HomeMy Public PortalAbout1997_10_03_R232 The Town of
Leesburg,
Virginia
PRESENTED October 3. 1997
RESOLUTION NO. 97-232
ADOPTED October 3. 1997
A RESOLUTION:
OF THE TOWN COUNCIL OF THE TOWN OF LEESBURG,
VIRGINIA AUTHORIZING THE ISSUANCE OF GENERAL
OBLIGATION BONDS OR NOTES IN THE MAXIMUM AMOUNT
OF $1,000,000
WHEREAS, the Town Council of the Town of Leesburg, Virginia (the "Town
Council") has determined that it is advisable to authorize the issuance of general obligation
bonds of the Town of Leesburg, Virginia (the "Town") in the estimated maximum amount of
$1,000,000 to pay the costs of acquiring, constructing and equipping certain airport
improvements for the Town (the "Project") and to issue and sell a general obligation note in
anticipation of the issuance of such bonds (the "Note") of the Town in the maximum amount
of $1,000,000. The Town has held a public hearing on the issuance of the Note on
September 23, 1997.
THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia as
· follows:
SECTION I. Authorization of Note and Use of Proceeds. The Town Council hereby
determines that it is advisable to contract a debt and to issue and sell general obligation
bonds in the maximum principal amount of $1,000,000 and the Note in anticipation thereof.
The issuance and sale of such bonds and the Note are hereby authorized. The proceeds from
the issuance and sale of the Note shall be used to pay the costs of the acquisition,
construction and equipping of the Project.
SECTION II. Pledge of Full Faith and Credit. The full faith and credit of the Town
are hereby irrevocably pledged for the payment of the principal of and interest on the Note
as the same become due and payable. The Town Council shall levy an annual ad velorem
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RESOLUTION: ISSUANCE OF GENERAL OBLIGATION BONDS
tax upon all property in the Town, subject to local taxation, sufficient to pay the principal of
and interest on the Note as the same shall become due for payment unless other funds are
lawfully available and appropriated for the timely payment thereof.
SECTION III. Details and Sale of Note. The Note shall be issued upon the terms
established pursuant to this Resolution and upon such other terms as may be determined in
the manner set forth in this Resolution. The Note shall be issued in fully registered form
and shall be dated such date as the Town Manager may approve. The Note shall be issued
in such principal amount as may be determined by the Town Manager provided such
amount does not exceed $1,000,000. The Note shall be issued upon the terms and conditions
set forth in the commitment letter from Crestar Bank and such commitment letter is hereby
accepted. The Note shall bear interest at a variable rate equal to 70% of 30 day LIBOR plus
1.06% and the Note shall mature not more than three years from its date. The Note shall be
issued upon such other terms as may be approved by the Town Manager.
SECTION IV. Form of Note. The Note shall be issued as a single registered note in
substantially the form attached to this Resolution as Exhibit A, with such appropriate
variations, omissions and insertions as permitted or required by this Resolution or approved
by the Town Manager.
SECTION V. Execution of Note. The Mayor and the Clerk of the Town are
authorized and directed to execute the Note and to sfiqx the seal of the Town thereto and to
deliver the Note to the purchaser thereof.
SECTION VI. Registration. Transfer and Exchange. Upon surrender for transfer or
exchange of the Note at the principal office of the Town Manager, as Registrar, the Town
shall execute and deliver in the name of the transferee a new Note in an aggregate principal
amount equal to the Note surrendered and of the same form as the Note surrendered,
subject in each case to such reasonable regulations as the Town and Registrar may
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RESOLUTION: ISSUANCE OF GENERAL OBLIGATION BONDS
prescribe. Any Note presented for transfer or exchange shall be accompanied by a written
instrument or instruments of transfer or authorization for exchange, in form and substance
reasonably satisfactory to the Town and the Registrar , duly executed by the registered
owner or by his or her duly authorized attorney-in-fact or legal representative. The Note
may not be registered to bearer.
A new Note delivered upon any transfer or exchange shall be the valid obligation of
the Town, evidencing the same debt as the Note surrendered, shall be secured by this
Resolution and entitled to all of the security and benefits hereof to the same extent as the
Note surrendered.
SECTION VII. Non-Arbitrage Certificate and Tax Convenants. The Town Manager
and such officers and agents of the Town as he may designate are authorized and directed to
execute a Non-Arbitrage Certificate and Tax Covenants setting forth the expected use and
investment of the proceeds of the Note and containing such covenants as may be necessary
in order to comply with the provisions of the Internal Revenue Code of 1986, as amended
(the "Code"), including the provisions of Section 148 of the Code and applicable regulations
relating to "arbitrage bonds." The Town Council covenants on behalf of the Town that the
proceeds from the issuance and sale of the Note will be invested and expended as set forth in
the Town's Non-Abitrage Certificate and Tax Covenants, to be delivered simultaneously
with the issuance and delivery of the Note and that the Town Council shall comply with the
other covenants and representations contained therein.
SECTION VIII. Further Actions. The Town Manager and such officers and agents
of the Town as he may designate are authorized and directed to take such further action as
they deem necessary regarding the issuance and sale of the Note and all actions taken by
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RESOLUTION: ISSUANCE OF GENERAL OBLIGATION BONDS
such officers and agents in connection with the issuance and sale of the Note are ratified
and confirmed.
SECTION IX. Effective Date~ Applicable Law. In accordance with Section 15.1-
277.2 of the Code of Virginia of 1950, as amended, the Town Council elects to issue the Note
pursuant to the provisions of the Public Finance Act of 1991. This Resolution shall take
effect immediately.
SECTION X. The Airport Commission is asked to maintain rental rates current
with the T-hangar market.
PASSED this 3rd day of October, 1997.
ATTEST:
Clerk of Council
oweS E. Clem, Mayor
n of Leesburg
R:bonds
Cmrtificmtm
The undersigned Clerk of the Town Council of the Town of
Leesburg, Virginia, certifies that the foregoing constitutes a
true, complete and correct copy of the Resolution adopted at a
regular meeting of the Town Council held on ~cp~cr~r 1997
...... ~- 1997
Dated: ~=~ ...... 23,
Clerk, Town Council,
Town of Leesburg, Virginia
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Exhibit A
No. N-1
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
TOWN OF LEESBURG
GENERAL OBLIGATION NOTE,
SERIES 1997
TOWN OF LEESBURG, VIRGINIA ("Town"), for value received,
acknowledges itself indebted and promises to pay to
as the registered owner of this Note or legal
representative, the principal amount of
Dollars ($ ) and to pay interest on
this Note at the annual rate of %. Principal of and interest
on this Note shall be paid in the amounts and on the dates set
forth on Schedule I attached to this Note. Both principal of and
interest on this Note are payable in lawful money of the United
States of America. The principal of and interest on this Note
are payable by check or draft mailed to the registered owner
hereof without presentation and surrender except for the final
payment of principal and interest which shall be payable upon
presentation and surrender hereof at the office of the Town
Manager, as Registrar ("Registrar").
This Note has been duly authorized by the Town Council and
is issued for the purpose of providing funds to pay the costs of
the acquisition, construction and equipping of certain airport
improvements for the Town. The full faith and credit of the Town
are irrevocably pledged for the payment of the principal of and
premium, if any, and interest on this Note in accordance with its
terms.
This Note is issued under the authority of and in full
compliance with the Constitution and statutes of the Commonwealth
of Virginia, and, more particularly, issued pursuant to the
Public Finance Act of 1991, Chapter 5.1 of Title 15.1 of the Code
of Virginia of 1950, as amended, and a resolution adopted by the
Town Council on September 23, 1997 ("Resolution").
[This Note may be redeemed without penalty or premium before
its maturity upon 15 days notice to the registered owner.]
This Note may be transferred only by an assignment duly
executed by the registered owner hereof or such owner's attorney
or legal representative in a form satisfactory to the Registrar.
Such transfer shall be made in the registration books kept by the
Registrar upon presentation and surrender hereof and the Town
shall execute, and the Registrar shall authenticate and deliver
in exchange, a new Note having an equal aggregate principal
amount of the same form and maturity, bearing interest at the
same rate, and registered in the name as requested by the then
registered owner hereof or such owner's attorney or legal
representative. Any such exchange shall be at the expense of the
Town, except that the Registrar may charge the person requesting
such exchange the amount of any tax or other governmental charge
required to be paid with respect thereto.
The Registrar shall treat the registered owner as the person
exclusively entitled to payment of principal and interest and the
exercise of all other rights and powers of the owner.
It is hereby certified and recited that all acts, conditions
and things required by the Constitution and statutes of the
Commonwealth of Virginia to happen, exist or be performed
precedent to the issuance of this Note have happened, exist or
been performed in due time, form and manner as so required and
that the indebtedness evidenced by this Note is within every debt
and other limit prescribed by the Constitution and statutes of
the Commonwealth of Virginia.
IN WITNESS WHEREOF, the Town Council of the Town of
Leesburg, Virginia, has caused this Note to be signed by the
signature of the Mayor, its seal to be affixed and attested by
the signature of its Clerk and this Note to be dated
, 1997.
TOWN OF LEESBURG, VIRGINIA
[SEAL]
ATTE S T:
Clerk
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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 Note and does hereby irrevocably constitute and
appoint
, attorney, to
transfer said Note on the books kept for registration of said
Note, with full power of substitution in the premises.
Dated
Signature Guaranteed:
(NOTICE: Signature(s) must be
guaranteed by a member firm of
the New York Stock Exchange or
a commercial bank or trust
company.)
Registered Owner
(NOTICE: The signature above
must correspond with the name
of the Registered Owner as it
appears on the books kept for
registration of this Note
in every particular, without
alteration or change.)
W: ~LEEBG~AIRPORT~LEEBG14. RS 1
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LEESBURG, VIRGINIA
COUNCIL
Date: September 23, 1997
At a regular meeting of the Town Council of the Town of
Leesburg, Virginia, held on the 3rd day of October
following persons were present or absent as shown:
PRESENT:
ABSENT:
3. Frank Buttery, Jr.
Jewell M. Emswiller
Joseph R. Trocino
Kristen C. Umstattd
B. J. Webb
William F. Webb, Jr.
Mayor James E. Clem
1997 the
On motion of B.J. Webb , seconded by Jewell M. Emswiller .,
the following Resolution was adopted by a majority of the members
of the Town Council by a roll call vote, the votes being recorded
as follows:
J. Frank Buttery, Jr.
Jewell M. Emswiller
Joseph R. Trocino
Kristen C. Umstattd
B. J. Webb
William F. Webb, Jr.
Aye
Aye
Aye
Aye
Aye
Aye
Mayor James E. Clem Absent
No. N-1
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
TOWN OF LEESBURG
GENERAL OBLIGATION NOTE,
SERIES 1997
TOWN OF LEESBURG, VIRGINIA ("Town"), for value received,
acknowledges itself indebted and promises to pay to Crestar Bank,
as the registered owner of this Note or legal representative, the
· principal amount of Five Hundred Fifty Thousand Dollars
($550,000) at maturity on March 31, 1998 and to pay interest on
this Note at the Variable Rate, as defined herein. The "Variable
Rate" means an annual interest rate equal to 70% of the one-month
London Interbank Offered Rate ("LIBOR") (as described below) plus
1.06% from the date hereof to and including March 31, 1998. One-
month LIBOR shall mean the rate identified as such and published
on the date of issuance of this Note and on the last business day
of each month in the Money Rates section of the Wall Street
~ or if such publication ceases to exist, another
nationally recognized publication covering the financial markets.
The one-month LIBOR identified on any such date shall be
effective for the next succeeding month, or for the remainder of
the month of October, 1997 as to the rate in effect on the date
of issuance of this Note. Interest shall be computed on the
basis of the actual number of days elapsed over a year consisting
of 360 days. Interest on this Note shall be paid at maturity on
March 31, 1998. Both principal of and interest on this Note are
payable in lawful money of the United States of America. The
interest on this Note is payable by check or draft mailed to the
registered owner hereof without presentation and surrender except
for the final payment of principal and interest which shall be
payable upon presentation and surrender hereof at the office of
'the Town Manager, as Registrar ("Registrar").
This Note has been duly authorized by the Town Council and
is issued for the purpose of providing funds to pay the costs of
the acquisition, construction and equipping of certain airport
improvements for the Town. The full faith and credit of the Town
are irrevocably pledged for the payment of the principal of and
premium, if any, and interest on this Note in accordance with its
terms.
This Note is issued under the authority of and in full
compliance with the Constitution and statutes of the Commonwealth
of Virginia, and, more particularly, issued pursuant to the
Public Finance Act of 1991, Chapter 5.1 of Title 15.1 of the Code
of Virginia of 1950, as amended, and a resolution adopted by the
Town Council on October 3, 1997 ("Resolution").
This Note may be redeemed without penalty or premium before
its maturity upon 30 days notice to the registered owner.
This Note may be transferred only by an assignment duly
executed by the registered owner hereof or such owner's attorney
or legal representative in a form satisfactory to the Registrar.
Such transfer shall be made in the registration books kept by the
Registrar upon presentation and surrender hereof and the Town
shall execute, and the Registrar shall authenticate and deliver
in exchange, a new Note having an equal aggregate principal
amount of the same form and maturity, bearing interest at the
same rate, and registered in the name as requested by the then
registered owner hereof or such owner's attorney or legal
representative. Any such exchange shall be at the expense of the
Town, except that the Registrar may charge the person requesting
such exchange the amount of any tax or other governmental charge
required to be paid with respect thereto.
The Registrar shall treat the registered owner as the person
exclusively entitled to payment of principal and interest and the
exercise of all other rights and powers of the owner.
It is hereby certified and recited that all acts, conditions
and things required by the Constitution and statutes of the
Commonwealth of Virginia to happen, exist or be performed
precedent to the issuance of this Note have happened, exist or
been performed in due time, form and manner as so required and
that the indebtedness evidenced by this Note is within every debt
'and other limit prescribed by the Constitution and statutes of
the Commonwealth of Virginia.
IN WITNESS WHEREOF, the Town Council of the Town of
Leesburg, Virginia, has caused this Note to be signed by the
signature of the Mayor, its seal to be affixed and attested by
the signature of its Clerk and this Note to be dated October 8,
1997.
TOWN OF LEESBURG, VIRGINIA
[SEAL]
ATTEST:
Clerk
W:'~LEEB G~dRPORT~LEEB G 14. NOT
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 Note and does hereby irrevocably constitute and
appoint
, attorney, to
transfer said Note on the books kept for registration of said
Note, with full power of substitution in the premises.
Dated
Signature Guaranteed:
(NOTICE: Signature(s) must be
~uaranteed by a member firm of
the New York Stock E×change or
a commercial bank or trust
company.)
Registered Owner
(NOTICE: The signature above
must correspond with the name
of the Registered Owner as it
appears on the books kept for
registration of this Note
in every particular, without
alteration or change.)