Town subject to local taxation sufficient in amount to provide for the payment of the principal of, premium, if any, and Cost of Funds on, the Bond as such principal, premium, if any, and Cost of Funds shall become due, which tax shall be without limitation as to rate or amount and in addition to all other taxes authorized to be levied in the Town, to the extent other funds of the Town are not lawfully available and appropriated for such purpose. Section 4.3. Pledge of Revenues, Reserve Fund. To the extent provided in the Financing Agreement, revenues derived from the System shall be pledged to the payment of the principal of and Cost of Funds on the Bond. Such pledge shall be on parity with any pledge of revenues ofthe System to the payment of the "Existing Parity Bonds" as defined in the Financing Agreement. In addition, the Financing Agreement requires the Town to establish and fund a reserve fund under certain circumstances, and the Bond will be secured by a security interest in that reserve fund as provided in the Financing Agreement. ARTICLE V MISCELLANEOUS The Clerk of t1 (a) the foregoing is a Lrue, compiete ana correct copy or a resolution aaoptea oy the t-ouncii of the Town at a meeting of the Council held on July 19, 2022; (b) the meeting was a duly called, noticed and held regular meeting; (c) during the consideration of the foregoing resolution, a quorum was present; and (d) the name of each member of Council voting on the adoption of the foregoing resolution and his or her vote were recorded at the meeting as follows: Member Attendance Vote Shannon Collins, Mayor Present Abstention Greg East Present Aye Tyler Clontz Absent Abstention Brooks Dawson Present Aye Michael Reis Present Aye Lane Penn Present Aye Jamie Radcliffe Present Aye Clerk, o Pulaski CERTIFICATE OF THE CLERK OF THE CIRCUIT COURT OF PULASKI COUNTY, VIRGINIA The undersigned, the duly elected Clerk of the Circuit Court of Pulaski County, Virginia, certifies that a certified copy of a resolution entitled: RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF A GENERAL OBLIGATION AND WATER AND SEWER REVENUE BOND IN AN AMOUNT NOT TO EXCEED $2,686,309 OF THE TOWN OF PULASKI AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT OF THE BOND and adopted by the Council of the Town of Pulaski, Virginia, on July 19, 2022, was duly filed with the Circuit Court of Pulaski County pursuant to Section 15.2-2607 of the Code of Virginia of 1950, as amended. on the day of July, 2022. fir'' 9...G� . o ; • c� C O .y �, • �� •.. ... 15012886 015298.0013 `.lgyli 111 \ \ C c hA ri COUr 0 4-a4-6�4 r Clerk, Circuit Court Pulaski County, VVglnia A TRUE COPY TES jTj • MAEfTA H. CRE , C ERK BY. / i' Authorizing Resolution Number of Signature Pages: 2 The Clerk of the Town of Pulaski Viminia, certifies that: (a) the foregoing is a true, complete and correct copy of a resolution adopted by the Council of the Town at a meeting of the Council held on July 19. 2022: (b) the meeting was a duly called, noticed and held regular meeting: (c) during the consideration of the foregoing resolution, a quorum was present, and (d) the name of each member of Council voting on the adoption of the foregoing resolution and his or her vote were recorded at the meeting as follows: Member Attendance Vote Shannon Collins, Mayor Present N '\ Greg East Present A%e Tyler Clontz Absent N/A_ Brooks Dawson Present A}e Michael Reis Prcww ` %c Lane Penn Present Ave Jamie Radcliffe Present Ave C16'4e4dn of Pulaski The Clerk of the To% n of Pulaski Vir=inia. certifies that: (a) the foregoing is a true. complete and correct copy of a resolution adopted by the Council of the Town at a meeting of the Council held on Jule 19. 2022: (b) the meeting was a duly called. noticed and held regular meeting; (c) during the consideration of the foregoing resolution. a quorum .