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HomeMy WebLinkAbout2011-9-14Tentative BOARD OF SUPERVISORS T E N T A T I V E SEPTEMBER 14, 2011 4:00 P.M., ROOM 241 COUNTY OFFICE BUILDING 1. Call to Order. 2. Work Session: Capital Financing Opportunities. 3. 5:00 p.m. - Public Hearing: VPSA Bonds. Proposed issuance of general obligation school bonds of Albemarle County in the estimated maximum principal amount of $6,835,000. 4. Consideration of U. S. Route 29 Western Bypass Resolution. 5 Adjourn. Return to Board of Supervisors Home Page Return to County Home Page file:////coba-webapp01/BOSForms/Agenda/2011Files/Migration/20110914/00_Agenda.htm [10/7/2020 5:12:14 PM] COUNTY OF ALBEMARLE EXECUTIVE SUMMARY AGENDA TITLE: Virginia Public School Authority Bond Public Hearing for the Issuance of up to $6,835,000 of Bonds for School Projects SUBJECT/PROPOSAL/REQUEST: Adoption of Resolution authorizing the issuance of bonds in the maximum principal amount of $2,000,000 to finance certain capital improvements for the County’s public schools STAFF CONTACT(S): Messrs. Foley, Letteri, and Davis, and Ms. Burrell LEGAL REVIEW: Yes AGENDA DATE: September 14, 2011 ACTION: X INFORMATION: CONSENT AGENDA: ACTION: INFORMATION: ATTACHMENTS: Yes REVIEWED BY: BACKGROUND: The FY 2011/12 Capital Improvement Budget was approved with the intent to issue approximately $6,835,000 in bonds through the Virginia Public School Authority (VPSA) for the following projects: Greer Elementary School Addition/Renovations $3,908,780 School Maintenance Projects $2,926,220 Total $6,835,000 Resolutions authorizing the application to the VPSA were adopted by the School Board on August 11, 2011. The required public hearing to be held by the Board is advertised for September 14, 2011 to consider the issuance of bonds in the maximum principal amount of up to $6,835,000. DISCUSSION: The attached Resolution authorizes the issuance of VPSA bonds not to exceed $2,000,000, the sale of the bonds to VPSA, and approves as to form the Bond Sale Agreement relating to the Bonds. The $2,000,000 amount reflects the maximum amount of bonds that can be issued as qualified school construction bonds (QSCB) under provisions of the American Recovery and Investment Act of 2009 (ARRA). Under ARRA any interest paid by the County on QSCB is refundable by the federal government. The result is that the $2,000,000 borrowing should have an effective 0% interest rate. A decision on whether to authorize the issuance of the additional $4,835,000 of VPSA bonds is proposed to be delayed until the Board’s October 5, 2011 meeting after the Board has considered alternate financing options. It may be possible to borrow the $4,835,000 using an alternate financing method that would provide the same interest rates available through the VPSA and provide greater flexibility in the future to restructure the debt if favorable opportunities in the market arise. BUDGET IMPACT: The FY12 CIP and Debt Service budgets anticipated the issuance of $6,835,000 in bonds for the above referenced projects. RECOMMENDATIONS: After the public hearing, staff recommends adoption of the attached Resolution (Attachm ent A) to authorize the issuance of QSCB bonds in the maximum principal amount of $2,000,000 to finance certain capital improvements for the County’s public schools. Staff recommends deferring any decision on the method of issuing the remaining $4,835,000 of bonds until the October 5, 2011 Board meeting. ATTACHMENTS A – QSCB Resolution Return to agenda RESOLUTION AUTHORIZING THE ISSUANCE OF GENERAL OBLIGATION SCHOOL BONDS OF THE COUNTY OF ALBEMARLE, VIRGINIA, IN A PRINCIPAL AMOUNT NOT TO EXCEED $2,000,000, TO BE SOLD TO THE VIRGINIA PUBLIC SCHOOL AUTHORITY AND PROVIDING FOR THE FORM AND DETAILS THEREOF WHEREAS, the Board of Supervisors (the “Board”) of the County of Albemarle, Virginia (the “County”), has determined that it is necessary and expedient to borrow an amount not to exceed $2,000,000 and to issue its general obligation school bond (as more specifically defined below, the “Local School Bond”) for the purpose of financing capital projects for public schools, including without limitation, an addition to the Mary Carr Greer Elementary School; and WHEREAS, the County has held a public hearing, duly noticed, on September 14, 2011, on the issuance of the Local School Bond in accordance with the requirements of Section 15.2-2606, Code of Virginia 1950, as amended (the “Virginia Code”); and WHEREAS, the School Board of the County has, by resolution adopted on August 11, 2011, requested the Board to authorize the issuance of the Local School Bond and consented to the issuance of the Local School Bond; and WHEREAS, the Virginia Public School Authority (“VPSA”) has offered to purchase the Local School Bond along with the local