%as present; and (d) the name of each member of Council voting on the adoption of the foregoing resolution and his or her vote were recorded at the meeting as follows: Member Attendance Vote Shannon Collins, Mayor Present `' Greg East Present AN Tyler Clontz Absent N/A Brooks Dawson Present Ave Michael Reis Present Ave Lane Penn Present Ave Jamie Radcliffe Present Ave Clerk'*,n of Pulaski Number of Signature Pages: 2 All acts, conditions and things required to happen, exist or be performed precedent to and i nl the issuance of this Bond have happened, exist and have been performed in due time, manner a►ld form as required. IN WITNESS WHEREOF the To%%n has caused this Bond to be signed by its Mayor and it seal to be impressed hereon and attested by its Clerk. Town of Pulaski Mayor, Town of Pulaski (SEAL) ATTEST: own o r P u I a s k i All acts, conditions and things required to happen, exist or be performed precedent to and in the issuance of this Bond have happened, exist and have been performed in due time, manner and form as required. IN WITNESS WHEREOF the Town has caused this Bond to be signed by its Mayor and its seal to be impressed hereon and attested by its Clerk. Town of Pulaski By Mayor. Town of Pulaski (SEAL) ATTEST: Financing Agreement (WSL-036-19) Number of Signature Pages: 2 WITNESS the following signatures, all duly authorized. VIRGINIA RESOURCES AUTHORITY, as Administrator of the Virginia Water Supply Revolving Fund .31 Its: TOWN OF PULASKI, VIRGINIA By: 2►u ' Its: Town Manager 30 WITNESS the folio%%ing signatures. all duly authorized. VIRGINIA RESOURCES AUTHORITY, as Administrator of the Virginia Water Supple Revolving Fund TOWN OF PULASKI, VIRGINIA By:�� Its: Town Manager 30 Funding Agreement (WSL-036-19) Number of Signature Pages: 2 WITNESS the following signatures, all duly authorized. VIRGINIA RESOURCES AUTHORITY, as Administrator of the Virginia Water Supply Revolving Fund on Its: TOWN OF PULASKI, VIRGINIA By Its: Town Manager 9 WITNESS the following signatures. all duly authorized. VIRGINIA RESOURCES AUTHORITY, as Administrator of the Virginia Water Supply Revolving Fund Its: TOWN OF PULASKI, VIRGINIA By: Its: Town Manager General Certificate Number of Signature Pages: 2 IN WITNESS WH thelday first above %%ritten. 15'_98 13 141884 31 the undersigned have executed this General Certificate as of A — Abstract of Votes B — Records of Qualification C — Charter D —Notice of Public Hearing E — Bond Resolution F — Specimen Bond i IN WITNESS WHEREOF, the undersigned have executed this General Certificate as of the day first above written. Town of Pulaski Mayor Exhibits: A — Abstract of Votes B — Records of Qualification C — Charter D — Notice of Public Hearing E — Bond Resolution F — Specimen Bond 15298 13 1 4188 431 By: LIV, 5 Legal Debt Limit Certificate Number of Signature Pages: CERTIFICATE AS TO LEGAL DEBT LIMIT The undersigned Finance Director of the Town of Pulaski, a political subdivision of the Commonwealth of Virginia (the "Town"), certifies that: I. The assessed value of all real estate within the Town subject to taxation by the Town, as shown by the last assessment for taxes. is $511,424,200.00. The limit on indebtedness of the Town under Section 10 (a) of Article VII of the Virginia Constitution is 10% of that value. or $51.142.420.00. 2. The outstanding indebtedness of the Town, including bonds, bond anticipation notes, other notes, installment purchase or lease purchase contracts and any other obligation to pay money (excluding only current accounts payable and contractual obligations to be paid from the proceeds of prior note and bond issues, revenue sharing or Federal or state grants) on the date of this certificate does not exceed $999,136.00. 3. The Town will not incur any additional debt between the date of this certificate and the issuance of the Town's $2,686,309 General Obligation and Water and Sewer Revenue Bond, Series 2022, on or about August 2, 2022. WITNESS my signature thisjjday of 4 2022. Ja i orris, inance Director Town of Pulaski COMMONWEALTH OF VIRGINIA ) ) to -wit: COUNTY OF PULASKI ) Subscribed to and sworn before the undersigned Notary Public in and for the jurisdiction aforesaid this 22- day of « , 2922. No Public My commission expires: 15298 13 14188593 OLIVIA CLARK HALE NOTARY PUBLIC Commonwealth of Virginia Reg. #8003 &ao e My Commission Expiresxpires CERTIFICATE AS TO LEGAL DEBT LIMIT The undersigned Finance Director of the Town of Pulaski, a political subdivision of the Commonwealth of Virginia (the "'Town"). certifies that: I. The assessed value of all real estate within the Town subject to taxation by the Town, as shown by the last assessment for taxes. is $51 1.424 200.00. The limit on indebtedness of the Town under Section 10 (a) of Article VII of the Virginia Constitution is 10% of that value. or $5 1,142,420.00. 2. The outstanding indebtedness of the Town, including bonds, bond anticipation notes. other notes, installment purchase or lease purchase contracts and any other obligation to pay money (excluding only current accounts payable and contractual obligations to be paid from the proceeds of prior note and bond issues, revenue sharing or Federal or state grants) on the date of this certificate does not exceed $999.136.00. 