school bonds of certain other localities with a portion of the proceeds of certain bonds to be issued by VPSA in the fall of 2011 (the “VPSA Bonds”); and WHEREAS, VPSA intends to issue the VPSA Bonds as “qualified school construction bonds” (referred to below as “QSCBs” and each a “QSCB”) within the meaning of Section 54F of the Internal Revenue Code of 1986, as amended (the “Tax Code”), which section was added to the Tax Code by the American Recovery and Reinvestment Act of 2009 (Pub. L. No. 111 -5, 123 Stat. 355), enacted on February 17, 2009; and WHEREAS, VPSA intends to elect to treat the VPSA Bonds as “specified tax credit bonds” under Section 6431 of the Tax Code, as amended by the Hiring Incentives to Restore Employment Act (Pub. L. No. 111-147, 123 Stat. 301), enacted on March 18, 2010, which status enables an issuer of a QSCB to receive a direct payment of a refundable credit in lieu of providing a tax credit to the purchaser or holder of the QSCB; and WHEREAS, the refundable credit payable with respect to each interest payment date will be equal to the lesser of (i) the amount of interest payable under the QSCB on such date o r (ii) the amount of interest which would have been payable under the QSCB on such date if such interest were determined at the applicable credit rate determined under Section 54A(b)(3) of the Tax Code (that is, the rate used in computing the amount of tax credit that could be claimed by the QSCB holder absent the “specified tax credit bond” refundable credit election); and WHEREAS, subject to the terms and conditions set forth or referred to below, VPSA will transfer to the County the allocable portion of the refundable credit actually received in cash -2- by VPSA with respect to the VPSA Bonds; and WHEREAS, the allocation of QSCB volume cap pursuant to which VPSA will issue the VPSA Bonds will be made by Executive Order to be issued by the Governor of the Commonwealth of Virginia (the “Executive Order”), to finance the Project along with a number of other projects selected through a competitive evaluation process administered by the Virginia Department of Education; and WHEREAS, the Bond Sale Agreement (as defined below) shall indicate that $2,000,000 is the amount of proceeds requested (the “Proceeds Requested”) from the VPSA in connection with the sale of the Local School Bond; and WHEREAS, VPSA's objective is to pay the County a purchase price for the Local School Bond which, in VPSA's judgment, reflects the Local School Bond’s market value (the “VPSA Purchase Price Objective”), taking consideration of such factors as the purchase price to be received by VPSA from the sale of the VPSA Bonds, the underwriters' discount and the other issuance costs of the VPSA Bonds and other market conditions relating to the sale of the VPSA Bonds; and WHEREAS, such factors may result in the Local School Bond having a purchase price other than par and consequently (i) in the case of any bond premium, the County may have to issue the Local School Bond in a principal amount that is less than the Proceeds Requested in order to receive an amount of proceeds that is substantially equal to the Proceeds Requested, or (ii) if the maximum authorized principal amount of the Local School Bond set forth in paragraph 1 of this Resolution does not exceed the Proceeds Requested by at least the amount of any bond discount, the purchase price to be paid to the County, given the VPSA Purchase Price Objective and market conditions, will be less than the Proceeds Requested. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF ALBEMARLE COUNTY, VIRGINIA: 1. Authorization of Local School Bond and Use of Proceeds. The Board hereby determines that it is advisable to contract a debt and issue and sell its general obligation school bond in a principal amount not to exceed $2,000,000 (the “Local School Bond”) for the purpose of financing capital projects for public schools, including without limitation, an addition to the Mary Carr Greer Elementary School, and for paying the County’s allocable share of (a) VPSA’s costs of issuing the VPSA Bonds and (b) any upfront flat fees of VPSA as determined by VPSA to be necessary to compensate VPSA for the ongoing costs related to administering the local school bonds purchased with the VPSA Bonds, including the County’s Local School Bond (such upfront fees may be in lieu of the Annual Administrative Fee described in paragraph 4 in this Resolution). The Board hereby authorizes the issuance and sale of the Local School Bond in the form and upon the terms established pursuant to this Resolution and the Bond Sale Agreement. 2. Sale of the Local School Bond. The sale of the Local School Bond, within the parameters set forth in paragraph 4 of this Resolution, to VPSA is authorized. Given the VPSA -3- Purchase Price Objective and market conditions, the County acknowledges that if the limitation on the maximum principal amount on the Local School Bond set forth in paragraph 1 of this Resolution restricts VPSA's ability to generate the Proceeds Requested, the Local School Bond may be sold for a purchase price of not lower than 90% of the Proceeds Requested. The Chairman of the Board, the County Executive (which term shall include any Assistant County Executive), or either of them, and such other officer or officers of the County as either may designate, are hereby authorized and directed to enter into an agreement with VPSA providing for the sale of the Local School Bond to VPSA (the “Bond Sale Agreement”). The Bond Sale Agreement shall be in substantially the form submitted to the Board at this meeting, which form is hereby approved. 3. Details of the Local School Bond. The Local School Bond shall be dated the date of its issuance and delivery; shall be designated “General Obligation School Bond, Series 2011B,” or such other designation as the County Executive shall determine; shall bear interest from the date of delivery thereof payable semi-annually on dates specified by VPSA (each, an “Interest Payment Date” at the rates established in accordance with paragraph 4 of this Resolution; and shall mature annually in the years (each a “Principal Payment Date,” and together with any Interest Payment Date, a “Payment Date”) and in the amounts (the “Principal Installments”) determined by the County Executive, subject to the provisions of paragraph 4 of this Resolution. 4. Interest Rate and Principal Installments. The County Executive is hereby authorized and directed to accept the interest rate on the Local School Bond established by VPSA, provided that each interest rate may be up to five one-hundredths of one percent (0.05%) over the interest rate to be paid by VPSA for the corresponding principal payment date of the VPSA Bonds, a portion of the proceeds of which will be used to purchase the Bonds, to the extent required by VPSA (the “Annual Administrative Fee”), and provided further that the true interest cost of the Local School Bond does not exceed seven and a half percent (7.50%) per annum. The Payment Dates and the Principal Installments shall be specified by VPSA. The County Executive is hereby authorized and directed to accept the final Payment Dates and the Principal Installments at the request of VPSA based on the final term to maturity of the VPSA Bonds, requirements imposed on VPSA by the nationally-recognized rating agencies and the final principal amount of the Local School Bond; provided, however, that the principal amount of the Local School Bond shall not exceed the amount authorized by this Resolution and the final maturity of the Local School Bond shall be no later than the earlier of (a) December 31, 2030, and (b) the latest maturity date permitted under Section 54A of the Tax Code. The execution and delivery of the Local School Bond as described in paragraph 10 hereof shall conclusively evidence the approval and acceptance all of the details of the Local School Bond by the County Executive as authorized by this Resolution. 5. Certain Investment Earnings. The Board hereby acknowledges that VPSA will (i) issue the VPSA Bonds with multiple maturities or with a single “bullet” maturity, in either case, with a final maturity date on or shortly before the latest maturity date permitted for the VPSA Bonds under Section 54A of the Tax Code, (ii) invest the Principal Installments for the benefit of the County until they are applied to pay the principal of the VPSA Bonds and (iii) -4- either remit the investment earnings periodically to the County or credit the investment earnings against the County’s obligation to make Principal Installments, at the option of VPSA. The Board further acknowledges that VPSA may cause a portion of such earnings to be deposited into a reserve fund or account to be applied by VPSA for use to pay the costs, fees and expenses described in paragraph 15 below. Any balance in such reserve fund or account attributable to investment earnings on the County’s Principal Installments as reasonably determined by VPSA will be remitted or credited to the County on the final maturity date of the VPSA Bonds. 6. Certain Acknowledgements. The County acknowledges that the interest rate on the Local School Bond will be set at the level necessary to pay the interest on the allocable portion of the VPSA Bonds plus the Annual Administrative Fee, if any, and that the County will be obligated to pay interest on the Local School Bond at the stated taxable rate thereon regardless of the elimination or reduction of the refundable credit to be received by VPSA due to (i) any amendments by Congress to Sections 54A, 54F or 6431 or any other applicable sections of the Tax Code, (ii) any failure or determination by Congress not to appropriate funds necessary to pay the refundable credit, (iii) any guidance or changes to guidance provided by the U.S. Departmen t of Treasury or the Internal Revenue Service, or (iv) any action or omission by VPSA, the County or any other locality selling local school bonds to VPSA in connection with the VPSA Bonds that causes the VPSA Bonds to lose their status as QSCBs and/or specified tax credit bonds in whole or in part. It is also acknowledged that the County has the right to effect an extraordinary optional redemption of the Local School Bond in whole or in part upon the occurrence of any of these events as provided in the form of Local School Bond. 7. Form of the Local School Bond. The Local School Bond shall be issued initially in the form of a single, temporary typewritten bond substantially in the form attached hereto as Exhibit A. 8. Payment; Paying Agent and Bond Registrar. The following provisions shall apply to the Local School Bond: (a) For as long as VPSA is the registered owner of the Local School Bond, all payments of principal, premium, if any, and interest on the Local School Bond shall be made in immediately available funds to, or at the direction of VPSA at, or before 11:00 a.m. on the applicable Interest Payment Date, Principal Payment Date or date fixed for prepayment or redemption, or if such date is not a business day for Virginia banks or for the Commonwealth of Virginia, then at or before 11:00 a.m. on the business day next succeeding such Interest Payment Date, Principal Payment Date or date fixed for payment, prepayment or redemption. (b) The Bond Registrar and Paying Agent for the Local School Bond shall be the banking institution selected by VPSA for such purposes. 9. Prepayment or Redemption. The Principal Installments of the Local School Bond may be subject to optional prepayment or redemption prior to their stated maturities as determined by VPSA. The Principal Installments of the Local School Bond will be subject to -5- extraordinary mandatory redemption (i) if certain proceeds of the Local School Bond have not been spent within three years after the date of its issuance and delivery (which three year period may be extended by the U.S. Secretary of the Treasury or his delegate), (ii) due to a loss of “qualified tax credit bond” and “qualified school construction bond” status of the VPSA Bonds corresponding to the Local School Bond under Sections 54A and 54F of the Tax Code, and (iii) if due to (a) any amendments by Congress to Sections 54A, 54F or 6431 or any other applicable sections of the Tax Code or (b) any guidance or changes to guidance provided by the U.S. Department of Treasury or the Internal Revenue Service, there is a reduction or elimination of the direct payment of the refundable credit to be received by VPSA with respect to the VPSA Bonds. The Principal Installments of the Local School Board shall be redeemed at the redemption prices and upon the other terms set forth in the Local School Bond. 10. Execution of the Local School Bond. The Chairman or Vice Chairman of the Board, either of whom may act, and the Clerk of the Board or any Deputy Clerk of the Board, either of whom may act, are authorized and directed to execute and deliver the Local School Bond and to affix the seal of the County thereto. 11. Pledge of Full Faith and Credit. For the prompt payment of the principal of and interest, if any, and premium, if any, on the Local School Bond as the same shall become due, the full faith and credit of the County are hereby irrevocably pledged, and in each year while any of the Local School Bond shall be outstanding there shall be levied and collected in accordance with law an annual ad valorem tax upon all taxable property in the County subject to local taxation sufficient in amount to provide for the payment of the principal of and interest, if any, and premium, if any, on the Local School Bond as such principal, interest, if any, and premium, if any, 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 County to the extent other funds of the County are not lawfully available and appropriated for such purpose. 12. Use of Proceeds Certificate and Tax Compliance Agreement. The Chairman of the Board, the County Executive and such other officer or officers of the County as either may designate are hereby authorized and directed to execute and deliver on behalf of the County a Use of Proceeds Certificate and Tax Compliance Agreement (the “Tax Compliance Agreement”) setting forth the expected use and investment of the proceeds of the Local School Bond and containing such covenants as may be necessary for the VPSA Bonds to qualify as and to remain as “qualified tax credit bonds,” “qualified school construction bonds” and “specified tax credit bonds” under Sections 54A, 54F and 6431 of the Tax Code and the applicable regulations. The Board covenants on behalf of the County that (i) the proceeds from the issuance and sale of the Local School Bond will be invested and expended as set forth in the Tax Compliance Agreement and that the County shall comply with the other covenants and representations contained therein and (ii) the County shall comply with the provisions of the Tax Code so that the VPSA Bonds will not lose their status as “qualified tax credit bonds,” “qualified school construction bonds” and “specified tax credit bonds” under Sections 54A, 54F and 6431 of the Tax Code. 13. State Non-Arbitrage Program; Proceeds Agreement. The Board hereby determines that it is in the best interests of the County to authorize and direct the County -6- Director of Finance to participate in the State Non-Arbitrage Program in connection with the Local School Bond. The Chairman of the Board, the County Executive and such officer or officers of the County as either may designate are hereby authorized and directed to execute and deliver a Proceeds Agreement with respect to the deposit and investment of proceeds of the Local School Bond by and among the County, the other participants in the sale of the VPSA Bonds, VPSA, the investment manager and the depository, substantially in the form submitted to the Board at this meeting, which form is hereby approved. 14. Continuing Disclosure Agreement. The Chairman of the Board, the County Executive and such other officer or officers of the County as either may designate are hereby authorized and directed to execute a Continuing Disclosure Agreement, as set forth in Appendix E to the Bond Sale Agreement, setting forth the reports and notices to be filed by the County and containing such covenants as may be necessary in order to show compliance with the provisions of the Securities and Exchange Commission Rule 15c2-12, under the Securities Exchange Act of 1934, as amended, and directed to make all filings required by Section 3 of the Bond Sale Agreement should the County be determined by the VPSA to be a MOP (as defined in t he Continuing Disclosure Agreement). 15. Fees, Costs and Expenses. The County agrees to pay from proceeds of its Local School Bond or other legally available funds the following fees, costs and expenses incurred by VPSA in connection with its purchase and carrying of the Local School Bond within thirty days after receipt by the County Executive of a written bill therefor: (a) The County's allocable share of (i) the fees, costs and expenses of the trustee, paying agent and bond registrar under the indenture pursuant to which VPSA will issue the VPSA Bonds and (ii) the County's allocable share of any fees, costs and expenses payable to third parties in connection with such indenture or VPSA's School Tax Credit Bond Program, as determined by VPSA; and (b) To the extent permitted by law, the reasonable fees, costs and expenses, including reasonable attorneys' fees, if any, incurred by VPSA in connection with any false representation or certification or covenant default by the County or any County or School Board official, employee, agent or contractor under the Local School Bond, the Continuing Disclosure Agreement, the Tax Compliance Agreement, the Proceeds Agreement and/or any document, certificate or instrument associated therewith (collectively, the “County Documents”), or in connection with any extraordinary mandatory redemption of the Local School Bond as described in paragraph 9 above and the corresponding VPSA Bonds, any amendment to or discretionary action that VPSA makes or undertakes at the request of the County under any of the County Documents or any other document related to the VPSA Bonds. 16. Filing of Resolution. The appropriate officers or agents of the County are hereby authorized and directed to cause a certified copy of this Resolution to be filed with the Circuit Court of the County. -7- 17. Election to Proceed under Public Finance Act. In accordance with Section 15.2-2601 of the Virginia Code, the Board elects to issue the Local School Bond pursuant to the provisions of the Public Finance Act of 1991, Chapter 26 of Title 15.2 of the Virginia Code. 18. Further Actions. The members of the Board and all officers, employees and agents of the County are hereby authorized to take such action as they or any one of them may consider necessary or desirable in connection with the issuance and sale of the Local School Bond and any such action previously taken is hereby ratified and confirmed. 19. Effective Date. This Resolution shall take effect immediately. -8- The undersigned Clerk of the Board of Supervisors of Albemarle County, Virginia, hereby certifies that the foregoing constitutes a true and correct extract from the minutes of a meeting of the Board of Supervisors held on September 14, 2011, and of the whole thereof so far as applicable to the matters referred to in such extract. I hereby further certify that such meeting was a regularly scheduled meeting and that, during the consideration of the foregoing resolution, a quorum was present. Members present at the meeting were: ____________. Members absent from the meeting were: [None.] Members voting in favor of the foregoing resolution were: ___________________. Members voting against the foregoing resolution were: [None.] Members abstaining from voting on the foregoing resolution were: [None.] WITNESS MY HAND and the seal of the Board of Supervisors of the County of Albemarle, Virginia, this ___ day of September, 2011. __________________________________________ Clerk, Board of Supervisors of the County of Albemarle, Virginia [SEAL] A-1 EXHIBIT A [FORM OF TEMPORARY BOND] NO. RB-1 $___________ UNITED STATES OF AMERICA COMMONWEALTH OF VIRGINIA COUNTY OF ALBEMARLE General Obligation School Bond Series 2011B The COUNTY OF ALBEMARLE, VIRGINIA (the "County"), for value received, hereby acknowledges itself indebted and promises to pay to the VIRGINIA PUBLIC SCHOOL AUTHORITY ("VPSA") the principal amount of TWO MILLION DOLLARS ($2,000,000), in annual installments in the amounts set forth on Schedule I attached hereto commencing on June 1, 20__ and continuing each June 1 thereafter to and including June 1, 20__ (each a "Principal Payment Date"), together with interest from the date of this Bond on the unpaid installments, payable semi-annually on June 1 and December 1 of each year, commencing [June 1, 2012] (each an "Interest Payment Date," and together with any Principal Payment Date, a "Payment Date"), at the rate of ___% per annum, subject to redemption as hereinafter provided. The principal of and interest and premium, if any, on this Bond are payable in lawful money of the United States of America. For as long as VPSA is the registered owner of this Bond, U.S. Bank National Association, as bond registrar and paying agent (the "Bond Registrar"), shall make all payments of the principal of and interest and premium, if any, on this Bond, without the presentation or surrender hereof, to or at the direction of VPSA, in immediately available funds at or before 11:00 a.m. on the applicable Payment Date or date fixed for redemption. If a Payment Date or date fixed for redemption is not a business day for banks in the Commonwealth of Virginia or for the Commonwealth of Virginia, then the payment of the principal of and interest and premium, if any, on this Bond shall be made in immediately available funds at or before 11:00 a.m. on the business day next succeeding the scheduled Payment Date or date fixed for payment or redemption. Upon receipt by the registered owner of this Bond of said payments, written acknowledgment of the receipt thereof shall be given promptly to the Bond Registrar, and the County shall be fully discharged of its obligation on this Bond to the extent of the payment so made. Upon final payment, this Bond shall be surrendered to the Bond Registrar for cancellation. The full faith and credit of the County are irrevocably pledged for the payment of the principal of and interest and the premium, if any, on this Bond. The resolution adopted by the Board of Supervisors of the County on September 14, 2011 (the "Local Resolution"), authorizing the issuance of this Bond provides, and Section 15.2-2624, Code of Virginia 1950, as amended A-2 (the "Virginia Code"), requires, that there shall be levied and collected an annual tax upon all taxable property in the County subject to local taxation sufficient to provide for the payment of the principal of and interest and premium, if any, on this Bond as the same shall become due which tax shall be without limitation as to rate or amount and shall be in addition to all other taxes authorized to be levied in the County to the extent other funds of the County are not lawfully available and appropriated for such purpose. This Bond is duly authorized and issued in compliance with and pursuant to the Constitution and laws of the Commonwealth of Virginia, including the Public Finance Act of 1991, Chapter 26, Title 15.2, of the Virginia Code, and the Local Resolution and a resolution duly adopted by the School Board of the County to provide funds for capital projects for school purposes. This Bond is registered in VPSA's name on the books of the County kept by the Bond Registrar, and the transfer of this Bond may be effected by the registered owner of this Bond only upon due execution of an assignment by such registered owner. Upon receipt of such assignment and the surrender of this Bond, the Bond Registrar shall exchange this Bond for a substitute Bond, and register such substitute Bond on such registration books in the name of the assignee or assignees named in such assignment. The principal installments of this Bond are not subject to optional prepayment or redemption prior to their stated maturities without the prior written consent of VPSA, except as set forth below. Upon not less than 45 days' written notice from VPSA to the Bond Registrar and the County, this Bond is subject to mandatory redemption in whole or in part in an amount to be specified by VPSA on a date to be fixed by VPSA in the event that VPSA determines that a redemption of all or a portion of the VPSA Bonds allocable to this Bond is necessary to maintain the status of the VPSA Bonds as "qualified tax credit bonds" and “qualified school construction bonds” under Sections 54A and 54F of the Internal Revenue Code of 1986, as amended (the "Code"). Circumstances under which VPSA may make such a determination may include, but are not limited to, the failure of the County to cause 100% of the Available Project Proceeds to be expended by the end of the Expenditure Period for Qualified Purposes, or there occurs a Determination of Loss of QSCB Status with respect to all or any portion of the VPSA Bonds due to a default by the County under the Use of Proceeds Certificate and Tax Compliance Agreement dated the dated date hereof (the "Tax Compliance Agreement"). The redemption price shall be equal to (i) the redemption price VPSA will be obligated to pay in connection with the optional redemption or extraordinary optional redemption of the allocable portion of the VPSA Bonds under Section 3.1 of the [Third Supplemental Trust Indenture dated as of June 1, 2011 (the "Third Supplemental Indenture")], between VPSA and U.S. Bank National Association, as trustee, and (ii) any outstanding fees, costs and expenses for which the County is or will become obligated to pay under paragraph 15 of the Local Resolution, all as determined by VPSA. A-3 Upon not less than 90 days' written notice from the County to VPSA, this Bond is also subject to extraordinary optional redemption in whole or in part, as determined by the County, on a date to be fixed by VPSA if, due to (i) any amendments by Congress to Section 54A, 54F or 6431 or any other applicable sections of the Tax Code, or (ii) any guidance or changes to guidance provided by the U.S. Department of Treasury or the Internal Revenue Service, there is a reduction or elimination of the refundable credit to be received by VPSA with respect to the VPSA Bonds. The redemption price shall be equal to (i) the redemption price VPSA will be obligated to pay in connection with the optional redemption or extraordinary optional redemption of the allocable portion of the VPSA Bonds under Section 3.1 of the Third Supplemental Indenture and (ii) any outstanding fees, costs and expenses for which the County is or will become obligated to pay under paragraph 15 of the Local Resolution, all as determined by VPSA. Unless otherwise defined, each of the capitalized terms used in the foregoing three paragraphs has the meaning given it in the Tax Compliance Agreement. No notation is required to be made on this Bond of the redemption of principal. In such circumstance, the outstanding principal balance of this Bond shall be equal to $___________, less the aggregate amount of any and all redemptions of principal which may have been made on this Bond. HENCE, THE FACE AMOUNT OF THIS BOND MAY EXCEED THE PRINCIPAL SUM REMAINING OUTSTANDING AND DUE HEREUNDER. All acts, conditions and things required by the Constitution and laws of the Commonwealth of Virginia 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, form and manner as so required, and this Bond, together with all other indebtedness of the County, is within every debt and other limit prescribed by the Constitution and laws of the Commonwealth of Virginia. A-4 IN WITNESS WHEREOF, the Board of Supervisors of the County of Albemarle has caused this Bond to be issued in the name of the Albemarle County, Virginia, to be signed by its Chairman or Vice-Chairman, its seal to be affixed hereto and attested by the signature of its Clerk or any of its Deputy Clerks, and this Bond to be dated ____________, 2011. ALBEMARLE COUNTY, VIRGINIA ___________________________________ Chairman, Board of Supervisors of the Albemarle County, Virginia (SEAL) ATTEST: _________________________________ Clerk, Board of Supervisors of the Albemarle County, Virginia A-5 ASSIGNMENT FOR VALUE RECEIVED, the undersigned sells, assigns and transfers unto _______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ (PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE) PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE: ____________________________________ the within Bond and irrevocably constitutes and appoints __________________________________________________ attorney to exchange said Bond for definitive bonds in lieu of which this Bond is issued and to register the transfer of such definitive bonds on the books kept for registration thereof, with full power of substitution in the premises. Date: _____ Registered Owner Signature Guaranteed: _____________________________ (NOTICE: Signature(s) must be guaranteed by an "eligible guarantor institution" meeting the requirements of the Bond Registrar which requirements will include Membership or participation in STAMP or such other "signature guarantee program" as may be determined by the Bond Registrar in addition to, or in substitution for, STAMP, all in accordance with the Securities Exchange Act of 1934, as amended. (NOTICE: The signature above must correspond with the name of the Registered Owner as it appears on the front of this Bond in every particular, without alteration or change.) 26222.000044 EMF_US 36855776v5 B-1 SCHEDULE 1 AMORTIZATION SCHEDULE Return to exec summary Kenneth C. Boyd COUNTY OF ALBEMARLE Dennis S. Rooker Rivanna Office of Board of Supervisors Jack Jouett 401 McIntire Road Lindsay G. Dorrier, Jr. Charlottesville, Virginia 22902-4596 Duane E. Snow Scottsville (434) 296-5843 FAX (434) 296-5800 Samuel Miller Ann H. Mallek Rodney S. Thomas White Hall Rio MEMORANDUM TO: Members of the Board of Supervisors FROM: Ella W. Jordan, Clerk DATE: September 8, 2011 RE: Route 29 Western Bypass Resolution Attached please find the proposed resolution for the Route 29 Western Bypass with changes that were made at the September 7th Board meeting. View resolution Return to agenda /ewj Resolution WHEREAS, the Charlottesville-Albemarle Metropolitan Planning Organization amended its Constrained Long-Range Transportation Plan and Transportation Improvement Program on July 27, 2011, to remove language opposing the allocation of construction funding to the proposed Route 29 western bypass (“bypass”); and, WHEREAS, the Virginia Secretary of Transportation has announced that the state will soon begin advertising for bids for the design and construction of the bypass; and, WHEREAS, the Final Environmental Impact Statement for the 29 Bypass was completed eighteen years ago and the Supplemental Environmental Impact Statement was completed eight years ago, and VDOT is therefore required to prepare a written reevaluation of the environmental impact statements; and, WHEREAS, among other items, the traffic modeling, the traffic estimates, the air quality analyses and the noise analyses in the environmental impact statements are now outdated and additional analysis needs to be done; and, WHEREAS, there is significant new information that has been developed since the environmental impact statements were prepared, including new scientific research documenting the detrimental effects of highway pollutants on the health of individuals, and children, especially; and WHEREAS, new data and analyses that should be developed as part of a thorough and properly done review of the bypass and its impacts, including results of traffic modeling, will be necessary in order to provide updated and accurate information about health, noise, and other impacts of the bypass, as well as to identify strategies to mitigate those impacts; and, WHEREAS, the new data and analyses should be made available before it becomes costly and difficult to make changes to the proposed plans for the bypass; and. NOW, THEREFORE BE IT RESOLVED that the Albemarle County Board of Supervisors hereby requests that, before issuing a request for proposals concerning awarding a contract for the design and construction of the bypass, the Virginia Department of Transportation:  Evaluate updated traffic modeling for the bypass that includes a comparison of at least two scenarios, including one that evaluates a baseline set of improvements with the bypass, and one that evaluates the same baseline set of improvements without the bypass; and,  Consider new scientific research documenting the detrimental effects of highway pollutants on the health of individuals, and children, especially; and  Conduct thorough analyses of the potential health and noise impacts of the bypass on children attending the six schools and the residents of the neighborhoods located along its proposed route; and,  Engage in meetings with impacted citizens and representatives of impacted schools concerning appropriate strategies to mitigate such impacts in time to appropriately implement mitigation strategies into design and construction of the bypass; and,  Hold a public hearing to allow comment on the above information after it has been prepared. 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