3. The Town will not incur any additional debt between the date of this certificate and the issuance of the Town's $2.686.309 General Obligation and Water and Sewer Revenue Bond, Series 2022, on or about August 2.2022. WITNESS my signature thisT2day of J(.11t.t . 2022. Lac 'e Mor ' , Finance Director Town of Pulaski COMMONWEALTH OF VIRGINIA ) ) to -wit: COUNTY OF PULASKI ) Subscribed to and sworn before the undersigned Notary Public in and for the jurisdiction aforesaid this '2-2. day of 4Notaublic My commission expires: /3a12a2(to I i29R 13 I 4188594 OLIVIA CLARK HALE NOTARY PUBLIC Commonwealth of Virginia Reg. #8003623 My Commission Expires 09 1-Y11,X* Receipt for Proceeds Number of Signature Pages: 2 RECEIPT FOR PROCEEDS The Finance Director of the Town of Pulaski, Virginia (the "Town") certifies in connection with the issuance and sale by the Town of its $2,686,309 General Obligation and Water and Sewer Revenue Bond, Series 2022, dated the date of this receipt (the "Bond") that the Town has received: (a) the sum of $ c� y ai 38 J� as the first advance of the purchase price for the Bond and that such sum will be applied in the manner required by the Financing Agreement dated as of August 1, 2022, between the Town and the Virginia Resources Authority, as Administrator of the Virginia Water Supply Revolving Fund ("VRA-); and (b) the Town has received $a `f I. - ,M - s as the initial disbursement of funds pursuant to the Funding Agreement dated as of August 1, 2022, between the Town and VRA, and that those funds shall be applied as provided in the Funding Agreement. Dated: August 2, 2022 Ja ie Worris, ance Director Town of Pulaski RECEIPT FOR PROCEEDS fhe Finance Director of the loan of Pulaski. Viruinia (the -Town") certifies in connection with the issuance and sale by the Town of its S2.686. 09 General Obligation and Water and Sevver Revenue Bond. Series 2022. dated the date of this receipt (the "Bond") that the I own has received: (a) the sum of S A-4 aJ--?. J, as the first ad\ance of the purchase price for the Bond and that such sum will be applied in the manner required b% the Financing Agreement dated as of August I. 2022. between the 'l own and the Virginia Resources Authork. as Administrator of'the Virginia Water Supply Re%oh inu Fund ("VRA" is and W the Town has received S `{ ,ILO �as the initial disbursement of funds pursuant to the Funding Agreement dated as of August 1. 2022. betv<een the Town and VRA. and that those funds shall he applied as provided in the Funding Agreement. IDated: August 2.2022 Ja �iei__orris. 1--'lance Director Town of Pulaski Certificate of Circuit Court Clerk Number of Signature Pagcs: 2 CERTIFICATE OF THE CLERK OF THE CIRCUIT COURT OF PULASKI COUNTY, VIRGINIA The undersigned. the duly elected Clerk of the Circuit Court of Pulaski County. Virginia. certifies that a certified copy of a resolution entitled: RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF A GENERAL OBLIGATION AND WATER AND SEWER REVENUE BOND IN AN AMOUNT NOT TO EXCEED $2,686,309 OF THE TOWN OF PULASKI AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT OF THE BOND and adopted by the Council of the Town of Pulaski, Virginia, on July 19, 2022, was duly filed with the Circuit Court of Pulaski County pursuant to Section 15.2-2607 of the Code of Virginia of 1950, as amended, on the '2� day of July, 2022. , •o: :o T. v�• _t y ��Rciri�P 1501'_886 i115298 0013 Clerk, Circuit Court Pulaski C unty. Vir 'nia 1 A TRUE COPY TESTS: MAETTA H. CR W LE K BY: A CERTIFICATE OF THE CLERK OF THE CIRCUIT COURT OF PULASKI COUNTY, VIRGINIA The undersigned, the duly elected Clerk of the Circuit Court of Pulaski County, Virginia, certifies that a certified copy of a resolution entitled: RESOLUTION AUTHORIZING THE ISSUANCE AND SALE OF A GENERAL OBLIGATION AND WATER AND SEWER REVENUE BOND IN AN AMOUNT NOT TO EXCEED S2,686,309 OF THE TOWN OF PULASKI AND PROVIDING FOR THE FORM, DETAILS AND PAYMENT OF THE BOND and #dopted by the Council of the Town of Pulaski. Virginia. on July 19. 2022, was duly filed with 'the Circuit Court of Pulaski County pursuant to Section 15.2-2607 of the Code of Virginia of 1950, as amended, on the ��ay of July, 2022. o s �c- 015298 U013 i Clerk, Circuit Court Pulaski Co nty, Virgi a A TRUE COPY TESI;Pim CLERKBY: