01-16-2018 Finance Committee Work Session Business Meeting PKTBOARD PACKET
BOARD OF SUPERVISORS
BUSINESS MEETING
JANUARY 16, 2018
1767
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FINANCE COMMITTEE
Pittsylvania County Board of Supervisors
Tuesday, January 16, 2018
4:00 PM
Conference Room #1, County Administration Building
1 Center Street, Chatham, Virginia
1. Call to Order 4:00 pm
2. Roll Call
Scearce Warren Davis Blackstock
BOS. Barber Farmer Miller
3. Items to be Added
Motion: Scearce Warren
Second: Scearce Warren
4. Approval of Agenda
Motion: Scearce Warren
Second. Scearce Warren
AGENDA
Davis Blackstock
Davis Blackstock
Davis Blackstock
Davis Blackstock
5. New Business
(a) Discussion & Approval of Budget 2018/19 Calendar
(Van Der Hyde) Pages- 5-6
Motion: Scearce Warren Davis Blackstock
Second: Scearce Warren Davis Blackstock
Comments:
(b) Revenue Projections (Van Der Hyde) Page- 7
Motion: Scearce Warren Davis Blackstock
Second: Scearce Warren Davis Blackstock
Comments:
(c) Lease Revenue Bond Financing Approval Resolution 2018-01-02
(Van Der Hyde/Kulp) Pages- 8-25
Motion: Scearce Warren Davis Blackstock
Second: Scearce Warren Davis Blackstock
Comments:
6. Adjournment
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
FINANCE COMMITTEE
AGENDA TITLE: AGENDA DATE: ITEM NUMBER:
Discussion and Approval of Budget 2018/19 Calendar 1/16/2018 5(a)
ACTION: H
S UBJECT/PROPOSAL/RE DUES T:
ROLL CALL VOTE: H
STAFF CONTACT(S): ATTACHMENTS: (1)
Van Der Hyde 1 1) Budget 2018/19 Calendar
REVIEWED BY: JVH
SUMMARY:
Attached hereto is the Budget 2018/19 Calendar that will be discussed and approved by the Finance
Committee at their January 16, 2018 meeting.
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
The staff recommends the approval of the Budget 2018/19 Calendar.
MOTION:
" I make a motion to approve the Budget 2018/19 Calendar."
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PITTSYLVANIA COUNTY
BUDGET CALENDAR FY 2018-2019
Friday, November 24, 2017:
Friday, December 29, 2017:
January 3-8, 2018:
Tuesday, January 16,2018-4:00 pm:
Finance Committee Meeting
Tuesday, February 27, 2018 — 4:00 pm:
Finance Committee Meeting
Monday, March 5, 2018 — 4:00 pm:
Finance Committee Meeting
Wednesday, March 7,2018:
Monday, April 9, 2018 — 7:00 pm:
Special Meeting
Tuesday, April 17, 2018 — 7:00 pm:
*Submission of CIP Update by Departments
*Department Requests deadline
*Departmental Budget Reviews
*Review Revenues
*Discussion & Approval of FY 18/19 Calendar
*Submit County Administrator's recommended
budget
*Budget approved for advertisement by the Finance
Committee/Board of Supervisors
•Potential meetings with Constitutional Officers/
Outside Agencies
•Budget will be advertised (pending approval and
date set by Finance Committee)
*Public hearing on tax increase due to reassessment,
school budget and public hearing on full county
budget (budget cannot be approved until 7 days
after public hearing)
*Approval of the school budget and full county
budget at the regular meeting of the Board of
Supervisors
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AGENDA TITLE:
Revenue Projections
Revenue Projections
STAFF CONTACT(S):
Van Der Hyde
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
FINANCE COMMITTEE
AGENDA DATE:
1/16/2018
INFORMATION:
ATTACHMENTS:
None
REVIEWED BY: JVH
5(b)
SUMMARY:
Kim Van Der Hyde, Director of Finance, will give a presentation on the County's 2018/19 revenue
projections.
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
N/A
MOTION:
N/A
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PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
FINANCE COMMITTEE
AGENDA TITLE: AGENDA DATE: ITEM NUMBER:
Lease Revenue Bond Financeing Approval Resolution 1/16/2018 5(c)
2018-01-02
INFORMATION: 1Z
SUBJEC T/PROPOSALIREOUEST:
Lease Revenue Bond Financeing Approval Resolution
2018-01-02
STAFF CONTACT(S):
Van Der Hyde
ATTACHMENTS: (1)
1) Lease Revenue Bond Financeing Approval
Resolution 2018-01-02
REVIEWED BY: JVH
SUMMARY:
Kim Van Der Hyde, Director of Finance, and Christopher Kulp, Financial Counsel with Hunton & Williams LLP, will discuss the
Lease Revenue Bond Financeing Approval Resolution 2018-01-02. (attached)
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
N/A
MOTION:
N/A
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RESOLTUION #2018-01-02
RESOLUTION APPROVING A PLAN TO FINANCE CERTAIN COUNTY
PROJECTS THROUGH THE ISSUANCE OF LEASE REVENUE BONDS
BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA
WHEREAS, the Industrial Development Authority of Pittsylvania County, Virginia (the
"Authority"), was created under and is authorized to exercise all the powers set forth in the
Industrial Development and Revenue Bond Act, Title 15.2, Chapter 49, Code of Virginia of
1950, as amended (the "Act"), which include, among other things, the powers (a) to make loans
to, among others, a county in furtherance of the Act, (b) to finance facilities and lease facilities
for use by, among others, a county, (c) to issue its revenue bonds, notes and other obligations
from time to time for such purposes and (d) to pledge all or any part of its revenues and receipts
derived from payments received by the Authority in connection with its loans or from the leasing
by the Authority of such facilities or from any source as security for the payment of principal of
and interest on any such obligations;
WHEREAS, the Authority previously issued and sold its $2,900,000 Lease Revenue and
Refunding Bond (County Government Project), Series 2006 (the "2006 Bond"), to Branch
Banking and Trust Company (the "Bank") and loaned the proceeds thereof to Pittsylvania
County, Virginia (the "County"), to (a) refinance the construction of a health department and
social services building (the "Original Project"), and (b) finance the expansion of and
improvements to the Original Project (as expanded and improved, the "Project");
WHEREAS, as security for the repayment of the 2006 Bond, the Authority entered into
(a) a Ground Lease dated as of April 1, 2006 (the "Original Ground Lease"), with the County,
pursuant to which the County leased to the Authority the Project and the related real estate
(collectively, the "Leased Property"), and (b) a Lease Agreement dated as of April 1, 2006 (the
"Original Lease Agreement"), with the County, pursuant to which the Authority leased back to
the County the Leased Property in exchange for which the County undertook to make rental
payments sufficient to cover the annual debt service on the 2006 Bond and other related
financing costs;
WHEREAS, the County will request the Authority to issue two series of lease revenue
bonds (as hereinafter described, the "2018A Bond" and the "2018B Bond") and use the proceeds
thereof to (a) finance (i)(A) the acquisition and installation of landfill equipment, (B) the
acquisition and installation of a centrifugal water-cooled chiller for the courthouse building and
(C) the acquisition, renovation and equipping of an existing building to convert it for public
library purposes (collectively, the "2018A Project") and (ii) the acquisition and upfrt of an
industrial facility in the Ringgold area (the "2018B Project" and, together with the 2018A
Project, the "2018 Projects") and (b) pay the related costs of issuance;
WHEREAS, the County proposes that the Authority issue and sell the 2018A Bond and
the 2018B Bond (together, the "2018 Bonds") to the Bank pursuant to a Bond Purchase
Agreement between the Authority, the County and the Bank (the "2018 Purchase Agreement")
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and secure the 2018 Bonds on a parity basis with the 2006 Bond by amending the various lease
financing documents described below;
WHEREAS, there have been made available prior to this meeting drafts of the following
documents (collectively, the "Documents") providing for the issuance and sale of the 2018
Bonds, copies of which shall be filed with the records of the County:
(a) 2018 Purchase Agreement providing for the sale of the 2018 Bonds and including
the forms of the 2018 Bonds;
(b) First Amendment to Ground Lease (the "First Amendment to Ground Lease"),
amending the Original Ground Lease (as amended, the "Amended Ground
Lease"), between the Authority and the County, conveying to the Authority a
leasehold interest in the Leased Property;
(c) First Amendment to Lease Agreement (the "First Amendment to Lease
Agreement"), amending the Original Lease Agreement (as amended, the
"Amended Lease Agreement"), between the Authority and the County, leasing the
Leased Property back to the County in exchange for certain rental payments;
(d) First Amendment to Assignment of Rents and Leases (the "First Amendment to
Assignment"), amending the Assignment of Rents and Leases dated as of April 1,
2006, each made by the Authority for the benefit of the Bank and consented to by
the County, assigning to the Bank certain rights of the Authority under the
Amended Ground Lease and the Amended Lease Agreement; and
(e) First Amendment to Deed of Trust and Security Agreement (the "First
Amendment to Deed of Trust"), amending the Deed of Trust and Security
Agreement dated as of April 1, 2006, each made by the Authority for the benefit
of BB&T-VA Collateral Service (the "Deed of Trust Trustee"), granting the Deed
of Trust Trustee a lien on the Authority's leasehold rights in the Leased Property;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS
OF THE COUNTY OF PITTSYLVANIA, VIRGINIA:
1. The County Board of Supervisors (the "County Board") hereby approves, and
requests that the Authority approve, the following plan of finance for the 2018 Projects: (a) the
Authority shall (i) issue the 2018A Bond in a principal amount not to exceed $1,850,000 and
loan the proceeds thereof to the County to finance the 2018A Project and (ii) issue the 2018B
Bond in a principal amount not to exceed $1,100,000 and use the proceeds thereof to the County
to finance the 2018B Project, (b) the County will lease the Leased Property to the Authority
pursuant to the terms of the Amended Ground Lease, with an expiration not later than December
31, 2029, and (c) the Authority will lease the Leased Property back to the County pursuant to the
terms of the Amended Lease Agreement, with an expiration not later than December 31, 2029.
Pursuant to the Amended Lease Agreement, the County will undertake to make certain payments
of Basic Rent and Additional Rent (each term as defined in the Amended Lease Agreement) to
the Authority in amounts sufficient to amortize the 2018 Bonds and the outstanding portion of
the 2006 Bond, to pay the fees and expenses of the Authority and to pay certain other related
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costs. The obligation of the Authority to pay principal of and premium, if any, and interest on
the 2018 Bonds will be limited to payments of Basic Rent and certain Additional Rent received
from the County. The 2018 Bonds will be secured on a parity with the outstanding portion of the
2006 Bond by an assignment of the payments of Basic Rent and certain Additional Rent due
under the Amended Lease Agreement, all for the benefit of the holders of the 2018 Bonds and
the 2006 Bond. The undertaking by the County to make payments of Basic Rent and Additional
Rent will be subject to the appropriation by the County Board from time to time of sufficient
amounts for such purposes. Upon an event of default or an event of non -appropriation by the
County Board under the Amended Lease Agreement, the Authority shall have the right to
exercise any remedies provided in the Amended Lease Agreement, including the right to
terminate the Amended Lease Agreement and exclude the County from possession of the Leased
Property for the remainder of the term of the Amended Ground Lease. This plan of finance shall
contain such additional requirements and provisions as the County Administrator (which term for
purposes of this Resolution includes any Assistant County Administrator) and the Chairman or
Vice Chairman of the Authority may approve and determine to be in the best interests of the
County and the Authority.
2. The County Board believes that funds sufficient to make payment of all amounts
payable under the Amended Lease Agreement can be obtained. The County Board, while
recognizing that it is not empowered to make any binding commitment to make appropriations
beyond the current fiscal year, hereby states its intent to make appropriations in future fiscal
years in amounts sufficient to make all payments due under the Amended Lease Agreement and
hereby recommends that future County Boards do likewise during the term of the Amended
Lease Agreement.
3. The County Administrator is hereby authorized and directed to execute the
Documents to which the County is a signatory, which shall be in substantially the forms made
available prior to this meeting, which are hereby approved, with such completions, omissions,
insertions and changes not inconsistent with this Resolution as may be approved by the County
Administrator, the execution and delivery thereof to constitute conclusive evidence of his
approval of any such completions, omissions, insertions and changes. The County Attorney is
hereby authorized to cause the First Amendment to Ground Lease, the First Amendment to Lease
Agreement, the First Amendment to Assignment, the First Amendment to Deed of Trust and any
other documents as are necessary to be recorded in the Clerk's Office of the Circuit Court of
Pittsylvania County.
4. In making completions to the Amended Lease Agreement, the County
Administrator, in collaboration with PFM Financial Advisors LLC, the County's financial
advisor (the "Financial Advisor"), and the Authority, shall provide for payments of Basic Rent in
amounts equivalent to the payments due on the outstanding portion of the 2006 Bond and the
2018 Bonds, which shall be sold to the Bank pursuant to the terms and conditions of the 2018
Purchase Agreement; provided that (a) the payments of Basic Rent allocable to the 2018A Bond
shall be equivalent thereto and shall (i) mature in installments ending not later than December
31, 2028, (ii) bear interest at an annual rate not to exceed 3.59% (subject to adjustment as
provided in the 2018 Purchase Agreement), (iii) be subject to optional prepayment at a premium
not to exceed 1.00% of the principal amount to be prepaid and (iv) be sold to the Bank at a price
not less than 100% of the principal amount thereof (without taking into account any original
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issue discount or premium) and (b) the payments of Basic Rent allocable to the 2018B Bond
shall be equivalent thereto and shall (i) mature in installments ending not later than December
31, 2029, (ii) bear interest at an annual rate not to exceed 4.39%, (iii) be subject to optional
prepayment at a premium not to exceed 1.00% of the principal amount to be prepaid and (iv) be
sold to the Bank at a price not less than 100% of the principal amount thereof (without taking
into account any original issue discount or premium). The County Administrator is also
authorized to approve maturity schedules for the 2018 Bonds.
5. The County covenants that it shall not take or omit to take any action the taking or
omission of which shall cause the 2018A Bond to be an "arbitrage bond" within the meaning of
Section 148 of the Internal Revenue Code of 1986, as amended (the "Code"), and regulations
thereunder, or otherwise cause interest on the 2018A Bond to be includable in the gross income
for federal income tax purposes of the registered owner thereof under existing law. Without
limiting the generality of the foregoing, the County shall comply with any provision of law that
may require the County at any time to rebate to the United States of America any part of the
earnings derived from the investment of the gross proceeds of the 2018A Bond. The County
shall pay from its legally available general funds any amount required to be rebated to the United
States of America pursuant to the Code.
6. The County covenants that during the tern of the Amended Lease Agreement it
shall not permit the proceeds of the 2018A Bond or the facilities financed therewith to be used in
any manner that would result in (a) 10% or more of such proceeds or facilities being used in a
trade or business carried on by any person other than a governmental unit, as provided in Section
141(b) of the Code, provided that no more than 5% of such proceeds may be used in a trade or
business unrelated to the County's use of such facilities, (b) 5% or more of such proceeds or
facilities being used with respect to any "output facility" (other than a facility for the furnishing
of water), within the meaning of Section 141(b)(4) of the Code, or (c) 5% or more of such
proceeds being used directly or indirectly to make or finance loans to any persons other than a
governmental unit, as provided in Section 141(c) of the Code; provided, however, that if the
County receives an opinion of nationally recognized bond counsel that any such covenants need
not be complied with to prevent the interest on the 2018A Bond from being includable in the
gross income for federal income tax purposes of the holder thereof under existing law, the
County need not comply with such covenants.
7. Such officers of the County as may be requested by bond counsel for the County
are authorized and directed to execute an appropriate certificate setting forth (a) the expected use
and investment of the proceeds of the Amended Lease Agreement allocable to the 2018A Bond
in order to show that such expected use and investment will not violate the provisions of Section
148 of the Code and (b) any elections such officers deem desirable regarding rebate of earnings
to the United States for purposes of complying with Section 148 of the Code. Such certificate
shall be prepared in consultation with bond counsel for the County, and such elections shall be
made after consultation with bond counsel.
8. The County having not previously issued in calendar year 2018 any federally tax-
exempt obligations (excluding for this purpose "private activity bonds," within the meaning of
Section 141 of the Code, other than "qualified 501(c)(3) bonds," within the meaning of Section
145 of the Code) that are required to be aggregated with any federally tax-exempt obligations
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issued by the Authority for purposes of Section 265(b)(3) of the Code, and the County and all its
subordinate issuing entities or authorities (including the Authority) not reasonably expecting to
issue in calendar year 2018 any other such obligations that, when aggregated with the 2018A
Bond, will be in excess of $10,000,000, the County hereby requests the Authority designate the
2018A Bond as a "qualified tax-exempt obligation" under Section 265(b)(3) of the Code.
9. All costs and expenses in connection with the financing of the 2018 Projects and
the issuance of the 2018 Bonds, including the Authority's fees and expenses and the fees and
expenses of bond counsel and the Financial Advisor in connection with the sale of the 2018
Bonds, shall be paid from the proceeds of the 2018 Bonds or other legally available funds of the
County. If for any reason the 2018 Bonds are not issued, it is understood that all such expenses
shall be paid by the County from its legally available funds and that the Authority shall have no
responsibility therefor.
10. Any authorization herein to execute a document shall include authorization to
deliver it to the other parties thereto.
11. All other acts of the County Administrator and other officers of the County that
are in conformity with the purposes and intent of this Resolution and in furtherance of the
issuance and sale of the 2018 Bonds and the financing of the 2018 Projects are hereby approved
and ratified.
12. All resolutions or parts of resolutions in conflict herewith are repealed.
13. This Resolution shall take effect immediately.
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H& W Draft 1/10/2018
INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA
$1,803,802 LEASE REVENUE BOND
(COUNTY PROJECTS), SERIES 2018A
(FEDERALLY TAX-EXEMPT)
$1,079,198 LEASE REVENUE BOND
(COUNTY PROJECTS), SERIES 2018B
(FEDERALLY TAXABLE)
BOND PURCHASE AGREEMENT
January 30, 2018
Industrial Development Authority
of Pittsylvania County, Virginia
Chatham, Virginia
Board of Supervisors
County of Pittsylvania, Virginia
Chatham, Virginia
Ladies and Gentlemen:
This is to confirm the agreement among the INDUSTRIAL DEVELOPMENT
AUTHORITY OF PITTSYLVANIA COUNTY, VIRGINIA (the "Authority"), the Board of
Supervisors acting as the governing body of the COUNTY OF PITTSYLVANIA, VIRGINIA
(the "County"), and BRANCH BANKING AND TRUST COMPANY (the `Bank"), concerning
the purchase by the Bank of the Authority's (a) $1,803,802 Lease Revenue Bond (County
Projects), Series 2018A (Federally Tax -Exempt) (the "2018A Bond" ), and (b) $1,079,198 Lease
Revenue Bond (County Projects), Series 2018B (Federally Taxable) (the "2018B Bond" and,
together with the 2018A Bond, the "2018 Bonds").
1. Purpose of Financing. The County proposes to finance (a)(i) the acquisition and
installation of landfill equipment, (ii) the acquisition and installation of a centrifugal water-
cooled chiller for the courthouse building and (iii) the acquisition, renovation and equipping of
an existing building to convert it for public library purposes and (b) the acquisition and upfit of
an industrial facility in the Ringgold area, through the issuance by the Authority of its 2018A
Bond and 2018B Bond, respectively. The County and the Authority have previously entered into
a Ground Lease dated as of April 1, 2006 (the "Original Ground Lease"), and,
contemporaneously with the execution hereof, have entered into a First Amendment to Ground
Lease dated as of January 1, 2018 (together with the Original Ground Lease, the "Amended
Ground Lease"), pursuant to which the County will continue to lease the Project and the Real
Estate to the Authority. The County and the Authority have also previously entered into a Lease
Agreement dated as of April 1, 2006 (the "Original Lease Agreement"), and, simultaneously
with the execution hereof, have entered into a First Amendment to Lease Agreement dated as of
January 1, 2018 (the "First Amendment to Lease Agreement"), pursuant to which the Authority
will continue to lease the Project and the Real Estate back to the County. The 2018 Bonds,
together with the Authority's Lease Revenue and Refunding Bond (County Government Project),
Series 2006 (the "2006 Bond"), will be secured on a parity basis by (x) a Deed of Trust and
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Security Agreement dated as of April 1, 2006 (the "Original Deed of Trust") from the Authority,
as amended by a First Amendment to Deed of Trust and Security Agreement dated as of January
1, 2018 (together with the Original Deed of Trust, the "Amended Deed of Trust"), pursuant to
which the Authority will continue the grant of a lien on its rights under the Amended Lease
Agreement and (y) an Assignment of Rents and Leases dated as of April 1, 2006 (the "Original
Assignment"), as amended by a First Amendment to Assignment of Rents and Leases dated as of
January 1, 2018, pursuant to which the Authority will continue the assignment to the Bank of,
among other things, its rights to certain rental and other payments to be made by the County
under the Amended Lease Agreement.
All capitalized terms used herein and not otherwise defined shall have the meanings
given them in the Amended Lease Agreement.
2. Terms of the 2018 Bonds.
(a) 2018A Bond. The 2018A Bond shall be (i) substantially in the form of
Exhibit A attached hereto, (ii) issuable as a single, registered bond in the denomination of
$1,803,802, (iii) numbered RA -1 and (iv) dated January 30, 2018. The 2018A Bond shall
bear interest at a rate of 3.59% (subject to adjustment as provided in subsections (c) and
(d) below), calculated on the basis of a 360 -day year of twelve 30 -day months. Payments
of interest on the 2018A Bond shall be due and payable semiannually on each February 1
and August 1, commencing August 1, 2018. The 2018A Bond shall mature in principal
installments due semiannually on each February 1 and August 1, commencing on August
1, 2018, and ending on February 1, 2028, as follows:
Date Amount Date Amount
08/01/2018
$76,364.00
08/01/2023
$ 91,341.00
02/01/2019
76,366.00
02/01/2024
91,340.00
08/01/2019
79,222.00
08/01/2024
94,649.00
02/01/2020
79,222.00
02/01/2025
94,649.00
08/01/2020
82,092.00
08/01/2025
98,077.00
02/01/2021
82,092.00
02/01/2026
98,078.00
08/01/2021
85,065.00
08/01/2026
101,630.00
02/01/2022
85,066.00
02/01/2027
101,631.00
08/01/2022
88,147.00
08/01/2027
105,312.00
02/01/2023
88,147.00
02/01/2028
105,312.00
(b) 2018B Bond. The 2018B Bond shall be (i) substantially in the form of
Exhibit B attached hereto, (ii) issuable as a single, registered bond in the denomination of
$1,079,198, (iii) numbered RB -I and (iv) dated January 30, 2018. The 2018B Bond shall
bear interest at a rate of 4.39%, calculated on the basis of a 360 -day year of twelve 30 -
day months. Payments of interest on the 2018B Bond shall be due and payable
semiannually on each February I and August 1, commencing August 1, 2018. The
2018B Bond shall mature in principal installments due semiannually on each February 1
and August 1, commencing on August 1, 2019, and ending on February 1, 2029, as
follows:
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Year
Amount
Year
Amount
08/01/2019
$44,038.00
08/01/2024
$54,718.00
02/01/2020
44,037.00
02/01/2025
54,718.00
08/01/2020
45,991.00
08/01/2025
57,146.00
02/01/2021
45,993.00
02/01/2026
57,147.00
08/01/2021
48,034.00
08/01/2026
59,683.00
02/01/2022
48,033.00
02/01/2027
59,683.00
08/01/2022
50,165.00
08/01/2027
62,332.00
02/01/2023
50,166.00
02/01/2028
62,332.00
08/01/2023
52,392.00
08/01/2028
65,099.00
02/01/2024
52,392.00
02/01/2029
65,099.00
(c) Determination of Taxability' Interest Rate Adiustment on 2018A Bond.
below:
(i) The following capitalized terms shall have the meanings set forth
(A) "Date of Taxability" shall mean the earliest date as of
which interest on the 2018A Bond shall have been determined to be
includable in the gross income of any registered owner or prior registered
owner as a result of a Determination of Taxability.
(B) "Determination of Taxability" shall mean the occurrence,
after the date hereof, of either (1) a final ruling or judgment is entered by a
state or federal court of competent jurisdiction or (2) an official and final
action is taken or announced by the Internal Revenue Service or state
official, determining that an Event of Taxability shall have occurred;
provided, that no such ruling or judgment, or final action of the Internal
Revenue Service, will be considered final for this purpose, however,
unless the County and the Authority have been given written notice and, if
it is so desired and is legally allowed, have been afforded the opportunity
(at the expense of the County) to contest the same, either directly or in the
name of the registered owner or any prior registered owner, and until the
conclusion of any appellate review, if sought.
(C) "Event of Taxability" shall mean the taking of any action
by the County or the Authority, or the failure to take any action by the
County or the Authority, or the making by the County or the Authority of
any misrepresentation in any tax certificate required to be given in
connection with the issuance, sale or delivery of the 2018A Bond, any of
which has the effect of causing interest paid or payable on the 2018A
Bond to become includable, in whole or in part, in the gross income of the
registered owner or any prior registered owner for federal income tax
purposes.
(D) "Taxable Rate" shall mean annual rate of "%.
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(ii) Upon the occurrence of a Determination of Taxability, then, from
and after the Date of Taxability, the interest rate used to calculate interest on the
2018A Bond shall be adjusted to the Taxable Rate. After a Determination of
Taxability and upon demand of the registered owner or any prior registered owner
of the 2018A Bond, the Authority shall pay to such registered owner or prior
registered owner, but only from amounts provided by the County pursuant to the
Amended Lease Agreement, such additional amount as shall be necessary to
provide that interest on the 2018A Bond shall have been payable at the Taxable
Rate from the Date of Taxability.
(iii) Upon the occurrence of a Determination of Taxability, the
Authority shall also pay, but only from amounts provided by the County pursuant
to the Amended Lease Agreement, to the registered owner or to any prior
registered owner of the 2018A Bond upon demand of such registered owner or
prior registered owner any taxes, interest, penalties or other charges assessed
against or payable by such registered owner or prior registered owner and
attributable to such Determination of Taxability and all reasonable administrative,
out of pocket and other expenses incurred by such registered owner or prior
registered owner that are attributable to such event, including, without limitation,
the costs incurred by such registered owner or prior registered owner to amend
any of its tax returns, notwithstanding the repayment of the entire principal
amount of the 2018A Bond or any transfer or assignment thereof.
(d) Determination of Non -Bank -Qualified Status', Interest Rate Adjustment on
2018A Bond.
below:
(i) The following capitalized terms shall have the meanings set forth
(A) "Date of Non-Bank-Oualified Status" shall mean the
earliest date as of which the 2018A Bond shall have been determined not
to be a "qualified tax-exempt obligation" within the meaning of Section
265(b)(3) of the Internal Revenue Code of 1986, as amended (or any
successor provision), pursuant to a Determination of Non -Bank -Qualified
Status.
(B) "Determination of Non -Bank -Qualified Status" shall mean
any final determination by the Internal Revenue Service, any federal
administrative agency, any court or by the registered owner of the 2018A
Bond based upon a written opinion of nationally recognized bond counsel
that the 2018A Bond is not a "qualified tax-exempt obligation" within the
meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as
amended (or any successor provision); provided, that no such
determination will be considered final for this purpose, however, unless
the County and the Authority have been given written notice and, if it is so
desired and is legally allowed, have been afforded the opportunity (at the
expense of the County) to contest the same, either directly or in the name
4
P17
of the registered owner or any prior registered owner, and until the
conclusion of any appellate review, if sought.
(C) "Non-Bank-Oualified Rate" shall mean an annual rate of
[1%.
(ii) Upon the occurrence of a Determination of Non -Bank -Qualified
Status, then, from and after the Date of Non -Bank -Qualified Status, the interest
rate used to calculate the interest on the 2018A Bond shall be adjusted to the Non -
Bank -Qualified Rate. After a Determination of Non -Bank -Qualified Status and
upon demand of the registered owner or any prior registered owner of the 2018A
Bond, the Authority shall pay to such registered owner or prior registered owner,
but only from amounts provided by the County pursuant to the Amended Lease
Agreement, such additional amount as shall be necessary to provide that interest
on the 2018A Bond shall have been payable at the Non -Bank -Qualified Rate from
the Date of Non -Bank -Qualified Status.
(iii) Upon the occurrence of a Determination of Non -Bank -Qualified
Status, the Authority shall also pay, but only from amounts provided by the
County pursuant to the Amended Lease Agreement, to the registered owner or to
any prior registered owner of the 2018A Bond upon demand of such registered
owner or prior registered owner any taxes, interest, penalties or other charges
assessed against or payable by such registered owner or prior registered owner
and attributable to such Determination of Non -Bank -Qualified Status and all
reasonable administrative, out of pocket and other expenses incurred by such
registered owner or prior registered owner that are attributable to such event,
including, without limitation, the costs incurred by such registered owner or prior
registered owner to amend any of its tax returns, notwithstanding the repayment
of the entire principal amount of the 2018A Bond or any transfer or assignment
thereof.
(e) Prepayment of the 2018 Bonds. The 2018 Bonds shall be subject to
prepayment, in whole or in part, at the option of the Authority (at the direction of the
County) on ten (10) days' prior written notice to the Authority and the registered owner
thereof, at any time, upon payment of the principal amount of the 2018 Bond(s) to be
prepaid, plus accrued interest to the prepayment date and a prepayment premium equal to
one percent (1%) of the principal to be prepaid.
3. 2018 Bonds as Limited Obligations of Authority. The Bank understands that
the 2018 Bonds are payable solely from revenues derived by the Authority from the Amended
Lease Agreement and that the obligation of the County to make payments under the Amended
Lease Agreement constitutes a current expense of the County, payable from funds of the County
legally available therefor and subject to annual appropriation. Such obligation does not
constitute a debt of the County within the meaning of any constitutional or statutory limitation
and does not constitute a liability of or a lien or charge upon the funds or property of the County
beyond the fiscal year for which the County has appropriated funds to make such payments.
5
P18
4. Purchase Price. The purchase price of the 2018A Bond shall be $1,803,802.00,
and the purchase price of the 2018B Bond shall be $1,079,198.00.
5. Delivery of and Payment for 2018 Bonds. The delivery of the 2018 Bonds shall
take place in Richmond, Virginia on or about January 30, 2018 (the "Closing"), or at such other
time and place as may be mutually agreeable to the parties to this Agreement. At the Closing,
the Authority shall deliver to the Bank the 2018 Bonds, together with the other documents herein
mentioned, upon payment of the aggregate purchase price of the 2018 Bonds ($2,883,000.00).
The Secretary of the Authority shall serve as registrar for the 2018 Bonds and shall keep books
for the registration and the registration of transfer of the 2018 Bonds.
6. Representations and Warranties of Authority. The representations and
warranties of the Authority contained in the First Amendment to Lease Agreement are
incorporated in this Agreement by this reference and made a part hereof for the benefit of the
Bank. In addition, the Authority hereby covenants and agrees to comply in all material respects
with all applicable laws, rules, regulations and orders of any governmental authority, the
noncompliance with which would materially and adversely affect the operation of the Project.
7. Representations and Warranties of County. The representations and
warranties of the County contained in the First Amendment to Lease Agreement are incorporated
in this Agreement by this reference and made a part hereof for the benefit of the Bank.
8. Reporting Requirements. Within 270 days after the end of each fiscal year, (a)
the County will make available its annual audited financial statements on the Electronic
Municipal Market Access System or on the County's website and (b) the Authority will provide
the Bank with its annual audited financial statements for such fiscal year.
9. Representations of Bank The Bank makes the following representations as the
basis for its undertakings hereunder:
(a) The Bank has experience and expertise in the making of loans similar to
the loans evidenced by the 2018 Bonds and is capable of evaluating the merits and risks
of making such loans.
(b) The Bank acknowledges that no offering statement, prospectus or other
comprehensive disclosure documents containing material information with respect to the
Authority, the County or the 2018 Bonds have been provided to the Bank; however, the
Bank has been provided with such information concerning the operations and financial
condition of the Authority and the County as it has requested and that the Bank deems
necessary in making its decision to make the loans evidenced by the 2018 Bonds. The
Bank has had an opportunity to make inquiries of such officers, employees, agents and
attorneys of the Authority and the County as it considers appropriate in connection
therewith.
(c) The Bank expects to hold the 2018 Bonds for its own account and has no
present intention of selling or otherwise distributing them to the public. The Bank
acknowledges that in no circumstance will the Authority or the County be required to
0
P19
prepare or approve of any offering materials with respect to a subsequent sale or
distribution of the 2018 Bonds to the public.
(d) The Bank understands that the scope of engagement of Hunton &
Williams LLP as bond counsel with respect to the 2018 Bonds has been limited to
matters set forth in their opinion based on their review of such proceedings and
documents as they deem necessary to approve the validity of the 2018 Bonds, the
federally tax-exempt status of the interest on the 2018A Bond and the status of the 2018A
Bond as a "qualified tax-exempt obligation." Further, the Bank understands that Hunton
& Williams LLP has not been engaged, and has not undertaken, to prepare or express an
opinion as to the accuracy or completeness of any information that may have been
furnished to the Bank or relied upon by the Bank in making the loan.
(e) The Bank acknowledges it has agreed to purchase a third bond to be
issued by the Authority and secured on a parity with the 2006 Bond and the 2018 Bonds
pursuant to its Commitment Letter dated December 14, 2017, and on such terms as shall
be agreed to by the Bank, the Authority and the County.
10. Survival of Representations. The representations and warranties set forth in this
Agreement shall survive the Closing and remain operative and in full force and effect regardless
of (a) any investigation made by or on behalf of the Bank and (b) Payment of the Bonds.
11. Conditions to Closing. The Bank's obligations under this Agreement are subject
to the satisfaction on the date of the Closing of the following conditions precedent:
(a) The accuracy on the date of the Closing, as if made on such date, of all
representations and warranties of the County and the Authority incorporated herein
pursuant to Sections 6 and 7 above;
(b) Performance by the County and the Authority of their obligations under
this Agreement; and
(c) Receipt by the Bank of executed copies of the following documents,
instruments, certificates and opinions in form and substance reasonably satisfactory to the
Bank:
(i) The 2018 Bonds, the Amended Lease Agreement, the Amended
Ground Lease, the Amended Deed of Trust, the Amended Assignment and this
Agreement, and evidence of the recordation of the appropriate documents.
(ii) A non -arbitrage and tax compliance certificate of the Authority
dated the date of Closing.
(iii) A certificate of the County dated the date of Closing stating
(A) that there has been no material adverse change in the condition (financial or
otherwise) of the County between the most recent date as to which information
has been given to the Bank and the date of Closing and (B) that all information
P20
furnished to the Bank (financial or otherwise) in connection with the purchase by
the Bank of the 2018 Bonds is true and correct.
(iv) The opinion of Hunton & Williams LLP, Bond Counsel, dated the
date of Closing, in form and substance satisfactory to the Bank and staring, among
other things, that (A) interest on the 2018A Bond is excludable from the gross
income of the holders thereof for federal income tax purposes, (B) interest on the
2018 Bonds is exempt from all taxation by the Commonwealth of Virginia and
(C) the 2018A Bond is a "qualified tax-exempt obligation" within the meaning of
Section 265 of the Internal Revenue Code of 1986, as amended.
(v) The opinion of counsel to the Authority dated the date hereof, in
form and substance satisfactory to the Bank and stating, among other things, that
the Basic Documents to which the Authority is a party have been validly
authorized, executed and delivered by the Authority and constitute valid and
binding obligations of the Authority, enforceable against the Authority in
accordance with their respective terms.
(vi) The opinion of the County Attorney dated the date of Closing, in
form and substance satisfactory to the Bank and stating, among other things, that
the Basic Documents to which the County is a party have been validly authorized,
executed and delivered by the County and constitute valid and binding obligations
of the County, enforceable against the County in accordance with their respective
terms.
(vii) Resolutions of the Authority and the County Board of Supervisors
relating to the issuance of the 2018 Bonds.
(viii) Such other certificates, instruments and opinions as the Bank may
reasonably deem necessary or desirable.
12. Notices. All communications under this Agreement shall be in writing and shall
be deemed delivered, if delivered in person, telecopied or sent by (x) certified mail, return receipt
requested, or (y) email followed by first class mail, to the respective parties as follows:
Bank: Branch Banking and Trust Company
2120 Langhorne Road
Lynchburg, VA 24501
Attention: Matt Adkins
Facsimile: [ 1
Email: madkins@bbandt.com
County: County of Pittsylvania, Virginia
P.O. Box 426
Chatham, Virginia 24531
Attention: County Administrator
Facsimile: [ 1
0
P21
Email: f 1
Authority: Industrial Development Authority of Pittsylvania County, Virginia
[P.O. Box 1122]
Chatham, Virginia 24531
Attention: Chairman
Facsimile: [ 1
Email: f 1
The parties hereto may, by notice given hereunder, designate any further or different addresses to
which subsequent notices, approvals, consents, requests or other communications shall be sent or
persons to whose attention the same shall be directed. The parties may change their authorized
representatives at any time and from time to time by notice given hereunder.
13. Assignment. This Agreement may not be assigned, in whole or in part, by any
parry without the prior written consent of the other parties.
14. Counterparts. This Agreement may be executed in several counterparts, each of
which will be regarded as an original and all of which will constitute one and the same
document.
15. Amendments. This Agreement cannot be amended except in writing signed by
the Authority, the County and the Bank.
16. Authority's Reguest for Information. The Bank agrees to famish to the
Authority on request such information with respect to the debt service paid or to be paid on the
2018 Bonds as the Authority or its auditors may reasonably request.
17. Miscellaneous. This Agreement is made solely for the benefit of each of the
parties and their respective successors and assigns. If this Agreement or any documents set forth
in Section 11(c)(i) hereof are the subject of any litigation, any attorney's fees incurred by the
Authority or the County shall be recoverable from the County. This Agreement contains the
entire agreement among the parties with respect to the purchase of the 2018 Bonds by the Bank,
supersedes all prior arrangements or understandings with respect thereto and may not be
modified except in writing signed by all the parties.
18. Attorney Fees. If the Authority shall default in any of its obligations under this
Agreement and the Bank employs an attorney or attorneys to assist in the enforcement of the
terms and provisions of this Agreement or to modify this Agreement, or if the Bank voluntarily
or otherwise should become a party to any suit or legal proceeding (including a proceeding
conducted under the Bankruptcy Code) in connection with this Agreement, the Authority and the
County shall pay, but only to the extent permitted by law and solely from the legally available
funds, all reasonable attorneys' fees incurred by the Bank and all related costs of collection or
enforcement that may be incurred by the Bank.
[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
E
P22
H& W Draft 1/10/2018
Very truly yours,
BRANCH BANKING AND TRUST COMPANY
Un
Title:
Confirmed and Accepted:
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
COUNTY OF PITTSYLVANIA, VIRGINIA
Approved as to form:
Vaden Hunt, County Attorney
[Signature Page to Bond Purchase Agreement]
P23
H& W Draft 1/10/2018
EXHIBIT A
FORM OF 2018A BOND
A-1
P24
H& W Draft 1/10/2018
EXHIBIT B
FORM OF 2018B BOND
P25
PITTSYLVANIA COUNTY
BOARD OF SUPERVISORS
WORK SESSION
Tuesday, January 16, 2018
4:30 PM
Conference Room #1, County Administration Building
1 Center Street, Chatham, Virginia 24531
AGENDA
1. Call to Order (4:30 pm)
2. Roll Call
Barber Farmer Blackstock Davis Scearce Miller Warren
3. Items to be Added to Agenda
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second: Barber Farmer Blackstock Davis Scearce Miller Warren
4. Approval of Agenda
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second. Barber Farmer Blackstock Davis Scearce Miller Warren
5. New Business
(a) Continued Discussion from Finance Committee Meeting (if needed)
(Pan Der Hyde) Page- 29
(b) Tax Due Date Change Proposal (10 minutes)(Shorter) Page- 30
(c) Digital Agenda Software Training (5:00 PM; Flippen) Page- 31
6. Adjourn to Business Meeting (at 6:15 pm and reconvene in Pittsylvania County
General District Courtroom at 7: 00 pm)
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
WORK SESSION
AGENDA TITLE: AGENDA DATE: ITEM NUMBER:
Continued Discussion from Finance Committee 1/16/2018 5(a)
Meeting (if necessary)
INFORMATION: 0
ATTACHMENTS:
None
STAFF CONTACT(S):
Van Der Hyde
REVIEWED BY: JVH
SUMMARY:
Continued Discussion from Finance Committee Meeting (if necessary)
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
N/A
MOTION:
N/A
P29
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
WORK SESSION
AGENDA TITLE: AGENDA DATE:
Tax Due Date Change Proposal 1 1/16/2018
INFORMATION:
SUBJECT/PROPO SAL/REOUES T:
Tax Due Date Change Proposal
STAFF CONTACT(S):
Shorter
ATTACHMENTS:
None
REVIEWED BY: JVH
ITEM NUMBER:
5(b)
SUMMARY:
The Honorable Vincent Shorter, Treasurer, will make a brief presentation to the Board concerning a Tax Due
Date Change Proposal.
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
1=1
MOTION:
N/A
P30
AGENDA TITLE•
Digital Agenda Software Training
SUBJECT/PROPOSAL/REOUEST:
Software Training
STAFF CONTACT(S):
Flippen
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
WORK SESSION
AGENDA DATE:
1/16/2018
INFORMATION:
ATTACHMENTS:
None
REVIEWED BY: JVH
ITEM NUMBER:
5(c)
SUMMARY:
There will be agenda software training session for the Board of Supervisors with an Accela training
instructor via WebX from 5:00 - 6:15pm.
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
N/A
MOTION:
N/A
P31
PITTSYLVANIA COUNTY
BOARD OF SUPERVISORS
BUSINESS MEETING
Tuesday, January 16, 2018
7:00 PM
Pittsylvania Court General District Courtroom
Edwin R. Shields Courthouse Addition
11 Bank Street
Chatham, Virginia 24531
AGENDA
(ALL VOTES SHALL BE ROLL CALL VOTES)
1. CALL TO ORDER (7:00 RM.)
2. ROLL CALL
Barber Farmer Blackstock Davis Scearce
3. MOMENT OF SILENCE
4. PLEDGE OF ALLEGIANCE
5. ITEMS TO BE ADDED TO AGENDA
Motion: Barber Farmer Blackstock Davis
Second: Barber Farmer Blackstock Davis
Roll Call Vote
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
(Roll Call Vote Y or N)
Miller Warren
Scearce Miller Warren
Scearce Miller Warren
Comments:
6. APPROVAL OF AGENDA
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second: Barber Farmer Blackstock Davis Scearce Miller Warren
Roll Call Vote
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
Comments:
7. HEARING OF CITIZENS
CONSENT AGENDA
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second: Barber Farmer Blackstock Davis Scearce Miller Warren
Roll Call Vote
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
Comments:
(a) Minutes (December 19, 2017; Work Session/Business Meetings) Pages- 39-53
(b) Bill List (December 2017; Online)
(c) Request to Purchase Service Weapon Pages- 54-55
(d) Resolution 2018-01-03 on Deputy James Gregory receiving LawFit Award
Pages -56-57
(e) Presentation of Resolution 2017-10-05 to Robert Mills, Jr. on being named Swisher
Sweets 2017 Farmer of the Year Pages- 58-59
(f) Resolution 2018-01-04 on Daniel Lanier named 2017 State Champion Auctioneer
Pages- 60-61
(g) Resolution 2018-01-05 on Deputy Joshua Speagle receiving the James Edwin (Jay)
Parker, Jr. Memorial Award Pages- 62-63
9. PUBLIC HEARINGS
Rezoning Public Hearings: (2)
Case 1: Taft Stone & Shirley H. Stone -Staunton River Election District; R-18-001
B-1, Business District, Limited, to R-1, Residential Suburban Subdivision District
Open: _ Close:
Speakers.
Motion:
Second.
Roll Call Vote
Barber Farmer Blackstock Davis Scearce Miller Warren
Barber Farmer Blackstock Davis Scearce Miller Warren
Comments:
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
(Roll Call Vote Y or N)
Case 2: Jeanette Marie Herndon Bell — Westover Election District; R-18-002
RMF, Residential Multi -Family District & RC -1, Residential Combined
Subdivision District to B-2, Business District, General
Open: Close:
Speakers:
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second. Barber Farmer Blackstock Davis Scearce Miller Warren
Roll Call Vote
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
(Roll Call Vote Y or N)
10. PRESENTATIONS
11.
Comments:
(a) Update on Pittsylvania Pet Center by Makena Yarbrough, Director
(a) Lease Revenue Bond Financing Approval Resolution 2018-01-02 (Van Der Hyde)
Pages- 64-128
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second: Barber Farmer Blackstock Davis Scearce Miller Warren
Roll Call Vote
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
(Roll Call Vote Y or N)
Comments:
12.
(b) Appropriation of Halloween Contribution — Sheriff s Department (Van Der Hyde)
Page- 129
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second. Barber Farmer Blackstock Davis Scearce Miller Warren
Roll Call Vote
Comments.
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
(Roll Call Vote YorN)
(c) Tobacco Indemnification Grant Funds Appropriation for Intertape (Van Der Hyde)
Page -130
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second. Barber Farmer Blackstock Davis Scearce Miller Warren
Roll Call Vote
Comments.
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
(Roll Call Vote YorN)
(a) Tri -County Lake Administrative Commission Appointments (Flippen) Page -131
Motion: Barber Farmer Blackstock Davis Scearce Miller Warren
Second. Barber Farmer Blackstock Davis Scearce Miller Warren
Roll Call Vote
Y N A
Barber
Farmer
Blackstock
Scearce
Davis
Miller
Warren
(Roll Call Vote YorN)
Comments:
13. MATTERS FROM WORK SESSION (if any)
14. BOARD ANNOUNCEMENTS
15. REPORTS FROM COUNTY ADMINISTRATOR (ifany)
16. ADJOURNMENT
December 19, 2017
Work Session
Pittsylvania County Board of Supervisors
Work Session
December 19, 2017
VIRGINIA: The Work Session of the Pittsylvania County Board of Supervisors began
at 4:30pm on Monday, December 19, 2017 in the Main Conference Room of the County
Administration Building located at 1 Center Street in Chatham, Virginia. The following members
were present:
Tim R. Barber
Joe B. Davis
Ronald S. Scearce
Jessie L. Barksdale
Jerry A. Hagerman
Elton W. Blackstock, Jr.
Robert W. Warren
Tunstall District
Dan River District
Westover District
Banister District
Callands-Gretna District
Staunton River District
Chatham -Blairs District
Mr. David M. Smitherman, County Administrator and Clerk of the Board; Mr. J. Vaden
Hunt, County Attorney; Mr. Greg L. Sides, Assistant County Administrator for Planning &
Administration, Mr. Richard Hicks, Assistant County Administrator for Operations, Ms. Kim
Van Der Hyde, Director of Finance, and Ms. Rebecca Flippen, Deputy Clerk were also present.
Items to be Added
Motion was made by Mr. Davis, seconded by Mr. Scearce, to add the following Closed
Session item as Item 7(c):
Discussion, consideration, or interviews of prospective candidates for employment;
assignment, appointment, promotion, performance, demotion, salaries, disciplining, or
resignation of specific public officers, appointees, or employees of any public body.
Authority: 2.2-3711(A)(]) of the Code of Virginia, 1950, as amended
Subject Matter: County Administrator
Purpose: Performance Evaluation
Mr. Davis' motion was unanimously approved by the Board.
Approval of Agenda
Motion was made by Mr. Blackstock, seconded by Mr. Barber to approve the agenda
with the added item, which was unanimously approved by the Board.
News Business
Scott Wickham, with Robinson, Farmer & Cox Associates presented the 2017 Annual
Financial Report for Pittsylvania County, which can be found at
https://www.pittsylvaniacountyva.gov/DocumentCenter/View/2558 . Mr. Wickham stated the
audit went well, reporting for the County was good, and no findings were made.
Kim Van Der Hyde, Finance Director, talked about fund balance with the Board; what is
a fund balance; what is an unassigned fund balance, noting that policy requires an Unassigned
P39
board or Jupmison
Work Session
December 19, 2017
General Fund Balance should not be less than 20% of the average actual General Fund
Expenditures for the preceding three fiscal years to address natural and manmade disasters and to
offset budget fluctuations (which the County followed). The entirety of this presentation can be
found at https://pittsylvaniacountWa.Qov/DocumentCenterNiew/2549 .
Mr. Smitherman stated there were two (2) options in how fund the Solid Waste
Department: continue to fund thru taxpayer review; or impose the fee for collection and disposal.
The difference between the two were obvious. The first would come from every property
holding taxpayer, the second to every household whether they owned or rented their properties.
If the Board decides to impose the fee, it would take several months to implement so that it could
go out with the tax bills, and additional software would be needed for the Treasurer's office to
have both bills on the same ticket. Because it is a lengthy process, if the Board doesn't hold a
public hearing in January to impose the solid waste fee, it won't be an option to consider during
the 2018/19 budget process.
Discussion of Business Meeting Items
Greg Sides, Assistant County Administrator for Planning and Development, stated the
County had received two (2) grants from the Community Foundation of the Dan River Region.
One was for $25,000 to improve trail surface conditions on the Ringgold Rail Trail in the eastern
part of Pittsylvania County, and the other was $11,745 to outfit the Pittsylvania Pet Center with a
commercial washer & dryer. Both of these grants would be added items on the Business
Meeting at 7:00pm that night to approve and appropriate the funds.
Closed Session
Motion was made by Mr. Barber, seconded by Mr. Blackstock, to enter into Closed
Session for the following, which was approved by Roll Call Vote: Mr. Barber -Yes; Mr.
Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and
Mr. Warren -Yes.
Consultation concerning a prospective business or industry or the expansion of an
existing business or industry where no previous announcement has been made of the
business' or industry's interest in locating or expanding its facilities in the community.
(a) Legal Authority: Virginia Code § 2.2-3711(A)(5)
Subject Matter: Project Solution
Purpose: Economic Development Project Status Update
(b) Legal Authority: Virginia Code § 2.2-3711(A)(5)
Subject Matter: Project Apple
Purpose: Economic Development Project Status Update
(c) Discussion, consideration, or interviews of prospective candidates for employment;
assignment, appointment, promotion, performance, demotion, salaries, disciplining, or
resignation of specific public officers, appointees, or employees of any public body.
P40
Board of Supervisors
Work Session
December 19, 2017
Authority: 2.2-3711(A)(1) of the Code of Virginia, 1950, as amended
Subject Matter: County Administrator
Purpose: Performance Evaluation
The Board entered into Closed Session at 6:03pm.
8. Return to Open Session & Closed Session Certification
PITTSYLVANIA COUNTY BOARD OF SUPERVISORS
CLOSED MEETING CERTIFICATION
BE IT RESOLVED that at the Work Session of the Pittsylvania County Board of
Supervisors on December 19, 2017, the Board hereby certifies by a recorded vote that to the best
of each Board Member's knowledge only public business matters lawfully exempted from the
Open Meeting requirements of the Virginia Freedom of Information Act and identified in the
Motion authorizing the Closed Meeting were heard, discussed, or considered in the Closed
Meeting. If any Member believes that there was a departure from the requirements of the Code,
he shall so state prior to the vote indicating the substance of the departure. The statement shall
be recorded in the minutes of the Board.
Return to Open Session & Closed Session Certification
The Board re-entered Open Session at 6:48pm.
Adiournment
Mr. Warren adjourned the meeting at 6:48pm.
P41
Vote
Tim R. Barber
Yes/No
Jerry A. Hagerman
Yes/No
Elton W. Blackstock
Yes/No
Joe B. Davis
Yes/No
Ronald S. Scearce
Yes/No
Robert W. Warren
Yes/No
Jessie L. Barksdale
Yes/No
Return to Open Session & Closed Session Certification
The Board re-entered Open Session at 6:48pm.
Adiournment
Mr. Warren adjourned the meeting at 6:48pm.
P41
December 19, 2017
Business Meeting
Pittsylvania County Board of Supervisors
Business Meeting
December 19, 2017
VIRGINIA: The Business meeting of the Pittsylvania County Board of Supervisors was
held on Tuesday, December 19, 2017 in the General District Courtroom of the Edwin R. Shields
Courthouse Addition in Chatham, Virginia. Chair Robert W. "Bob" Warren, called the meeting
to order at 7:03 p.m. The following members were present:
Tim R. Barber
Joe B. Davis
Ronald S. Scearce
Jessie L. Barksdale
Jerry A. Hagerman
Elton W. Blackstock, Jr.
Robert W. Warren
Tunstall District
Dan River District
Westover District
Banister District
Callands-Gretna District
Staunton River District
Chatham -Blairs District
Mr. David M. Smitherman, County Administrator and Clerk of the Board; Mr. J. Vaden
Hunt, County Attorney; Mr. Greg L. Sides, Assistant County Administrator for Planning &
Administration, Mr. Richard Hicks, Assistant County Administrator for Operations, Ms. Kim
Van Der Hyde, Director of Finance, Jim Davis, Director of Public Safety, and Ms. Rebecca
Flippen, Deputy Clerk were also present.
Mr. Warren asked during the Moment of Silence, followed by the Pledge of Allegiance.
Items to be Added
Motion was made by Mr. Blackstock, seconded by Mr. Barber, to add the following item
to the agenda:
13(a) Community Foundation Grant Approval and Appropriation for the Pittsylvania
County Pet Center and the Ringgold Rail Trail
Mr. Blackstocks's motion was unanimously approved by the following Roll Call Vote: Mr.
Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr.
Barksdale -Yes; and Mr. Warren -Yes.
Approval of A$enda
Motion was made by Mr. Barber, seconded by Mr. Hagerman, to approve the agenda
with the additional item, and the following Roll Call Vote was recorded: Mr. Barber -Yes; Mr.
Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and
Mr. Warren -Yes. Mr. Barber's motion was unanimously approved by the Board.
Hearing of the Citizens
Hubert Hudson of the Tunstall District wanted to remind everyone of his comments made
at the previous board meeting. He questioned on what time of cash flow problems the County
will face in the near future. He questioned why spending was continuing when there was already
discussion of a potential 190 tax increase. Mr. Hudson questioned actions occurring in the
landfill department, and stated he was tired of the County spending money with little regard to its
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citizens. Mr. Hudson ended with reminding the Board that per the Code of Virginia, it only takes
10% of the voters in your district for a recall.
Lisa Tuite, Director for the Pittsylvania County Public Library, thanked Mr. Barksdale
and Mr. Hagerman for their service on the Board of Supervisors and, along with the rest of the
Board, for their support of the libraries and provided 250`s anniversary commemorative tshirts
for the Board members.
No one else signed up to speak.
Consent Agenda
Motion was made by Mr. Blackstock, seconded by Mr. Barber., to approve the Consent
Agenda, and the following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes;
Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes.
Mr. Blackstock's motion was unanimously approved by the Board.
(a) Minutes (December 19, 2017; Work Session/Business Meetings)
(b) Bill List (November 2017; Online)
(c) Cell Phone/Laptop Declaration of Surplus and Authorization of
Ownership Transfer of Same to Supervisors Hagerman and Barksdale
(d) Declaration of Surplus Personal Property and Corresponding Auction
Authorization Resolution #2017-12-03
(e) Resolutions #2017-12-01 & #2017-12-02; Recognitions of Service;
Honorable Jessie L. Barksdale and Honorable Jerry A. Hagerman
Mr. Scearce read Resolution 2017-12-01, honoring and thanking Mr. Barksdale for his 6
years service on the Board of Supervisors while Mr. Barber read Resoltuion 2017-12-02
honoring and thanking Mr. Hagerman for his 6 years service on the Board of Supervisors. Each
were presented with the Jefferson Cup and all of the Board expressed their thanks and
appreciation.
ittopibauia couutpoarb of 6uerbforo
RESOLUTION
# 2017-12-01
VIRGINIA: At the business meeting of the Pittsylvania County Board of Supervisors held
on Tuesday, December 19, 2017, in the General District Courtroom of the Edwin R. Shields
Courthouse Addition, the following Resolution was presented and adopted:
WHEREAS, the Honorable Jessie L. Barksdale was elected to the Board of Supervisors of
Pittsylvania County as the Banister District Representative, and has been a member of the Board for
a total of six (6) years; and
WHEREAS, Jessie L. Barksdale was first elected to the Board of Supervisors as the Banister
District Representative and held office as such from January 3, 2012, through December, 31, 2015,
and was re-elected for a two (2) -year term, taking office as such on January 4, 2016, for a term
ending December 31, 2017; and
WHEREAS, during his tenure on the Board of Supervisors, Jessie L. Barksdale was
Chairman of the Board of Supervisors in 2014 and 2016; and
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WHEREAS, Jessie L. Barksdale has tirelessly given his time and effort to improve
Pittsylvania County by serving on subcommittees of the Board of Supervisors including Finance,
Solid Waste, Personnel, Property and Building, Legislative, Computer/Radio and
Telecommunications, BOS/School Joint Liaison, Joint Sites & Facilities, Economic Development,
Animal Welfare Facility, Agricultural Development Board, Fire and Rescue Policy Board,
Beautification, and the Board of Supervisors' Youth Commission Advisory Committee; and
WHEREAS, as an appointed representative of the Board of Supervisors, Jessie L. Barksdale
also served on the Danville-Pittsylvania Regional h>dustrial Facilities Authority, Dan River Business
Development Center, Local Elected Officials Consortium, Metropolitan Planning Organization,
Pittsylvania Community Action, Local Emergency Planning Commission, Pittsylvania County Social
Services Board, West Piedmont Planning District Commission, Danville-Pittsylvania Community
Services Board, Roanoke River Basin Association, and with the Virginia Association of Counties,
Jessie L. Barksdale not only served as the Board of Supervisors' representative, but also served on its
Nomination, and Environment and Agriculture Steering Committees; and
WHEREAS, Jessie L. Barksdale has, by his dedication and leadership, faithfully and
dutifully served the Board of Supervisors and the citizens of Pittsylvania County; now
THEREFORE, BE IT HEREBY RESOLVED, on behalf of the Pittsylvania County Board
of Supervisors and all of the citizens of Pittsylvania County, we express our sincere -appreciation to.
Jessie L. Barksdale for his outstanding service and exemplary leadership that has made him a
significant figure in the history, and wish him the best; and
BE IT FURTHER RESOLVED that a copy of this Resolution be presented to Jessie L.
Barksdale.
P'tt0lbania Countp Jgoarb of *uperbi!5om
RESOLUTION
# 2017-12-02
VIRGINIA: At the business meeting of the Pittsylvania County Board of Supervisors
held on Tuesday, December 19, 2017, in the General District Courtroom of the Edwin R. Shields
Courthouse Addition, the following Resolution was presented and adopted:
WHEREAS, the Honorable Jerry A. Hagerman was elected to the Board of Supervisors
of Pittsylvania County as the Callands-Gretna District Representative, and has been a member of
the Board for a total of six (6) years; and
WHEREAS, Jerry A. Hagerman was first elected to the Board of Supervisors as the
Callands-Gretna District Representative and held office as such from January 3, 2012, through
December, 31, 2015, and was re-elected for a two (2) -year term, taking office as such on January
4, 2016, through December 31, 2017; and
WHEREAS, Jerry A. Hagerman has tirelessly given his time and effort to improve
Pittsylvania County by serving on Board subcommittees including Finance, Solid Waste,
Personnel, Property and Building, Legislative, Computer/Radio/Telecommunications,
BOS/School Joint Liaison, Economic Development, Animal Welfare Facility, and Fire and
Rescue Policy Board; and
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WHEREAS, as an appointed representative of the Board of Supervisors, Jerry A.
Hagerman also has served on the Danville-Pittsylvania Regional Industrial Facilities Authority,
Metropolitan Planning Organization, Pittsylvania Community Action, Tri -County AEP
Relicensing, Tri -County Lake Advisory, and the Pittsylvania County Planning Commission; and
WHEREAS, Jerry A. Hagerman has, by his dedication and leadership, faithfully and
dutifully served the Board of Supervisors and the citizens of Pittsylvania County; now
THEREFORE, BE IT HEREBY RESOLVED, on behalf of the Pittsylvania County
Board of Supervisors and all of the citizens of Pittsylvania County, that we formally express our
sincere appreciation to Jerry A. Hagerman for his outstanding service and exemplary leadership,
and wish him the best in his retirement from government service; and
BE IT FURTHER RESOLVED that a copy of this Resolution be presented to Jerry A.
Hagerman.
PITTSYLVANIA COUNTY BOARD OF SUPERVISORS
RESOLUTION # 2017-12-03
DECLARATION OF SURPLUS PROPERTY AND AUTHORIZATION FOR
SALE VIA AUCTION
WHEREAS, § 15.2-951, Code of Virginia, 1950, as amended, provides broad authority
for counties to dispose of personal property for the purpose of exercising their powers and duties;
and
WHEREAS, various personal property owned by Pittsylvania County (the "County")
located at the National Guard Amory, 326 S. Main Street, Chatham, Virginia, 24531
(collectively the "premises"), is obsolete and no longer serves any useful purpose; and
WHEREAS, the Pittsylvania County Board of Supervisors (`BOS") is of the opinion
that it is in the best interest of the County to dispose of said property.
NOW, THEREFORE, BE IT RESOLVED by the BOS that the above -referenced
property is hereby declared surplus property; and
NOW, THEREFORE, BE IT FURTHER RESOLVED that the County Administrator
is directed and authorized to proceed with the sale of said items by placing them for public
auction on govdeals.com in January 2018, with all proceeds from said auction being deposited in
the County's General Fund; and
NOW, THEREFORE, BE IT ALSO FURTHER RESOLVED that no County
employees may participate in the bidding on any surplus property described herein; and
NOW, THEREFORE, BE IT FURTHER RESOLVED that all property for which no
bid is received, or for which such property is not removed from the above -referenced premises
by the successful bidder, under authorization from the County Administrator, is hereby
authorized to dispose of said property in the County's landfill, and the BOS shall waive all
associated tipping fees.
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Public Hearings
Rezonin.e Public Rearines:
Case 1: Ralph J. Jones, Jr. — Chatham -Blairs Election District; R-17-044
R-1, Residential Suburban Subdivision District to A-1, Agricultural District
Mr. Warren opened the hearing at 7:20pm. Mr. Sides explained that Ralph J. Jones, Jr.,
had petitioned to rezone 4.55 acres, located on State Road 750/Whitmell School Road in the
Chatham -Blairs Election District from R-1, Residential Suburban Subdivision District to A-1,
Agricultural District (for agricultural use -cattle). Once the property is rezoned to A-1, all uses
listed under Section 35-178 are a permitted use. The Planning Commission, with no opposition,
recommended granting the petitioner's request. Ralph Jones, Jr., was there to represent the
petition. No one signed up to speak and Mr. Warren closed the hearing at 7:22pm. Motion was
made by Mr. Blackstock, seconded by Mr. Barksdale, to approve rezoning Case R-17-044 from
R-1 to A-1 and the following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -
Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr.
Warren -Yes. Mr. Blackstock's motion passed by a unanimous vote of the Board.
Case 2: Larry M. White & Ann M. White — Banister Election District; R-17-045
R-1, Residential Suburban Subdivision District to A-1, Agricultural District
Mr. Warren opened the public hearing at 7:23pm. Mr. Sides explained that Larry and
Ann White had petitioned to rezone 0.89 acre, located on State Road 677/White Fall Road in the
Banister Election District from R-1, Residential Suburban Subdivision District toA-1,
Agricultural District (to combine with the adjacent parcel of land zoned A-1). Once the property
is rezoned to A-1, all uses listed under Section 35-178 are a permitted use. The Planning
Commission, with no opposition, recommended granting the petitioners' request. Richard
Armstrong was there to represent the petition. No one signed up to speak and Mr. Warren closed
the hearing at 7:24pm. Motion was made by Mr. Barksdale, seconded by Mr. Davis, to approve
rezoning Case R-17-045 from R-1 to A-1 and the following Roll Call Vote was recorded: Mr.
Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr.
Barksdale -Yes; and Mr. Warren -Yes. Mr. Barksdale's motion passed by a unanimous vote of
the Board.
Case 3: Mary S. Shively & Others — Tunstall Election District; R-17-046
RC -1, Residential Combined Subdivision District to B-2, Business District, General
Mr. Warren opened the hearing at 7:26pm. Mr. Sides explained that Mary S. Shively and
Others had petitioned to rezone a total of 23.11 acres, two (2) parcels of land, located on
U.S.Highway 58 West/Martinsville Highway in the Tunstall Election District from RC -1,
Residential Combined Subdivision District to B-2, Business District, General (to serve as base of
operations for Gemstone, LLC — bridge painting contractor). Once the properties are rezoned to
B-2, all uses listed under Section 35-365 are a permitted use. The Planning Commission, with no
opposition, recommended granting the petitioners' request. Art Craft was there to represent the
petition. No one signed up to speak and Mr. Waren closed the hearing at 7:28pm. Motion was
made by Mr. Barber, seconded by Mr. Hagerman, to approve rezoning Case R-17-046 from RC-
1 to B-2 and the following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes;
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Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes.
Mr. Barber's motion passed by a unanimous vote of the Board.
Case 4: Frank M. Lacey, Jr. — Tunstall Election District; R-17-047
R-1, Residential Suburban Subdivision District to A-1, Agricultural District
Mr. Warren opened the hearing at 7:29pm. Mr. Sides explained that Frank M. Lacy, Jr.,
had petitioned to rezone 10.00 acres, located on State Road 913/Ferrell Lane in the Tunstall
Election District from R-1, Residential Suburban Subdivision District to A-1, Agricultural
District (to make the zoning consistent with the adjacent parcels of land zoned A -I). Once the
property is rezoned to A-1, all uses listed under Section 35-178 are a permitted use. The Planning
Commission, with no opposition, recommended granting the petitioner's request. Richard
Armstrong was there to represent the petition. No one signed up to speak and Mr. Warren closed
the hearing at 7:30pm. Motion was made by Mr. Barber, seconded by Mr. Blackstock and the
following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -
Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes. Mr. Barber's
motion passed by a unanimous vote of the Board.
This concluded the Rezoning Cases.
Pittsylvania County Code ("PCC") Potential Revision Public Hearings: (3)
Hearing 1: Public Hearing to receive citizen input on the proposed amendment to
Chapter 2, Section 2-22; Running at Large Restrictions; of the Pittsylvania Code to include
the entirety of Green Farm Road/SR 719 in the Banister and Dan River Election District.
Mr. Warren opened the public hearing at 7:31pm. Mr. Hunt explained that County Staff
received a Petition from Mary Moore ("Moore"), resident of Green Farm Road/SR 17 in
Pittsylvania County, Virginia (the "County"), requesting the Pittsylvania County Board of
Supervisors (`BOS") consider amending Pittsylvania County Code ("PCC") § 2.2-22; Running
At Large Restriction in Designated Areas, to include Green Farm Road/SR 719. Said road
serves as a border between the Dan River and Banister Magisterial Districts. Moore had
submitted a Petition to make the entirety of Green Farm Road/SR 719 a no dogs running at large
restricted area. County Staff has verified there are 62 property owners on Green Farm Road/SR
17, and Moore's Petition has 42 signatures supporting said Petition, representing 67.74 % of the
total Green Farm Road/SR 17 property owners. The public hearing advertisement for this matter
was run in The Chatham Star Tribune on December 6, 2017, and December 13, 2017.
Ms. Moore stated the reasons she and the supports sought the petition was due to the
constant dog poop in their yards; dogs digging in their yards; dogs chasing the children/residents
in the neighborhood on their own property; dogs eating other dogs' food. No one else signed up
to speak and Mr. Warren closed the hearing at 7:33pm. Motion was made by Mr. Barksdale,
seconded by Mr. Davis, to approve amended PCC §2.2-22; Running At Large Restriction in
Designated Areas, to include the entirety of Green Farm Road/SR 719 and the following Roll
Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-
Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes. Mr. Barksdale's motion passed
by a unanimous vote of the Board.
Hearing 2: Public Hearing to receive citizen input on a proposed amendment to Chapter
6-6.3, Property Exempt by Classification or Designation, of the Pittsylvania County Code
to include real estate property owned by the Northside High School Museum; GPIN #2530-
38-6169, located on the corner of Northside Drive and Payne Street Extension in Gretna,
Virginia.
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Mr. Warren opened the public hearing at 7:34pm. Mr. Hunt explained that Northside
High School Museum, Inc. (the "Museum"), had submitted an Application for Real Estate
Exemption by Designation to the County's Commissioner of the Revenue's Office for
consideration by the Pittsylvania County Board of Supervisors (`BOS"). Said application was
for GPIN #2530-38-6169, located on the corner of Northside Drive and Payne Street Extension
in Gretna, Virginia, on which was located the Museum's historical sign commemorating the site
of the former Northside High School. Said property, containing 0.0600 of an acre, was deeded
to the Museum by the BOS on October 5, 2017. The assessed value of this parcel is $900.00,
with a $5.31 annual tax levy. The Museum's application also seeks a retroactive exemption date
of October 5, 2017. An amendment to Pittsylvania County Code ("PCC") § 6.6-3; Real Estate
Property Exemption by Qualifying Classification or Designation to include real estate property
known as GPIN #2530-38-6169, was legally required to approve such an application, which also
required a public hearing for citizen input. The BOS, at their November, 2017, Business
Meeting, authorized County Staff to advertise for said public hearing for the aforementioned
purpose. This public hearing notice was duly advertised in The Chatham Star Tribune on
December 6, 2017, and on December 13, 2017. No one signed up to speak and Mr. Warren
closed the hearing at 7:35pm. Motion was made by Mr. Barksdale, seconded by Mr. Davis, to
approve amending Chapter 6-6.3, Property Exempt by Classification or Designation, of the
Pittsylvania County Code to include real estate property owned by the Northside High School
Museum; GPIN #2530-38-6169, located on the corner of Northside Drive and Payne Street
Extension in Gretna, Virginia, and the following Roll Call Vote was recorded: Mr. Barber -Yes;
Mr. Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes;
and Mr. Warren -Yes. Mr. Barksdale's motion passed by a unanimous vote of the Board.
Hearing 3: Public Hearing to hear citizen input on proposed amendments to the FY 2018
County Budget.
Proposed
Budget
Amendments
2017-2018
REVENUES
Current Budgeted Revenues $ 190,856,534.18
Lease Revenue Funds 2,000,000.00
Proposed Amended Revenues $ 192,856,534.18
EXPENDITURES
Current Budgeted Expenditures $ 190,856,534.18
E911 Tower Project Expenditures 2.000,000.00
Proposed Amended Expenditures $ 192,856,534.18
Mr. Warren opened the hearing at 7:35pm. Ms. Van Der Hyde explained the Pittsylvania
County Board of Supervisors voted at their December 19, 2017, meeting to approve the
refinancing of the E911 Tower Lease. Said refinancing included a total of $2,000,000 to
construct two (2) additional tower sites to provide additional E911 coverage on Tunstall High
Road and on Old Mayfield Road. The funds needed for said additional towers need to be
appropriated to the FY 2018 budget to cover the costs related to the construction of towers, the
costs of related equipment, and expenses related to undertaking the Lease refinancing. Please
note that an advertisement of this proposed budget amendment appeared in The Chatham Star
Tribune on December 6, 2017, which satisfies the seven (7) -day legal notice requirement.
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Virginia Code § 15.2-2507 states that "[ajny locality may amend its budget to adjust the
aggregate amount to be appropriated during the current fiscal year as shown in the currently
adopted budget as prescribed by section 15.2-2504. However, any such amendment which
exceeds one percent of the total expenditures shown in the currently adopted budget must be
accomplished by publishing a notice of a meeting and a public hearing once in a newspaper
having general circulation in that locality at least seven days prior to the meeting date."
Since the aforementioned E911 Tower Lease refinancing involves a FY 2018 budget
amendment greater than one percent (1%) of the total expenditures shown in the currently
adopted budget, per Virginia Code § 15.2-2507, a public hearing is required.
Hubert Hudson said he was appalled the last meeting when the Board voted to approve
this money on towers that "should" fix the problem. If the Board is going to spend millions of
dollars, at least make sure you know it's going to fix the problem, not maybe fix it. He thanked
the Board for their service, but does not agree with all their decisisons. No one else signed up to
speak and Mr. Warren closed the hearing at 7:37pm. Motion was made by Mr. Blackstock,
seconded by Mr. Davis, that the Board of Supervisors approve and appropriate a total of
$2,000,000 to the E911 Bond Fund (Fund 416), and the following Roll Call Vote was recorded:
Mr. Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr.
Barksdale -Yes; and Mr. Warren -Yes. Mr. Blackstock's motion passed by a unanimous vote of
the Board.
This concluded the Public Hearings.
Unfinished Business
Comprehensive Services Act (CSA) 2018 Budget Amendment
At their meeting on December 19, 2017, a motion was made by Mr. Blackstock,
seconded by Mr. Barksdale, to approve and appropriate $1,198,873.18 of state funds and
$317,176.94 of local funds to the Community Policy and Management Team Budget for CSA
services. This motion required a 10 -Day Layover and the following Roll Call Vote was
recorded: Mr. Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr.
Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes. Mr. Blackstock's motion passed by a
unanimous vote of the Board.
News Business
Award Master Lease Financing Program and Approve Corresponding Reimbursement
Resolution
Ms. Van Der Hyde, Finance Director for Pittsylvania County, explained Pittsylvania
County, Virginia (the "County"), issued an RFP (RFP #20171110) for the Pittsylvania County Industrial
Development Authority ("IDA') to receive proposals for financing a Master Lease Financing Program in
the amount of $5 million. County Staff advertised in two (2) local newspapers, posted on the County's
public notice board, and posted on the County's website. A copy of said RFP was also sent to 37 banks.
The County's Purchasing Department received two (2) proposals for the Master Lease Financing Program
--- one (1) from BB&T and one (1) from First National Bank. Attached is an Equipment Description of
the items projected to be used in the initial draw of funds. Said list includes Landfill Equipment
($880,000), Courthouse Replacement Chiller ($250,000), Mt. Hermon Library purchase and renovations
($625,000), Purchase and up -fit of a 12,000 square -foot industrial facility in Ringgold, Virginia
($1,050,000), and Local match funds for Tobacco Grants for Project Lignum ($1,1000,000). The grand
total of all projects in this fust draw is $3,905,000.
The evaluation committee consisting of Kevin Rotty (PFM -Financial Advisors) and Kim Van Der
Hyde (Finance Director) evaluated both proposals and determined that BB&T was the best choice for the
County. Their proposal offers both taxable and tax-exempt rates depending on the nature of the items
being financed. The taxable rate, which currently stands at 4.39%, would apply to all projects that would
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be used for non-public purposes. The tax-exempt rate, which currently stands at 3.59%, would apply to
all projects that would be used for public purposes. Currently, the Ringgold building totaling $1,050,000
would be at the 4.39% interest rate and the landfill equipment, chiller and Library purchase totaling
$1,755,000 would be at the 3.59% interest rate. The $1.1 million dollars for Project Lignum would be
based on the current Libor Rate + 1.50%. Financeing particulars were still being negotiated. BB&T is
willing to allow the County to borrow additional funds up to the maximum of $5 million.
If the Board of Supervisors approves awarding this financing to BB&T on this date, BB&T will
lock in the aforementioned interest rates. At that time, bond counsel will start work on the necessary
documents needed to close the deal. Said documents will be brought back to the Board of Supervisors at
the January 16'b Business Meeting for approval. These same documents will need to be approved by the
IDA at a special meeting tentatively set for January 180. The County hopes to close on the loan by early
February. As such, County Staff would like the Board to consider approving the Reimbursement
Resolution 2017-12-04 to ensure that any monies spent before the closing of this loan can be reimbursed
to the County.
Motion was made by Mr. Barksdale, seconded by Mr. Davis, to award the Master Lease
Financing Program RFP to BB&T and approve Reimbursement Resolution # 2017-12-04, and the
following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -
Abstain (due to his sitting on the Board of Directors on First National Bank, who was not
involved in this finance but did sit on on the discussion) ; Mr. Scearce-Yes; Mr. Davis -Yes; Mr.
Barksdale -Yes; and Mr. Warren -Yes. Mr. Barksdale's motion passed by a 6-1 majority vote of
the Board, with Mr. Blackstock abstaining.
PITTSYLVANIA COUNTY BOARD OF SUPERVISORS
RESOLUTION # 2017-12-04
A RESOLUTION OF OFFICIAL INTENT TO REIMBURSE
EXPENDITURES WITH PROCEEDS OF A BORROWING
WHEREAS, the County of Pittsylvania, Virginia (the "County"), intends to undertake
itself or through the Industrial Development Authority of Pittsylvania County, various capital
improvements, including (without limitation) (a) the acquisition and installation of landfill
equipment, (b) the acquisition and installation of centrifugal water-cooled chiller for the
courthouse building, (c) the acquisition, renovation and equipping of an existing building to
convert it for public library purposes and (d) economic development initiatives related to (i) the
purchase and upfit of an industrial facility in the Ringgold area and (ii) the construction of a pad -
ready site for the Berry Hill Industrial Park (collectively, the "Projects"); and
WHEREAS, plans for the Projects have advanced, and the County expects to advance its
own funds to pay expenditures related to the Projects (the "Expenditures") prior to incurring
indebtedness and to receive reimbursement for such Expenditures from proceeds of tax-exempt
bonds or taxable debt, or both; now, therefore, be it
RESOLVED, by the Pittsylvania County Board of Supervisors this 19th day of
December, 2017, that
1. The County intends to utilize the proceeds of tax-exempt bonds or taxable debt
(the "Bonds") in an amount not currently expected to exceed $3,905,000 to pay the costs of the
Projects.
2. The County intends that the proceeds of the Bonds be used to reimburse the
County or the Authority for Expenditures with respect to the Projects made on or after the date
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that is no more than 60 days prior to the date hereof. The County reasonably expects on the date
hereof that it will reimburse the Expenditures with the proceeds of the Bonds or other debt.
3. Each Expenditure was or will be, unless otherwise approved by bond counsel,
either (a) of a type properly chargeable to a capital account under general federal income tax
principles (determined in each case as of the date of the Expenditure), (b) a cost of issuance with
respect to the Bonds, (c) a nonrecurring item that is not customarily payable from current
revenues or (d) a grant to a party that is not related to or an agent of the County so long as such
grant does not impose any obligation or condition (directly or indirectly) to repay any amount to
or for the benefit of the County.
4. The County intends to make a reimbursement allocation, which is a written
allocation by the County that evidences the County's use of proceeds of the Bonds to reimburse
an Expenditure, no later than 18 months after the later of the date on which the Expenditure is
paid or the Projects is placed in service or abandoned, but in no event more than three years after
the date on which the Expenditure is paid. The County recognizes that exceptions are available
for certain "preliminary expenditures," costs of issuance, certain de minimis amounts,
expenditures by "small issuers" (based on the year of issuance and not the year of expenditure)
and expenditures for construction of at least five years.
5. The County intends that the adoption of this resolution confirms the "official
intent" within the meaning of Treasury Regulations Section 1.150-2 promulgated under the
Internal Revenue Code of 1986, as amended.
6. This resolution shall take effect immediately upon its passage.
2018-2019 Comprehensive Economic Development Strategy List Approval
Mr. Sides explained that each year Pittsylvania County, Virginia (the "County"), works
with the West Piedmont Planning District Commission ("WPPDC") in developing a list of
projects to be included in the regional Comprehensive Economic Development Strategy
("CEDS"). The proposed CEDS list had been provided to the Board for their review at their
December 19, 2017 meeting. The County must submit its 2018-2019 project list, along with a
letter of endorsement, by December 30, 2017.
Motion was made by Mr. Blackstock, seconded by Mr. Scearce, to approve the proposed
CEDS Priority Projects List and authorize the County Administrator to send the same, and the
required EDA submittal letter, to the WPPDC to be incorporated into its regional 2018-2019
CEDS update, and the following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -
Yes; Mr. Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr.
Warren -Yes. Mr. Blackstock's motion passed by a unanimous vote of the Board.
Award IFB # 20171130 for Courthouse Chiller Replacement and Corresponding Funds
Appropriation
Mr. Hicks explained an Invitation for Bid # 20171130 was created to establish a firm
fixed price contract with one (1) qualified source to furnish, deliver, and install a water cooled
chiller for the Pittsylvania County Courthouse, in accordance with the specifications, terms, and
conditions as stated in said IFB.
The County's Purchasing Department mailed out eight (8) copies of IFB # 20171130,
advertised the same in two (2) local newspapers, posted the same on the County's public notice
board, and posted the same on the County's website. Sealed Bids were due by 10:00 A.M. on
December 18, 2017.
P51
Board of Supervisors
Business Meeting
December 19, 2017
Said funds for this matter will need to come from the County's unappropriated surplus.
Said funds may be repaid to the County's unappropriated surplus, if successfully included in the
County's Master Lease Program.
Motion was made by Mr. Blackstock, seconded by Mr. Barber, to award IFB # 20171130
for the courthouse chiller replacement to Comfort System USA, as the lowest responsive bidder,
and to appropriate $$162,642, that includes the $151,473 for the unit and $11,169 for the
additional five (5) year extended warranty, from the County's unappropriated surplus. The
following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -
Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes. Mr.
Blackstock's motion passed by a unanimous vote of the Board.
Appointments
Appointment to Planning Commission (Tunstall District Representative)
Motion was made by Mr. Barber, seconded by Mr. Blackstock, to re -appoint Morris
Stowe as the Tunstall Representative on the Pittsylvania County Planning Commission for a four
(4) year term that will commence January 1, 2018 through December 31, 2022., and the
following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes; Mr. Blackstock -
Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes. Mr. Davis'
motion was unanimously approved by the Board.
Items Added
Community Foundation Grant Approval and Appropriation for the Pittsylvania County
Pet Center and the Ringgold Rail Trail
Motion was made by Mr. Blackstock, seconded by Mr. Barksdale, to approve and
appropriate the following grants awarded to Pittsylvania County from the Community
Foundation of the Dan River Region:
(a) $11,745 to outfit the Pittsylvania Pet Center with a commercial washer & dryer; and
(b) $$25,000 to improve trail surface conditions on the Ringgold Rail Trail in the eastern
part of Pittsylvania County.
The following Roll Call Vote was recorded: Mr. Barber -Yes; Mr. Hagerman -Yes; Mr.
Blackstock -Yes; Mr. Scearce-Yes; Mr. Davis -Yes; Mr. Barksdale -Yes; and Mr. Warren -Yes.
Mr. Blackstock's motion passed by a unanimous vote of the Board.
Reports from County Administrator
Mr. Smitherman reminded everyone that the 2018 Re -Organization Meeting would be
held on Thursday, January 4, 2018 at 5:00 PM in Conference Room #1 of the County
Administration Building.
Mr. Smitherman also stated that the Green Box removal project was almost complete.
Some sites were being re-evaluated.
Mr. Smitherman said it had been an amazing year, with much accomplished in large due
to senior staff members.
Mr. Smitherman thanked Mr. Barksdale and Mr. Hagerman for their 6 years of service on
the Board of Supervisors and wished them well.
Board Announcements
P52
Board of Supervisors
Business Meeting
December 19, 2017
Mr. Barber wished everyone a Merry Christmas and a Happy New Year. He further
noted Pittsylvania County had the lowest unemployment rate it's had in years. Lastly, he
thanked Mr. Hagerman and Mr. Barksdale for their work on the Board; he had enjoyed working
with them and wished them well.
Mr. Blackstock asked everyone to remember families who had experienced tragic events;
to remember what Christmas is really about and asked that everyone step back and reflect on the
good things that happened during this past year. Mr. Blackstock stated that it had been an honor
to serve on the Board with Mr. Barksdale and Mr. Hagerman; both had been very good Board
members during their tenure; neither forgetting who they represented; and both were men of
intergrity.
Mr. Scearce stated that the job of a Board member required a lot of personal sacrifice and
that Mr. Hagerman and Mr. Barksdale had done much during their 4 years of service on the
Board. Mr. Scearce also thanked Jim Davis, Director of Public Safety, for his hard work on the
amendment to the Harris radio/tower project. Lastly, Mr. Scearce wished everyone
a Merry Christmas and Happy New Year.
Mr. Davis wished everyone a Merry Christmas. He thanked Mr. Hagerman for being
fiscally responsible and his desire to keep a tight budget; and thanked Mr. Barksdale for all his
help on Mr. Davis' campaign.
Mr. Warren echoed the previous statements of the Board in thanking Mr. Hagerman and
Mr. Barksdale for their service on the Board, and wished both of them well. He stated he had
really enjoyed working with both of them. He thanked Mr. Barksdale for his invaluable advise
and said Mr. Barksdale is a true stateman.
Mr. Hagerman thanked the citizens for their support during his tenure and wished the best for the
Board members who would continue to serve, and asked them to remember they work for the
citizens for only as long as the citizens allow them to do so.
Mr. Barksdale thanked everyone for their kind words. He was born here; moved away
when he was 13, and returned to permanently live here after many years out in the world. While
he would no longer be on the Board of Supervisors, he would continue to be involved on other
boards, and there would be more good things to come -so stay tuned!
Adiournment
Mr. Warren adjourned the meeting at 8:30pm.
Robert W. "Bob" Warren, Chair
Pittsylvania County Board of Supervisors
David M. Smitherman, Clerk
Pittsylvania County Board of Supervisors
P53
PITTSYLVANIA COUNTY
Board of Supervisors
AGENDA TITLE:
Retiree Purchase of Service Weapon
EXECUTIVE SUMMARY
AGENDA DATE: ITEM NUMBER:
1/16/2018 8(c)
CONSENT:
SUBJECT/PROPOSAL/REOUEST:
Deputy Karen D. Motley retired on 31 December ROLL CALL VOTE:
2017 and has requested to purchase her issued duty
weapon (Glock 22 Generation 4, 40 Caliber; Serial
No. YMT844). ATTACHMENTS: (1)
Letter from the Honorable Mike Taylor, Sheriff
STAFF CONTACT(S):
Hon. Mike Taylor, Sheriff
REVIEWED BY: JVH
SUMMARY:
Deputy Karen D. Motley retired on December 31, 2017 after serving with the Pittsylvania County Sheriff's
Office without interruption for 29 years and 3 months, and is leaving the Sheriff Office employment in good
standing. Deputy Motley has requested to purchase her issued duty weapon (Glock 22 Generation 4, 40
Caliber; Serial No. YMT844).
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
Sheriff Taylor requests the Board's approval of Deputy Motley's request to purchase of her duty weapon for
$1.00 as defined in § 59.1-148.3, Code of Virginia.
MOTION:
"I make a motion to approve Deputy Motley's request to purchase her service weapon for $1.00 as defined in
§ 59.1-148.3, Code of Virginia."
P54
mL-fiaeCW. 7ayror
sheriff
the office ®f the Sheriff
JJ J JJ
Pittsylvanza County
Phone (434) 432-7800 or (434) 656-6211 fax (434) 432-7823
Email-pcsoC@pittgov.org lvebsite- lvwwpittsyrvaniasher org
December 18, 2017
Mr. David M. Smitherman, County Administrator
Pittsylvania County
P.O. Box 426
Chatham, Virginia 24531
P.O SOX 407
Chatham 171 24531
Re: Purchase of Service Weapon / Glock 22 Generation 4. 40 Caliber: Serial Number/ YMT84�
Dear Mr. Smitherman:
Deputy Sheriff Karen D. Motley is retiring 31 December 2017 after serving this office without
interruption for 29 years 3 months and is leaving our employ in good standing. Deputy Motley has
requested of me to purchase her issued duty weapon, that which is referenced above. I am asking
for your approval of Deputy Motley's request for the purchase of her duty weapon for 81.00 as
defined in § 59.1-148.3, Code of Virginia. Thank you for your attention in this matter of mutual
interest. With kindest regards I remain,
yVery truly y rs
Michael W. Tay
Sheriff
Enclosures 1: s1.0o U.S. Currency
Cc: Vaden Hunt, Esquire, Attorney for Pittsylvania County
Corey Webb, Captain
Personnel File of Karen Dianne Motley
MwT/ngo
P55
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
AGENDA TITLE: AGENDA DATE: ITEM NUMBER:
Resolution of Recognition 2018-01-03 1/16/2018 8(d)
CONSENT:
SUBJECT/PROPOSAL/REOUEST:
Recognition of Deputy james Gregory for Receiving ROLL CALL VOTE:
the LawFit Award
ATTACHMENTS: (1)
STAFF CONTACT(S): Resolution 2018-01-03
Hon. Mike Taylor, Sheriff
REVIEWED BY:
In response to a growing concern for the disabling illnesses and injuries suffered by their personnel, Police
Departments and Sheriff's Departments in Virginia began to address the issue of officer health and safety in
the late 1980's. In November of 1989, Dr. David L. Bever, a professor of health education at George Mason
University, developed the LawFit® Program for law enforcement personnel with the assistance of the
Virginia Department of Criminal Justice Services. The LawFit Program was designed to increase the
cardiorespiratory efficiency, muscular strength, muscular endurance, lean body mass, and flexibility of
officers. Personnel from participating departments completed an initial battery of tests to measure their
levels of fitness. These tests were selected, since they have been found to be good predictors of the five
major areas of fitness (aerobic capacity, muscular strength, muscular endurance, flexibility, and body
composition). Since the inception of LawFit® there has been a highly significant increase in the levels of
fitness of officers who have participated. With this increase in fitness there has been a reduction in lost-
worktime injuries and workers' compensation claims. Additionally, participating departments have noted that
when officers have been injured in the line of duty they have recovered more quickly than those not
participating in the program.On 1 November 2016, Deputy James Gregory was hired by the Pittsylvania
County Sheriff s Office and soon after enrolled in the Piedmont Regional Justice Training Academy's Basic
School No. 23. At graduation ceremonies Deputy James Gregory was awarded the Academy's Gold
Medallion for Physical Fitness. This award is presented at graduation to the recruit who achieves the highest
physical fitness scores based on the Lawfit testing battery, which includes maximum bench press, timed sit-
up, sit & reach flexibility, push-ups, pull-ups, 1.5 -mile run, vertical jump, body fat estimation, and resting
heart rate and blood pressure. Deputy Gregory achieved 309 points out of 350 points... one of the highest
scores recently achieved by any basic recruit.
Deputy Gregory will be present to accept this Resolution
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
Sheriff Taylor respectfully recommends the Board approve and present Resolution 2018-01-03.
MOTION:
"I make a motion to approve and present Resolution 2018-01-03 to Deputy James Gregory."
P56
pitt!6prbanta Countp JgDaCb of *uperbi5om
RESOLUTION
2018-01-03
Deputy James Gregory
Winner of the 2017 LawFit Gold Medallion for Physical Fitness
Piedmont Regional Justice Training Academy's Basic School No. 23
VIRGINIA: At the regularly scheduled business meeting of the Pittsylvania County Board of
Supervisors held on January 16, 2017, in the General District Courtroom of the Edwin R. Shields
Courthouse Addition, the following Resolution was presented and adopted:
WHEREAS, in response to a growing concern for the disabling illnesses and injuries suffered
by their personnel, Police Departments and Sheriffs Departments in Virginia began to address
the issue of officer health and safety in the late 1980's; and
WHEREAS, in November of 1989 Dr. David L. Bever, a professor of health education at
George Mason University, developed the LawFit® Program for law enforcement personnel with
the assistance of the Virginia Department of Criminal Justice Services. The LawFit Program was
designed to increase the cardiorespiratory efficiency, muscular strength, muscular endurance,
lean body mass, and flexibility of officers; and
WHEREAS, on November 1, 2016, Deputy James Gregory was hired by the Pittsylvania
County Sheriffs Office and soon after enrolled in the Piedmont Regional Justice Training
Academy's Basic School No. 23; and
WHEREAS, at graduation ceremonies, Deputy James Gregory was awarded the Academy's
Gold Medallion for Physical Fitness for achieving the highest physical fitness scores based on
the Lawfit testing battery, which includes maximum bench press, timed sit-up, sit & reach
flexibility, push-ups, pull-ups, 1.5 -mile run, vertical jump, body fat estimation, and resting heart
rate and blood pressure. Deputy Gregory achieved 309 points out of 350 points, being one of the
highest scores recently achieved by any basic recruit; then
BE IT RESOLVED, that the Pittsylvania County Board of Supervisors expresses its
congratulations and admiration to Deputy James Gregory on receiving the LawFit Gold
Medallion for Physical Fitness from the Piedmont Regional Justice Training Academy's Basic
School No. 23; and
BE IT FURTHER RESOLVED that a copy of this Resolution be presented to Deputy James
Gregory.
Given under my hand this 16'h day of January, 2018
Robert W. Warren, Chairman
Pittsylvania County Board of Supervisors
David M. Smitherman, Clerk
Pittsylvania County Board of Supervisors
P57
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
AGENDA TITLE:
Presentation of Resolution of Recognition 2017-10-05
to Robert Mills, Jr.
SUBJECT/PROPOSAL/REQUEST:
Recognition of Robert Mills, Jr. being named Swisher
Sweets Sunbelt Ag Expo Southeastern Farmer of the
Year
STAFF CONTACT(S):
AGENDA DATE: ITEM NUMBER:
1/16/2018 8 (e)
CONSENT:
ROLL CALL VOTE: Q
ATTACHMENTS: (11
Resolution of Recognition 2017-10-05
In 2017, Robert Mills, Jr. was named Swisher Sweets Sunbelt Ag Expo Southeastern Farmer of the Year.
Although Mr. Mills was not able to attend the meeting at that time, the Board of Supervisors approved
Resolution of Recognition 2017-10-05, noting that it would be presented to Mr. Mills at a future date.
Mr. Mills will be present at the January 16, 2018 meeting to accept this resolution.
FINANCIAL IMPACT AND FUNDING SOURCE:
None
Staff recommends the Board of Supervisors present Resolution of Recognition 2017-10-05 to Robert Mills,
Jr., in honor of being named 2017 Swisher Sweets Sunbelt Ag Expo Southeastern Farmer of the Year.
MOTION:
"I make Motion to present Resolution of Recognition 2017-10-05 to Robert Mills, Jr., in honor of being
named 2017 Swisher Sweets Sunbelt Ag Expo Southeastern Farmer of the Year."
P58
Vittspibania countp 38oarb of *uperbigor!6
RESOLUTION
2017-10-05
ROBERT MILLS, JR.
Winner of the 2017 Swisher Sweets Sunbelt Expo
Southeastern Farmer of the Year
VIRGINIA: At the regularly scheduled meeting of the Pittsylvania County Board of
Supervisors held on October 17, 2017, in the General District Courtroom of the Edwin R. Shields
Courthouse Addition, the following Resolution was presented and adopted:
WHEREAS, Robert Mills, Jr. is a Pittsylvania County resident and owner of Briar View Farm, a
2,244 acre farming operation based in Callands, Virginia. Robert and his wife, Cynthia, are the
proud parents of two sons, Logan and Holden Mills, both accomplished in agriculture and
actively involved in the farming business; and
WHEREAS, on July 31, 2017 Robert Mills, Jr. was named the Sunbelt Ag Expo Virginia
Farmer of the Year. He was nominated by Stephen Barts, Pittsylvania County Agriculture and
Natural Resources Extension Agent with Virginia Cooperative Extension. Winning the Virginia
Farmer of the Year award entered Mr. Mills into competition with nine (9) other highly qualified
state finalists across the southeastern United States; and
WHEREAS, Robert Mills, Jr. is a first generation farmer who has been successfully farming for
nineteen years. Crops produced include conventional and organic flue cured tobacco, dark fired
tobacco and bioenergy tobacco, along with winter wheat. He also operates beef cattle and poultry
pullet enterprises; and
WHEREAS, on October 17, 2017 at a luncheon of over 1,500 people at the Sunbelt Ag Expo
held annually in Moultrie, Georgia, Robert Mills, Jr. was selected as winner of the Swisher
Sweets Sunbelt Ag Expo Southeastern Farmer of the Year. Mr. Mills won this prestigious award
not only for his farming success, but also for his extensive leadership and community service,
and ongoing commitment to the Virginia agricultural industry. This includes recently being
elected as President of the Board of the Virginia Agriculture and Consumer Services, and being
named to the Virginia Tech Board of Visitors; then
BE IT RESOLVED, that the Pittsylvania County Board of Supervisors expresses its
congratulations and admiration to Robert Mills, Jr. on becoming the 2017 Swisher Sweets
Sunbelt Ag Expo Southeastern Farmer of the Year.
BE IT FURTHER RESOLVED that a copy of this Resolution be presented to Robert Mills, Jr
Given under my hand this 17th day of October, 2017.
Robert W. "Bob" Warren, Chairman
Pittsylvania County Board of Supervisors
David M. Smitherman, Clerk
Pittsylvania County Board of Supervisors
P59
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
AGENDA TITLE:
Resolution 2018-01-04 to Daniel Lanier
SUBJECT/PROPO SAL/REOUES T:
Recognition of Daniel Lanier for his award of the
Virginia Auctioneer Assocation's 2017 State
Champion Auctioner
STAFF CONTACT(S):
Smitherman
AGENDA DATE: ITEM NUMBER:
1/16/2018 8 (f)
CONSENT:
ROLL CALL VOTE: 0
ATTACHMENTS: (1)
Resolution of Recognition 2018-01-04
REVIEWED BY: JVH
SUMMARY:
In late 2017, Daniel Lanier was named 2017 State Champion Auctioneer by the Virginia Auctioneer
Association. Attached is Resolution 2018-01-04, congratulating Mr. Lanier on receiving this prestigious
honor.
Mr. Lanier will be present at the January 16, 2018 meeting to accept this Resolution.
FINANCIAL IMPACT AND FUNDING SOURCE:
None
RECOMMENDATION:
Staff recommends the Board of Supervisors approve Resolution of Recognition 2018-01-04, honoring Daniel
Lanier on receiving the title of 2017 State Champion Auctioneer.
MOTION:
"I make a Motion to approve Resolution of Recognition 2018-01-04, congratulating Mr. Lanier on receiving
title of 2017 State Champion Auctioneer."
P60
pitvgylbania Countp Jgoarb of *uperbi oo
RESOLUTION
2018-01-04
Daniel Lanier
2017 State Champion Auctioneer
VIRGINIA: At the regularly scheduled business meeting of the Pittsylvania County Board of
Supervisors held on January 16, 2017, in the General District Courtroom of the Edwin R. Shields
Courthouse Addition, the following resolution was presented and adopted:
WHEREAS, Daniel Lanier, co-owner of True Grit Rodeo Company in Grit, Virginia, is a full-
time licensed and bonded auctioneer; and
WHEREAS, Daniel Lanier has been competing periodically in the Virginia Auctioneer
Associations' state competitions since 2008, once winning Rookie of the Year; and
WHEREAS, in late 2017, Daniel Lanier competed against fifteen (15) other auctioneers from
around the state where all were judged on five (5) categories including: bid calling technique,
clarity, microphone ability, would you hire this auctioneer, and execution of the sale (in a live
auction scenario); and
WHEREAS, upon completion of the competition, Daniel Lanier was named 2017 State
Champion Auctioneer; then
BE IT RESOLVED, that the Pittsylvania County Board of Supervisors expresses its
congratulations and admiration to Daniel Lanier for winning the title of 2017 State Champion
Auctioneer.
BE IT FURTHER RESOLVED that a copy of this Resolution be presented to Daniel Lanier.
Given under my hand this 16a' day of January, 2018.
Robert W. Warren, Chairman
Pittsylvania County Board of Supervisors
David M. Smitherman, Clerk
Pittsylvania County Board of Supervisors
P61
PITTSYLVANIA COUNTY
Board of Supervisors
SUMMARY
AGENDA TITLE: AGENDA DATE:
Resolution of Recognition 2018-01-05 1 1/16/2018
CONSENT:
Recognition of Deputy Joshua Speagle for Receiving ROLL CALL VOTE:
the James Edwin (Jay) Parker, Jr. Memorial Award
STAFF CONTACT(S):
Hon. Mike Taylor, Sheriff
ATTACHMENTS: (1)
Resolution 2018-01-05
TTEM NUMBER:
8(g)
The Basic Law Enforcement Recruit School is divided into eight training modules to include, professionalism, legal,
communications, patrol, investigations, defensive tactics, firearms and emergency driving.
In all, the recruits receive 800 hours of instructional days by the end of their 22 weeks of basic training. The recruit's
day begins with physical training using the Lawfit program and ends with academics. On average the recruits
experience 13 -hour days.
Final grades for the Criminal Investigation, Legal, Patrol, and Skills modules are based on written examinations. For
each state mandated test given there is also performance -based testing. The recruit must not only have concept
knowledge but must be able to demonstrate an ability to put that knowledge into practice. In addition to academic
achievement, to graduate the recruit must successfully complete all performance-based tests that are pass/fail. Major
components of performance-based training include First-aid, CPR, control tactics, firearms training, and driver
training.
Each recruit who graduates receives an Academy diploma recognizing attendance and successful completion of the
Basic Law Enforcement School. In addition, each graduate receives State of Virginia certification recognizing
completion of state mandated training for law enforcement officers and deputy sheriffs.
Deputy Joshua Speagle was hired by the Pittsylvania County Sheriffs Office 16 June 2017and soon after was enrolled
in the Central Virginia Criminal Justice Training Academy's Basic School No. 90 which graduated 13 December 2017.
The Academy, during each session, recognizes one student to receive the James Edwin (Jay) Parker, Jr. Memorial
Award. This award is presented in memory of Jay Parker, Jr., Training Coordinator, of the Central Virginia Criminal
Justice Training Academy. Jay had a passion for teaching young recruits the fundamentals of firearms and defensive
tactics. Jay felt these particular areas would help save an officer's life more than any of the other areas in which
instructions were given.
This award goes beyond the firearm's award presented for best scoring during testing and incorporates the practical
and testing scores of both firearms and defensive tactics of all students. The award recognizes the long hours of study
and effort put forth by the student achieving the highest scores on the initial academic tests and practical exercises.
Deputy Speagle was the winner of this award from the staff and instructors of the Central Virginia Criminal Justice
Training Academy Basic School No. 90 and the award was presented by the Honorable Michael R. Doucette,
Commonwealth Attorney of the City of Lynchburg.
Deputy Speagle will be present to accept this Resolution
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
Sheriff Taylor respectfully recommends the Board approve and present Resolution 2018-01-05.
MOTION:
"I make a motion to approve and present Resolution 2018-01-05 to Deputy Joshua Speagle."
P62
3ptttoptbanta County ioarb of 6uperbi0ro
RESOLUTION
2018-01-05
Deputy Joshua Speagle
Recipient of the James Edwin (Jay) Parker, Jr. Memorial Award.
Central Virginia Criminal Justice Training Academy's Basic School No. 90
VIRGINIA: At the regularly scheduled business meeting of the Pittsylvania County Board of Supervisors held
on January 16, 2017, in the General District Courtroom of the Edwin R. Shields Courthouse Addition, the
following Resolution was presented and adopted:
WHEREAS, the Basic Law Enforcement Recruit School is divided into eight training modules to include,
professionalism, legal, communications, patrol, investigations, defensive tactics, firearms and emergency
driving. In all, the recruits receive 800 hours of instructional days by the end of their 22 weeks of basic
training. The recruit's day begins with physical training using the Lawfit program and ends with academics and
final grades for the Criminal Investigation, Legal, Patrol, and Skills modules are based on written examinations.
In addition to academic achievement, to graduate the recruit must successfully complete all performance-based
tests that are pass/fail, including First-aid, CPR, control tactics, firearms training, and driver training. Each
recruit who graduates receives an Academy diploma recognizing attendance and successful completion of the
Basic Law Enforcement School, and each graduate receives State of Virginia certification recognizing
completion of state mandated training for law enforcement officers and deputy sheriffs; and
WHEREAS, Deputy Joshua Speagle was hired by the Pittsylvania County Sheriff's Office June 16, 2017, and
soon after was enrolled in the Central Virginia Criminal Justice Training Academy's Basic School No. 90
which graduated December 13, 2017; and
WHEREAS, the Academy, during each session, recognizes one student to receive the James Edwin (Jay)
Parker, Jr. Memorial Award. This award is presented in memory of Jay Parker, Jr., Training Coordinator, of the
Central Virginia Criminal Justice Training Academy; and
WHEREAS, at graduation ceremonies, Deputy Joshua Speagle was the winner of this award from the staff and
instructors of the Central Virginia Criminal Justice Training Academy Basic School No. 90 and the award was
presented by the Honorable Michael R. Doucette, Commonwealth Attorney of the City of Lynchburg; then
BE IT RESOLVED, that the Pittsylvania County Board of Supervisors expresses its congratulations and
admiration to Deputy Joshua Speagle on receiving the James Edwin (Jay) Parker, Jr. Memorial Award from
Central Virginia Criminal Justice Training Academy's Basic School No. 90; and
BE IT FURTHER RESOLVED that a copy of this Resolution be presented to Deputy Joshua Speagle
Given under my hand this 16`" day of January, 2018.
Robert W. Warren, Chairman
Pittsylvania County Board of Supervisors
David M. Smitherman, Clerk
Pittsylvania County Board of Supervisors
P63
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
AGENDA TITLE:
Lease Revenue Bond Financing Resolution #2018-
01-02 Approval
SUBJECT/PROPO SAUREOUES T:
Approval of the Lease Revenue Bond Financing
Resolution (#2018-01-02).
STAFF CONTACT:
Kim Van Der Hyde
AGENDA DATE: ITEM NUMBER:
1/16/2018 11(a)
ACTION: RI
ROLL CALL VOTE: 21
ATTACHMENTS:
(1) 12/19/17 Executive Summary on Master Lease Financing
Program and attachments
(2) Resolution #2018-01-02
(3) Bond Purchase Agreement
(4) First Amendment to Ground Lease
(5) First Amendment to Lease Agreement
(6) First Amendment to Deed of Trust and Security
Agreement
(7) First Amendment to Assignment of Rents and Leases
(8) Form of Series 2018A Bond
(9) Form of Series 20188 Bond
REVIEWED BY: JVH
Pittsylvania County Board of Supervisors (the "Board") approved the award of the Master Lease Financing
Program Proposal to BB&T, as well as a Reimbursement Resolution at their December 19, 2017 Board meeting.
FINANCIAL IMPACT AND FUNDING SOURCE:
The Board will need to consider approving the attached Resolution (Resolution #2018-01-02) to continue to
proceed with closing on the Master Lease Financing Program. Attached are the documents from last month's
meeting explaining this financing. Closing is scheduled to occur on/or before January 30, 2018. Since this
financing requires approval from the Industrial Development Authority, they will pass a similar Resolution at
their meeting that will be held on Thursday, January 18, 2018 at 6 pm. Chris Kulp, Bond Counsel with
Hunton and Williams, will be at the Finance Committee meeting/Work Session to answer any legal questions
you may have concerning this financing.
RECOMMENDATION:
Staff recommends that the Board approve the attached Lease Revenue Bond Financing Resolution
(Resolution #2018-01-02), and authorize the County Administrator to sign all necessary documents
associated with the bank closing.
MOTION:
"I move that the Board of Supervisors approve Resolution #2018-01-02 for the Lease Revenue Bond
Financing and authorize the County Administrator to sign all necessary documents associated with the bank
closing."
P64
PITTSYLVANIA COUNTY
BOARD OF SUPERVISORS
BUSINESS MEETING
EXECUTIVE SUMMARY
AGENDA TITLE:
Master Lease Financing Program and Reimbursement
Resolution
SUBJECT/PROPOSAL/REOUEST:
Award Master Lease Financing Program and Approve
Corresponding Reimbursement Resolution
STAFF CONTACT:
Van Der Hyde
AGENDA DATE:
12/19/17
CONSENT:
ROLL CALL VOTE:
ITEM NUMBER:
I I (a)
ATTACHMENTS: (4)
(1) Master Lease Program Update Memorandum
(2) Equipment Description Memos
(3) BB&T Term Sheet -(DRAFT)
(4) Reimbursement Resolution # 2017-12-04
JVH
SUMMARY:
Pittsylvania County, Virginia (the "County"), issued an RFP (RFP #20171110) for the Pittsylvania County Industrial
Development Authority ("IDA') to receive proposals for financing a Master Lease Financing Program in the amount of
$5 million. County Staff advertised in two (2) local newspapers, posted on the County's public notice board, and
posted on the County's website. A copy of said RFP was also sent to 37 banks. The County's Purchasing Department
received two (2) proposals for the Master Lease Financing Program --- one (1) from BB&T and one (1) from First
National Bank. Attached is an Equipment Description of the items projected to be used in the initial draw of funds.
Said list includes Landfill Equipment ($880,000), Courthouse Replacement Chiller ($250,000), Mt. Hermon Library
purchase and renovations ($625,000), Purchase and up -fit of a 12,000 square -foot industrial facility in Ringgold,
Virginia ($1,050,000), and Local match funds for Tobacco Grants for Project Lignum ($1,1000,000). The grand total
of all projects in this first draw is $3,905,000.
FINANCIAL IMPACT AND FUNDING SOURCE:
The evaluation committee consisting of Kevin Rotty (PFM -Financial Advisors) and Kim Van Der Hyde (Finance
Director) evaluated both proposals and determined that BB&T was the best choice for the County. Their proposal
offers both taxable and tax-exempt rates depending on the nature of the items being financed. The taxable rate, which
currently stands at 4.39%, would apply to all projects that would be used for non-public purposes. The tax-exempt
rate, which currently stands at 3.59%, would apply to all projects that would be used for public purposes. Currently,
the Ringgold building totaling $1,050,000 would be at the 4.39% interest rate and the landfill equipment, chiller and
Library purchase totaling $1,755,000 would be at the 3.59% interest rate. The $1.1 million dollars for Project Lignum
would be based on the current Libor Rate + 1.50%. More information concerning the particulars of this financing are
in the attached term sheet, which are still being negotiated. BB&T is willing to allow the County to borrow additional
funds up to the maximum of $5 million.
If the Board of Supervisors approves awarding this financing to BB&T tonight, BB&T will lock in the aforementioned
interest rates. At that time, bond counsel will start work on the necessary documents needed to close the deal. Said
documents will be brought back to the Board of Supervisors at the January 16`s Business Meeting for apTroval. These
same documents will need to be approved by the IDA at a special meeting tentatively set for January 18 . The County
hopes to close on the loan by early February. As such, County Staff would like you to consider approving the attached
Reimbursement Resolution to ensure that any monies spent before the closing of this loan can be reimbursed to the
County.
RECOMMENDATION:
County Staff recommends that the Board of Supervisors award the Master Lease Financing Program RFP to BB&T
and approve the attached Reimbursement Resolution.
MOTION:
"I make a Motion that the Board of Supervisors award the Master Lease Financing Program RFP to BB&T and
approve Reimbursement Resolution # 2017-12-04."
P65
PITTSYLVANIA COUNTY BOARD OF SUPERVISORS
RESOLUTION # 2017-12-04
A RESOLUTION OF OFFICIAL INTENT TO REIMBURSE
EXPENDITURES WITH PROCEEDS OF A BORROWING
WHEREAS, the County of Pittsylvania, Virginia (the "County"), intends to undertake
itself or through the Industrial Development Authority of Pittsylvania County, various capital
improvements, including (without limitation) (a) the acquisition and installation of landfill
equipment, (b) the acquisition and installation of centrifugal water-cooled chiller for the
courthouse building, (c) the acquisition, renovation and equipping of an existing building to
convert it for public library purposes and (d) economic development initiatives related to (i) the
purchase and upfit of an industrial facility in the Ringgold area and (ii) the construction of a pad -
ready site for the Berry Hill Industrial Park (collectively, the "Projects"); and
WHEREAS, plans for the Projects have advanced, and the County expects to advance its
own funds to pay expenditures related to the Projects (the "Expenditures") prior to incurring
indebtedness and to receive reimbursement for such Expenditures from proceeds of tax-exempt
bonds or taxable debt, or both; now, therefore, be it
RESOLVED, by the Pittsylvania County Board of Supervisors this 19t6 day of
December, 2017, that
1. The County intends to utilize the proceeds of tax-exempt bonds or taxable debt
(the "Bonds") in an amount not currently expected to exceed $3,905,000 to pay the costs of the
Projects.
2. The County intends that the proceeds of the Bonds be used to reimburse the
County or the Authority for Expenditures with respect to the Projects made on or after the date
that is no more than 60 days prior to the date hereof. The County reasonably expects on the date
hereof that it will reimburse the Expenditures with the proceeds of the Bonds or other debt.
3. Each Expenditure was or will be, unless otherwise approved by bond counsel,
either (a) of a type properly chargeable to a capital account under general federal income tax
principles (determined in each case as of the date of the Expenditure), (b) a cost of issuance with
respect to the Bonds, (c) a nonrecurring item that is not customarily payable from current
revenues or (d) a grant to a party that is not related to or an agent of the County so long as such
grant does not impose any obligation or condition (directly or indirectly) to repay any amount to
or for the benefit of the County.
4. The County intends to make a reimbursement allocation, which is a written
allocation by the County that evidences the County's use of proceeds of the Bonds to reimburse
an Expenditure, no later than 18 months after the later of the date on which the Expenditure is
paid or the Projects is placed in service or abandoned, but in no event more than three years after
the date on which the Expenditure is paid. The County recognizes that exceptions are available
for certain "preliminary expenditures," costs of issuance, certain de minimis amounts,
expenditures by "small issuers" (based on the year of issuance and not the year of expenditure)
and expenditures for construction of at least five years.
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5. The County intends that the adoption of this resolution confirms the "official
intent" within the meaning of Treasury Regulations Section 1.150-2 promulgated under the
Internal Revenue Code of 1986, as amended.
6. This resolution shall take effect immediately upon its passage.
Adopted, this 19"' day of December 2017.
PITTSYLVANI COU TY B ARD OF SUPERVISORS
r!it/1"�—�
Robert W. ("Bob") Warren, Chairman
TT
`
David Smithe an, Clerk/Coun�Admin�isor
APPROVED AS TO FORM:
Tie 9g
J. Vaden Hunt, Esq.
County Attorney
Robert W. "Bob" Warren, Chair
Joe B. Davis, Vice -Chair
Elton W. Blackstock, Jr.
Ronald S. Scearce
Jessie L. Barksdale
Jerry A. Hagerman
Tim R. Barber
Ayes (Q
Nays
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Vote
Abstentions I
FITTSYLVANIA COUNTY
VIRGINIA
'COSY L�9
David M. Smitherman c~ �9 1 Center Street
County Administrator o o Chatham, Virginia
P.O. Box 426¢r z Phone (434) 432-7710
Chatham, Virginia 24531 s w w t Fax (434) 432-7714
David.smitherman@pittgov.org 1757 www.pittsylvaniacountyva.gov
December 19, 2017
Commonwealth of Virginia
Auditor of Public Accounts
P. O. Box 1295
Richmond, Virginia 23218
Dear Ms. Mavredes,
We hereby attest, in accordance with Section 15.2-2510 of the Code of Virginia, the County of Pittsylvania's
audited financial report, for the fiscal year ended June 30, 2017, has been presented to the local governing
body at a public session on December 19, 2017.
Local chief elected official signature
Printed Name/Title
Local chief administrative officer signature
-,T)w,tA X -:5rn � iw,r mw) ,,,n , ��i1r11lli5irt r
Printed Name/Title
County of Pittsylvania
Commonwealth of Virginia
The foregoing statement required by the laws of the Commonwealth was acknowledged before me this 19th
day of December, 2017, by Robert W. Warren and David M. Smitherman.
r a1Jii �
Notary Public's Signature
�� er
Notary's Printed Name/Title
*Notary Seal*
Notary registration numb :
My commission expires,21
P68
RESOLTUION #2018-01-02
RESOLUTION APPROVING A PLAN TO FINANCE CERTAIN COUNTY
PROJECTS THROUGH THE ISSUANCE OF LEASE REVENUE BONDS
BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA
WHEREAS, the Industrial Development Authority of Pittsylvania County, Virginia (the
"Authority"), was created under and is authorized to exercise all the powers set forth in the
Industrial Development and Revenue Bond Act, Title 15.2, Chapter 49, Code of Virginia of
1950, as amended (the "Act"), which include, among other things, the powers (a) to make loans
to, among others, a county in furtherance of the Act, (b) to finance facilities and lease facilities
for use by, among others, a county, (c) to issue its revenue bonds, notes and other obligations
from time to time for such purposes and (d) to pledge all or any part of its revenues and receipts
derived from payments received by the Authority in connection with its loans or from the leasing
by the Authority of such facilities or from any source as security for the payment of principal of
and interest on any such obligations;
WHEREAS, the Authority previously issued and sold its $2,900,000 Lease Revenue and
Refunding Bond (County Government Project), Series 2006 (the "2006 Bond"), to Branch
Banking and Trust Company (the `Bank") and loaned the proceeds thereof to Pittsylvania
County, Virginia (the "County"), to (a) refinance the construction of a health department and
social services building (the "Original Project"), and (b) finance the expansion of and
improvements to the Original Project (as expanded and improved, the "Project");
WHEREAS, as security for the repayment of the 2006 Bond, the Authority entered into
(a) a Ground Lease dated as of April 1, 2006 (the "Original Ground Lease"), with the County,
pursuant to which the County leased to the Authority the Project and the related real estate
(collectively, the "Leased Property"), and (b) a Lease Agreement dated as of April 1, 2006 (the
"Original Lease Agreement"), with the County, pursuant to which the Authority leased back to
the County the Leased Property in exchange for which the County undertook to make rental
payments sufficient to cover the annual debt service on the 2006 Bond and other related
financing costs;
WHEREAS, the County will request the Authority to issue two series of lease revenue
bonds (as hereinafter described, the "2018A Bond" and the "2018B Bond") and use the proceeds
thereof to (a) finance (i)(A) the acquisition and installation of landfill equipment, (B) the
acquisition and installation of a centrifugal water-cooled chiller for the courthouse building and
(C) the acquisition, renovation and equipping of an existing building to convert it for public
library purposes (collectively, the "2018A Project") and (ii) the acquisition and upfut of an
industrial facility in the Ringgold area (the "2018B Project" and, together with the 2018A
Project, the "2018 Projects") and (b) pay the related costs of issuance;
WHEREAS, the County proposes that the Authority issue and sell the 2018A Bond and
the 2018B Bond (together, the "2018 Bonds") to the Bank pursuant to a Bond Purchase
Agreement between the Authority, the County and the Bank (the "2018 Purchase Agreement")
I,
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and secure the 2018 Bonds on a parity basis with the 2006 Bond by amending the various lease
financing documents described below;
WHEREAS, there have been made available prior to this meeting drafts of the following
documents (collectively, the "Documents") providing for the issuance and sale of the 2018
Bonds, copies of which shall be filed with the records of the County:
(a) 2018 Purchase Agreement providing for the sale of the 2018 Bonds and including
the forms of the 2018 Bonds;
(b) First Amendment to Ground Lease (the "First Amendment to Ground Lease"),
amending the Original Ground Lease (as amended, the "Amended Ground
Lease"), between the Authority and the County, conveying to the Authority a
leasehold interest in the Leased Property;
(c) First Amendment to Lease Agreement (the "First Amendment to Lease
Agreement"), amending the Original Lease Agreement (as amended, the
"Amended Lease Agreement"), between the Authority and the County, leasing the
Leased Property back to the County in exchange for certain rental payments;
(d) First Amendment to Assignment of Rents and Leases (the "First Amendment to
Assignment"), amending the Assignment of Rents and Leases dated as of April 1,
2006, each made by the Authority for the benefit of the Bank and consented to by
the County, assigning to the Bank certain rights of the Authority under the
Amended Ground Lease and the Amended Lease Agreement; and
(e) First Amendment to Deed of Trust and Security Agreement (the "First
Amendment to Deed of Trust"), amending the Deed of Trust and Security
Agreement dated as of April 1, 2006, each made by the Authority for the benefit
of BB&T-VA Collateral Service (the "Deed of Trust Trustee"), granting the Deed
of Trust Trustee a lien on the Authority's leasehold rights in the Leased Property;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS
OF THE COUNTY OF PITTSYLVANIA, VIRGINIA:
1. The County Board of Supervisors (the "County Board") hereby approves, and
requests that the Authority approve, the following plan of finance for the 2018 Projects: (a) the
Authority shall (i) issue the 2018A Bond in a principal amount not to exceed $1,850,000 and
loan the proceeds thereof to the County to finance the 2018A Project and (ii) issue the 2018B
Bond in a principal amount not to exceed $1,100,000 and use the proceeds thereof to the County
to finance the 2018B Project, (b) the County will lease the Leased Property to the Authority
pursuant to the terms of the Amended Ground Lease, with an expiration not later than December
31, 2029, and (c) the Authority will lease the Leased Property back to the County pursuant to the
terms of the Amended Lease Agreement, with an expiration not later than December 31, 2029.
Pursuant to the Amended Lease Agreement, the County will undertake to make certain payments
of Basic Rent and Additional Rent (each term as defined in the Amended Lease Agreement) to
the Authority in amounts sufficient to amortize the 2018 Bonds and the outstanding portion of
the 2006 Bond, to pay the fees and expenses of the Authority and to pay certain other related
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costs. The obligation of the Authority to pay principal of and premium, if any, and interest on
the 2018 Bonds will be limited to payments of Basic Rent and certain Additional Rent received
from the County. The 2018 Bonds will be secured on a parity with the outstanding portion of the
2006 Bond by an assignment of the payments of Basic Rent and certain Additional Rent due
under the Amended Lease Agreement, all for the benefit of the holders of the 2018 Bonds and
the 2006 Bond. The undertaking by the County to make payments of Basic Rent and Additional
Rent will be subject to the appropriation by the County Board from time to time of sufficient
amounts for such purposes. Upon an event of default or an event of non -appropriation by the
County Board under the Amended Lease Agreement, the Authority shall have the right to
exercise any remedies provided in the Amended Lease Agreement, including the right to
terminate the Amended Lease Agreement and exclude the County from possession of the Leased
Property for the remainder of the term of the Amended Ground Lease. This plan of finance shall
contain such additional requirements and provisions as the County Administrator (which term for
purposes of this Resolution includes any Assistant County Administrator) and the Chairman or
Vice Chairman of the Authority may approve and determine to be in the best interests of the
County and the Authority.
2. The County Board believes that funds sufficient to make payment of all amounts
payable under the Amended Lease Agreement can be obtained. The County Board, while
recognizing that it is not empowered to make any binding commitment to make appropriations
beyond the current fiscal year, hereby states its intent to make appropriations in future fiscal
years in amounts sufficient to make all payments due under the Amended Lease Agreement and
hereby recommends that future County Boards do likewise during the term of the Amended
Lease Agreement.
3. The County Administrator is hereby authorized and directed to execute the
Documents to which the County is a signatory, which shall be in substantially the forms made
available prior to this meeting, which are hereby approved, with such completions, omissions,
insertions and changes not inconsistent with this Resolution as may be approved by the County
Administrator, the execution and delivery thereof to constitute conclusive evidence of his
approval of any such completions, omissions, insertions and changes. The County Attorney is
hereby authorized to cause the First Amendment to Ground Lease, the First Amendment to Lease
Agreement, the First Amendment to Assignment, the First Amendment to Deed of Trust and any
other documents as are necessary to be recorded in the Clerk's Office of the Circuit Court of
Pittsylvania County.
4. In making completions to the Amended Lease Agreement, the County
Administrator, in collaboration with PFM Financial Advisors LLC, the County's financial
advisor (the "Financial Advisor"), and the Authority, shall provide for payments of Basic Rent in
amounts equivalent to the payments due on the outstanding portion of the 2006 Bond and the
2018 Bonds, which shall be sold to the Bank pursuant to the terms and conditions of the 2018
Purchase Agreement; provided that (a) the payments of Basic Rent allocable to the 2018A Bond
shall be equivalent thereto and shall (i) mature in installments ending not later than December
31, 2028, (ii) bear interest at an annual rate not to exceed 3.59% (subject to adjustment as
provided in the 2018 Purchase Agreement), (iii) be subject to optional prepayment at a premium
not to exceed 1.00% of the principal amount to be prepaid and (iv) be sold to the Bank at a price
not less than 100% of the principal amount thereof (without taking into account any original
3
P71
issue discount or premium) and (b) the payments of Basic Rent allocable to the 2018B Bond
shall be equivalent thereto and shall (i) mature in installments ending not later than December
31, 2029, (ii) bear interest at an annual rate not to exceed 4.39%, (iii) be subject to optional
prepayment at a premium not to exceed 1.00% of the principal amount to be prepaid and (iv) be
sold to the Bank at a price not less than 100% of the principal amount thereof (without taking
into account any original issue discount or premium). The County Administrator is also
authorized to approve maturity schedules for the 2018 Bonds.
5. The County covenants that it shall not take or omit to take any action the taking or
omission of which shall cause the 2018A Bond to be an "arbitrage bond" within the meaning of
Section 148 of the Internal Revenue Code of 1986, as amended (the "Code"), and regulations
thereunder, or otherwise cause interest on the 2018A Bond to be includable in the gross income
for federal income tax purposes of the registered owner thereof under existing law. Without
limiting the generality of the foregoing, the County shall comply with any provision of law that
may require the County at any time to rebate to the United States of America any part of the
earnings derived from the investment of the gross proceeds of the 2018A Bond. The County
shall pay from its legally available general funds any amount required to be rebated to the United
States of America pursuant to the Code.
6. The County covenants that during the tern of the Amended Lease Agreement it
shall not permit the proceeds of the 2018A Bond or the facilities financed therewith to be used in
any manner that would result in (a) 10% or more of such proceeds or facilities being used in a
trade or business carried on by any person other than a governmental unit, as provided in Section
141(b) of the Code, provided that no more than 5% of such proceeds may be used in a trade or
business unrelated to the County's use of such facilities, (b) 5% or more of such proceeds or
facilities being used with respect to any `output facility" (other than a facility for the furnishing
of water), within the meaning of Section 141(b)(4) of the Code, or (c) 5% or more of such
proceeds being used directly or indirectly to make or finance loans to any persons other than a
governmental unit, as provided in Section 141(c) of the Code; provided, however, that if the
County receives an opinion of nationally recognized bond counsel that any such covenants need
not be complied with to prevent the interest on the 2018A Bond from being includable in the
gross income for federal income tax purposes of the holder thereof under existing law, the
County need not comply with such covenants.
7. Such officers of the County as may be requested by bond counsel for the County
are authorized and directed to execute an appropriate certificate setting forth (a) the expected use
and investment of the proceeds of the Amended Lease Agreement allocable to the 2018A Bond
in order to show that such expected use and investment will not violate the provisions of Section
148 of the Code and (b) any elections such officers deem desirable regarding rebate of earnings
to the United States for purposes of complying with Section 148 of the Code. Such certificate
shall be prepared in consultation with bond counsel for the County, and such elections shall be
made after consultation with bond counsel.
8. The County having not previously issued in calendar year 2018 any federally tax-
exempt obligations (excluding for this purpose "private activity bonds," within the meaning of
Section 141 of the Code, other than "qualified 501(c)(3) bonds," within the meaning of Section
145 of the Code) that are required to be aggregated with any federally tax-exempt obligations
0
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issued by the Authority for purposes of Section 265(b)(3) of the Code, and the County and all its
subordinate issuing entities or authorities (including the Authority) not reasonably expecting to
issue in calendar year 2018 any other such obligations that, when aggregated with the 2018A
Bond, will be in excess of $10,000,000, the County hereby requests the Authority designate the
2018A Bond as a "qualified tax-exempt obligation" under Section 265(b)(3) of the Code.
9. All costs and expenses in connection with the financing of the 2018 Projects and
the issuance of the 2018 Bonds, including the Authority's fees and expenses and the fees and
expenses of bond counsel and the Financial Advisor in connection with the sale of the 2018
Bonds, shall be paid from the proceeds of the 2018 Bonds or other legally available funds of the
County. If for any reason the 2018 Bonds are not issued, it is understood that all such expenses
shall be paid by the County from its legally available funds and that the Authority shall have no
responsibility therefor.
10. Any authorization herein to execute a document shall include authorization to
deliver it to the other parties thereto.
11. All other acts of the County Administrator and other officers of the County that
are in conformity with the purposes and intent of this Resolution and in furtherance of the
issuance and sale of the 2018 Bonds and the financing of the 2018 Projects are hereby approved
and ratified.
12. All resolutions or parts of resolutions in conflict herewith are repealed.
13. This Resolution shall take effect immediately.
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H& WDraft 1/10/2018
INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA
$1,803,802 LEASE REVENUE BOND
(COUNTY PROJECTS), SERIES 2018A
(FEDERALLY TAX-EXEMPT)
$1,079,198 LEASE REVENUE BOND
(COUNTY PROJECTS), SERIES 2018B
(FEDERALLY TAXABLE)
BOND PURCHASE AGREEMENT
January 30, 2018
Industrial Development Authority
of Pittsylvania County, Virginia
Chatham, Virginia
Board of Supervisors
County of Pittsylvania, Virginia
Chatham, Virginia
Ladies and Gentlemen:
This is to confirm the agreement among the INDUSTRIAL DEVELOPMENT
AUTHORITY OF PITTSYLVANIA COUNTY, VIRGINIA (the "Authority"), the Board of
Supervisors acting as the governing body of the COUNTY OF PITTSYLVANIA, VIRGINIA
(the "County"), and BRANCH BANKING AND TRUST COMPANY (the `Bank"), concerning
the purchase by the Bank of the Authority's (a) $1,803,802 Lease Revenue Bond (County
Projects), Series 2018A (Federally Tax -Exempt) (the "2018A Bond"), and (b) $1,079,198 Lease
Revenue Bond (County Projects), Series 2018B (Federally Taxable) (the "2018B Bond" and,
together with the 2018A Bond, the "2018 Bonds").
1. Purpose of Financing. The County proposes to finance (a)(i) the acquisition and
installation of landfill equipment, (ii) the acquisition and installation of a centrifugal water-
cooled chiller for the courthouse building and (iii) the acquisition, renovation and equipping of
an existing building to convert it for public library purposes and (b) the acquisition and upfit of
an industrial facility in the Ringgold area, through the issuance by the Authority of its 2018A
Bond and 2018B Bond, respectively. The County and the Authority have previously entered into
a Ground Lease dated as of April 1, 2006 (the "Original Ground Lease"), and,
contemporaneously with the execution hereof, have entered into a First Amendment to Ground
Lease dated as of January 1, 2018 (together with the Original Ground Lease, the "Amended
Ground Lease"), pursuant to which the County will continue to lease the Project and the Real
Estate to the Authority. The County and the Authority have also previously entered into a Lease
Agreement dated as of April 1, 2006 (the "Original Lease Agreement"), and, simultaneously
with the execution hereof, have entered into a First Amendment to Lease Agreement dated as of
January 1, 2018 (the "First Amendment to Lease Agreement"), pursuant to which the Authority
will continue to lease the Project and the Real Estate back to the County. The 2018 Bonds,
together with the Authority's Lease Revenue and Refunding Bond (County Government Project),
Series 2006 (the "2006 Bond"), will be secured on a parity basis by (x) a Deed of Trust and
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Security Agreement dated as of April 1, 2006 (the "Original Deed of Trust') from the Authority,
as amended by a First Amendment to Deed of Trust and Security Agreement dated as of January
1, 2018 (together with the Original Deed of Trust, the "Amended Deed of Trust'), pursuant to
which the Authority will continue the grant of a lien on its rights under the Amended Lease
Agreement and (y) an Assignment of Rents and Leases dated as of April 1, 2006 (the "Original
Assignment'), as amended by a First Amendment to Assignment of Rents and Leases dated as of
January 1, 2018, pursuant to which the Authority will continue the assignment to the Bank of,
among other things, its rights to certain rental and other payments to be made by the County
under the Amended Lease Agreement.
All capitalized terms used herein and not otherwise defined shall have the meanings
given them in the Amended Lease Agreement.
2. Terms of the 2018 Bonds.
(a) 2018A Bond The 2018A Bond shall be (i) substantially in the form of
Exhibit A attached hereto, (ii) issuable as a single, registered bond in the denomination of
$1,803,802, (iii) numbered RA -I and (iv) dated January 30, 2018. The 2018A Bond shall
bear interest at a rate of 3.59% (subject to adjustment as provided in subsections (c) and
(d) below), calculated on the basis of a 360 -day year of twelve 30 -day months. Payments
of interest on the 2018A Bond shall be due and payable semiannually on each February 1
and August 1, commencing August 1, 2018. The 2018A Bond shall mature in principal
installments due semiannually on each February 1 and August 1, commencing on August
1, 2018, and ending on February 1, 2028, as follows:
Date
Amount
Date
Amount
08/01/2018
$76,364.00
08/01/2023
$ 91,341.00
02/01/2019
76,366.00
02/01/2024
91,340.00
08/01/2019
79,222.00
08/01/2024
94,649.00
02/01/2020
79,222.00
02/01/2025
94,649.00
08/01/2020
82,092.00
08/01/2025
98,077.00
02/01/2021
82,092.00
02/01/2026
98,078.00
08/01/2021
85,065.00
08/01/2026
101,630.00
02/01/2022
85,066.00
02/01/2027
101,631.00
08/01/2022
88,147.00
08/01/2027
105,312.00
02/01/2023
88,147.00
02/01/2028
105,312.00
(b) 2018B Bond. The 2018B Bond shall be (i) substantially in the form of
Exhibit B attached hereto, (ii) issuable as a single, registered bond in the denomination of
$1,079,198, (iii) numbered RB -1 and (iv) dated January 30, 2018. The 2018B Bond shall
bear interest at a rate of 4.39%, calculated on the basis of a 360 -day year of twelve 30 -
day months. Payments of interest on the 2018B Bond shall be due and payable
semiannually on each February 1 and August 1, commencing August 1, 2018. The
2018B Bond shall mature in principal installments due semiannually on each February 1
and August 1, commencing on August 1, 2019, and ending on February 1, 2029, as
follows:
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Year Amount Year Amount
08/01/2019
$44,038.00
08/01/2024
$54,718.00
02/01/2020
44,037.00
02/01/2025
54,718.00
08/01/2020
45,991.00
08/01/2025
57,146.00
02/01/2021
45,993.00
02/01/2026
57,147.00
08/01/2021
48,034.00
08/01/2026
59,683.00
02/01/2022
48,033.00
02/01/2027
59,683.00
08/01/2022
50,165.00
08/01/2027
62,332.00
02/01/2023
50,166.00
02/01/2028
62,332.00
08/01/2023
52,392.00
08/01/2028
65,099.00
02/01/2024
52,392.00
02/01/2029
65,099.00
(c) Determination of Taxability; Interest Rate Adjustment on 2018A Bond.
117-4 MM
(i) The following capitalized terms shall have the meanings set forth
(A) "Date of Taxability" shall mean the earliest date as of
which interest on the 2018A Bond shall have been determined to be
includable in the gross income of any registered owner or prior registered
owner as a result of a Determination of Taxability.
(B) "Determination of Taxability" shall mean the occurrence,
after the date hereof, of either (1) a final ruling or judgment is entered by a
state or federal court of competent jurisdiction or (2) an official and final
action is taken or announced by the Internal Revenue Service or state
official, determining that an Event of Taxability shall have occurred;
provided, that no such ruling or judgment, or final action of the Internal
Revenue Service, will be considered final for this purpose, however,
unless the County and the Authority have been given written notice and, if
it is so desired and is legally allowed, have been afforded the opportunity
(at the expense of the County) to contest the same, either directly or in the
name of the registered owner or any prior registered owner, and until the
conclusion of any appellate review, if sought.
(C) "Event of Taxability" shall mean the taking of any action
by the County or the Authority, or the failure to take any action by the
County or the Authority, or the making by the County or the Authority of
any misrepresentation in any tax certificate required to be given in
connection with the issuance, sale or delivery of the 2018A Bond, any of
which has the effect of causing interest paid or payable on the 2018A
Bond to become includable, in whole or in part, in the gross income of the
registered owner or any prior registered owner for federal income tax
purposes.
(D) "Taxable Rate" shall mean annual rate of "%.
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(ii) Upon the occurrence of a Determination of Taxability, then, from
and after the Date of Taxability, the interest rate used to calculate interest on the
2018A Bond shall be adjusted to the Taxable Rate. After a Determination of
Taxability and upon demand of the registered owner or any prior registered owner
of the 2018A Bond, the Authority shall pay to such registered owner or prior
registered owner, but only from amounts provided by the County pursuant to the
Amended Lease Agreement, such additional amount as shall be necessary to
provide that interest on the 2018A Bond shall have been payable at the Taxable
Rate from the Date of Taxability.
(iii) Upon the occurrence of a Determination of Taxability, the
Authority shall also pay, but only from amounts provided by the County pursuant
to the Amended Lease Agreement, to the registered owner or to any prior
registered owner of the 2018A Bond upon demand of such registered owner or
prior registered owner any taxes, interest, penalties or other charges assessed
against or payable by such registered owner or prior registered owner and
attributable to such Determination of Taxability and all reasonable administrative,
out of pocket and other expenses incurred by such registered owner or prior
registered owner that are attributable to such event, including, without limitation,
the costs incurred by such registered owner or prior registered owner to amend
any of its tax returns, notwithstanding the repayment of the entire principal
amount of the 2018A Bond or any transfer or assignment thereof.
(d) Determination of Non -Bank -Qualified Status,• Interest Rate Adjustment on
2018A Bond.
below:
(i) The following capitalized terms shall have the meanings set forth
(A) "Date of Non -Bank -Qualified Status" shall mean the
earliest date as of which the 2018A Bond shall have been determined not
to be a "qualified tax-exempt obligation" within the meaning of Section
265(b)(3) of the Intemal Revenue Code of 1986, as amended (or any
successor provision), pursuant to a Determination of Non -Bank -Qualified
Status.
(B) "Determination of Non -Bank -Qualified Status" shall mean
any final determination by the Intemal Revenue Service, any federal
administrative agency, any court or by the registered owner of the 2018A
Bond based upon a written opinion of nationally recognized bond counsel
that the 2018A Bond is not a "qualified tax-exempt obligation' within the
meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as
amended (or any successor provision); provided, that no such
determination will be considered final for this purpose, however, unless
the County and the Authority have been given written notice and, if it is so
desired and is legally allowed, have been afforded the opportunity (at the
expense of the County) to contest the same, either directly or in the name
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of the registered owner or any prior registered owner, and until the
conclusion of any appellate review, if sought.
(C) "Non-Bank-Oualified Rate" shall mean an annual rate of
� 1%.
(ii) Upon the occurrence of a Determination of Non -Bank -Qualified
Status, then, from and after the Date of Non -Bank -Qualified Status, the interest
rate used to calculate the interest on the 2018A Bond shall be adjusted to the Non -
Bank -Qualified Rate. After a Determination of Non -Bank -Qualified Status and
upon demand of the registered owner or any prior registered owner of the 2018A
Bond, the Authority shall pay to such registered owner or prior registered owner,
but only from amounts provided by the County pursuant to the Amended Lease
Agreement, such additional amount as shall be necessary to provide that interest
on the 2018A Bond shall have been payable at the Non -Bank -Qualified Rate from
the Date of Non -Bank -Qualified Status.
(iii) Upon the occurrence of a Determination of Non -Bank -Qualified
Status, the Authority shall also pay, but only from amounts provided by the
County pursuant to the Amended Lease Agreement, to the registered owner or to
any prior registered owner of the 2018A Bond upon demand of such registered
owner or prior registered owner any taxes, interest, penalties or other charges
assessed against or payable by such registered owner or prior registered owner
and attributable to such Determination of Non -Bank -Qualified Status and all
reasonable administrative, out of pocket and other expenses incurred by such
registered owner or prior registered owner that are attributable to such event,
including, without limitation, the costs incurred by such registered owner or prior
registered owner to amend any of its tax returns, notwithstanding the repayment
of the entire principal amount of the 2018A Bond or any transfer or assignment
thereof.
(e) Prepayment of the 2018 Bonds. The 2018 Bonds shall be subject to
prepayment, in whole or in part, at the option of the Authority (at the direction of the
County) on ten (10) days' prior written notice to the Authority and the registered owner
thereof, at any time, upon payment of the principal amount of the 2018 Bond(s) to be
prepaid, plus accrued interest to the prepayment date and a prepayment premium equal to
one percent (1%) of the principal to be prepaid.
3. 2018 Bonds as Limited Oblivations of Authority. The Bank understands that
the 2018 Bonds are payable solely from revenues derived by the Authority from the Amended
Lease Agreement and that the obligation of the County to make payments under the Amended
Lease Agreement constitutes a current expense of the County, payable from funds of the County
legally available therefor and subject to annual appropriation. Such obligation does not
constitute a debt of the County within the meaning of any constitutional or statutory limitation
and does not constitute a liability of or a lien or charge upon the funds or property of the County
beyond the fiscal year for which the County has appropriated funds to make such payments.
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4, Purchase Price. The purchase price of the 2018A Bond shall be $1,803,802.00,
and the purchase price of the 2018B Bond shall be $1,079,198.00.
5. Delivery of and Payment for 2018 Bonds. The delivery of the 2018 Bonds shall
take place in Richmond, Virginia on or about January 30, 2018 (the "Closing"), or at such other
time and place as may be mutually agreeable to the parties to this Agreement. At the Closing,
the Authority shall deliver to the Bank the 2018 Bonds, together with the other documents herein
mentioned, upon payment of the aggregate purchase price of the 2018 Bonds ($2,883,000.00).
The Secretary of the Authority shall serve as registrar for the 2018 Bonds and shall keep books
for the registration and the registration of transfer of the 2018 Bonds.
6. Representations and Warranties of Authority. The representations and
warranties of the Authority contained in the First Amendment to Lease Agreement are
incorporated in this Agreement by this reference and made a part hereof for the benefit of the
Bank. In addition, the Authority hereby covenants and agrees to comply in all material respects
with all applicable laws, rules, regulations and orders of any governmental authority, the
noncompliance with which would materially and adversely affect the operation of the Project.
7. Re reseatations and Warranties of County The representations and
warranties of the County contained in the First Amendment to Lease Agreement are incorporated
in this Agreement by this reference and made a part hereof for the benefit of the Bank.
8. Reporting Requirements. Within 270 days after the end of each fiscal year, (a)
the County will make available its annual audited financial statements on the Electronic
Municipal Market Access System or on the County's website and (b) the Authority will provide
the Bank with its annual audited financial statements for such fiscal year.
9. Representations of Bank. The Bank makes the following representations as the
basis for its undertakings hereunder:
(a) The Bank has experience and expertise in the making of loans similar to
the loans evidenced by the 2018 Bonds and is capable of evaluating the merits and risks
of making such loans.
(b) The Bank acknowledges that no offering statement, prospectus or other
comprehensive disclosure documents containing material information with respect to the
Authority, the County or the 2018 Bonds have been provided to the Bank; however, the
Bank has been provided with such information concerning the operations and financial
condition of the Authority and the County as it has requested and that the Bank deems
necessary in making its decision to make the loans evidenced by the 2018 Bonds. The
Bank has had an opportunity to make inquiries of such officers, employees, agents and
attorneys of the Authority and the County as it considers appropriate in connection
therewith.
(c) The Bank expects to hold the 2018 Bonds for its own account and has no
present intention of selling or otherwise distributing them to the public. The Bank
acknowledges that in no circumstance will the Authority or the County be required to
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prepare or approve of any offering materials with respect to a subsequent sale or
distribution of the 2018 Bonds to the public.
(d) The Bank understands that the scope of engagement of Hunton &
Williams LLP as bond counsel with respect to the 2018 Bonds has been limited to
matters set forth in their opinion based on their review of such proceedings and
documents as they deem necessary to approve the validity of the 2018 Bonds, the
federally tax-exempt status of the interest on the 2018A Bond and the status of the 2018A
Bond as a "qualified tax-exempt obligation." Further, the Bank understands that Hunton
& Williams LLP has not been engaged, and has not undertaken, to prepare or express an
opinion as to the accuracy or completeness of any information that may have been
furnished to the Bank or relied upon by the Bank in making the loan.
(e) The Bank acknowledges it has agreed to purchase a third bond to be
issued by the Authority and secured on a parity with the 2006 Bond and the 2018 Bonds
pursuant to its Commitment Letter dated December 14, 2017, and on such terms as shall
be agreed to by the Bank, the Authority and the County.
10. Survival of Representations. The representations and warranties set forth in this
Agreement shall survive the Closing and remain operative and in full force and effect regardless
of (a) any investigation made by or on behalf of the Bank and (b) Payment of the Bonds.
11. Conditions to Closing. The Bank's obligations under this Agreement are subject
to the satisfaction on the date of the Closing of the following conditions precedent:
(a) The accuracy on the date of the Closing, as if made on such date, of all
representations and warranties of the County and the Authority incorporated herein
pursuant to Sections 6 and 7 above;
(b) Performance by the County and the Authority of their obligations under
this Agreement; and
(c) Receipt by the Bank of executed copies of the following documents,
instruments, certificates and opinions in form and substance reasonably satisfactory to the
Bank:
(i) The 2018 Bonds, the Amended Lease Agreement, the Amended
Ground Lease, the Amended Deed of Trust, the Amended Assignment and this
Agreement, and evidence of the recordation of the appropriate documents.
(ii) A non -arbitrage and tax compliance certificate of the Authority
dated the date of Closing.
(iii) A certificate of the County dated the date of Closing stating
(A) that there has been no material adverse change in the condition (financial or
otherwise) of the County between the most recent date as to which information
has been given to the Bank and the date of Closing and (B) that all information
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furnished to the Bank (financial or otherwise) in connection with the purchase by
the Bank of the 2018 Bonds is true and correct.
(iv) The opinion of Hunton & Williams LLP, Bond Counsel, dated the
date of Closing, in form and substance satisfactory to the Bank and stating, among
other things, that (A) interest on the 2018A Bond is excludable from the gross
income of the holders thereof for federal income tax purposes, (B) interest on the
2018 Bonds is exempt from all taxation by the Commonwealth of Virginia and
(C) the 2018A Bond is a "qualified tax-exempt obligation" within the meaning of
Section 265 of the Internal Revenue Code of 1986, as amended.
(v) The opinion of counsel to the Authority dated the date hereof, in
form and substance satisfactory to the Bank and stating, among other things, that
the Basic Documents to which the Authority is a parry have been validly
authorized, executed and delivered by the Authority and constitute valid and
binding obligations of the Authority, enforceable against the Authority in
accordance with their respective terms.
(vi) The opinion of the County Attorney dated the date of Closing, in
form and substance satisfactory to the Bank and stating, among other things, that
the Basic Documents to which the County is a party have been validly authorized,
executed and delivered by the County and constitute valid and binding obligations
of the County, enforceable against the County in accordance with their respective
terms.
(vii) Resolutions of the Authority and the County Board of Supervisors
relating to the issuance of the 2018 Bonds.
(viii) Such other certificates, instruments and opinions as the Bank may
reasonably deem necessary or desirable.
12. Notices. All communications under this Agreement shall be in writing and shall
be deemed delivered, if delivered in person, telecopied or sent by (x) certified mail, return receipt
requested, or (y) email followed by first class mail, to the respective parties as follows:
Bank: Branch Banking and Trust Company
2120 Langhorne Road
Lynchburg, VA 24501
Attention: Matt Adkins
Facsimile: [ 1
Email: madkins@bbandt.com
County: County of Pittsylvania, Virginia
P.O. Box 426
Chatham, Virginia 24531
Attention: County Administrator
Facsimile: [ 1
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Email:
Authority: Industrial Development Authority of Pittsylvania County, Virginia
[P.O. Box 1122]
Chatham, Virginia 24531
Attention: Chairman
Facsimile: [ 1
Email: [ 1
The parties hereto may, by notice given hereunder, designate any further or different addresses to
which subsequent notices, approvals, consents, requests or other communications shall be sent or
persons to whose attention the same shall be directed. The parties may change their authorized
representatives at any time and from time to time by notice given hereunder.
13. Assi¢nment. This Agreement may not be assigned, in whole or in part, by any
party without the prior written consent of the other parties.
14. Counterparts. This Agreement may be executed in several counterparts, each of
which will be regarded as an original and all of which will constitute one and the same
document.
15. Amendments. This Agreement cannot be amended except in writing signed by
the Authority, the County and the Bank.
16. Authority's Request for Information. The Bank agrees to furnish to the
Authority on request such information with respect to the debt service paid or to be paid on the
2018 Bonds as the Authority or its auditors may reasonably request.
17. Miscellaneous. This Agreement is made solely for the benefit of each of the
parties and their respective successors and assigns. If this Agreement or any documents set forth
in Section I I(c)(i) hereof are the subject of any litigation, any attorney's fees incurred by the
Authority or the County shall be recoverable from the County. This Agreement contains the
entire agreement among the parties with respect to the purchase of the 2018 Bonds by the Bank,
supersedes all prior arrangements or understandings with respect thereto and may not be
modified except in writing signed by all the parties.
18. Attorney Fees. If the Authority shall default in any of its obligations under this
Agreement and the Bank employs an attorney or attorneys to assist in the enforcement of the
terms and provisions of this Agreement or to modify this Agreement, or if the Bank voluntarily
or otherwise should become a party to any suit or legal proceeding (including a proceeding
conducted under the Bankruptcy Code) in connection with this Agreement, the Authority and the
County shall pay, but only to the extent permitted by law and solely from the legally available
funds, all reasonable attorneys' fees incurred by the Bank and all related costs of collection or
enforcement that may be incurred by the Bank.
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Very truly yours,
BRANCH BANKING AND TRUST COMPANY
Confirmed and Accepted:
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
COUNTY OF PITTSYLVANIA, VIRGINIA
Name:
Title:
Approved as to form:
J. Vaden Hunt, County Attorney
[Signature Page to Bond Purchase Agreement]
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EXHIBIT A
FORM OF 2018A BOND
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EXHIBIT B
FORM OF 2018B BOND
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This document has been prepared by
and, after recording, please return to:
Christopher G. Kulp
Hunton & Williams LLP
951 East Byrd Street
Richmond, Virginia 23219
Tax Parcel Number: [98 -A -87-H] [County to confirm no changes]
RECORDER'S NOTE: THE INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA, AND THE COUNTY OF PITTSYLVANIA, VIRGINIA,
ARE EXEMPT FROM RECORDATION TAXES PURSUANT TO SECTION 58.1-811(E) OF
THE CODE OF VIRGINIA OF 1950, AS AMENDED, AND CLERK'S FEES PURSUANT TO
SECTION 17.1-266 OF THE CODE OF VIRGINIA OF 1950, AS AMENDED.
FIRST AMENDMENT TO GROUND LEASE
THIS FIRST AMENDMENT TO GROUND LEASE dated as of January 1, 2018 (this
"First Amendment"), by and between the COUNTY OF PITTSYLVANIA, VIRGINIA, a
political subdivision of the Commonwealth of Virginia (the "County"), as lessor and grantor for
indexing purposes, and the INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA, a political subdivision of the Commonwealth of
Virginia (the "Lessee"), as lessee and grantee for indexing purposes, provides:
WITNESSETH:
WHEREAS, the Lessee has previously issued its Lease Revenue and Refunding Bond
(County Government Project), Series 2006 (the "2006 Bond"), for the benefit of the County and
its residents;
WHEREAS, to provide security for the 2006 Bond, the Lessee and the County entered
into a Ground Lease dated as of April 1, 2006, and filed of record on April 27, 2006, in the
Clerk's Office of the Circuit Court of Pittsylvania County, Virginia, as Instrument #060003244
(the "Original Ground Lease");
WHEREAS, at the request of the County, the Lessee has determined to issue its (a)
$1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax -Exempt) (the
"2018A Bond"), to (i) finance (A) the acquisition and installation of landfill equipment, (B) the
acquisition and installation of a centrifugal water-cooled chiller for the courthouse building and
(C) the acquisition, renovation and equipping of an existing building to convert it for public
library purposes (collectively, the "2018A Project") and (ii) pay related costs of issuance, and (b)
$1,079,198 Lease Revenue Bond (County Projects), Series 2018B (Federally Taxable) (the
"2018B Bond" and, together with the 2018A Bond, the "2018 Bonds"), to (i) finance the
acquisition and upfit of an industrial facility in the Ringgold area (the "2018B Project" and,
together with the 2018A Project, the "2018 Projects") and (ii) pay related costs of issuance;
i,
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WHEREAS, the County and the Lessee now desire to amend and modify the terms of
the Original Ground Lease for the purpose of securing, on a parity basis with the 2006 Bond, the
2018 Bonds and any additional bonds authorized and issued by the Authority (at the request and
with the approval of the County);
NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter
contained and other valuable consideration, the parties hereto covenant and agree as follows:
Section 1. Term. Section 3 of the Original Ground Lease is hereby amended to
extend the term thereof, which shall now end at 11:59 p.m. on [February 1, 20291, unless such
term is sooner terminated or relinquished as provided in the Original Ground Lease.
Section 2. Purpose. Section 5 of the Original Ground Lease is hereby amended to
allow the use of the Real Estate and the Project as collateral in financing the 2018 Projects and
any future projects approved by both the County and the Authority.
Section 3. Effect on Original Ground Lease; Ratification. Except as amended
hereby, the Original Ground Lease is hereby ratified and confirmed and shall remain in full force
and effect with respect to, and as security for, the 2006 Bond and the 2018 Bonds and any
additional bonds issued by the Authority (at the request of the County) and, by their terms,
secured on a parity basis with the 2006 Bond and the 2018 Bonds.
Section 4. Counterparts. This First Amendment may be executed in any number of
counterparts, each of which shall be deemed to be an original and all of which together shall
constitute but one and the same First Amendment.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK;
SIGNATURES APPEAR ON THE FOLLOWING PAGES]
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IN WITNESS WHEREOF, the parties have caused this First Amendment to Ground
Lease to be duly executed by their duly authorized representatives.
COUNTY OF PITTSYLVANIA, VIRGINIA
County Administrator
Approved as to form:
County Attorney
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the County Administrator of the County
of Pittsylvania, Virginia, appeared before me and personally acknowledged the same in my
jurisdiction aforesaid. Such person is personally known to me or has presented satisfactory
evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public
My commission expires:
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the County Attorney of the County of
Pittsylvania, Virginia, appeared before me and personally acknowledged the same in my
jurisdiction aforesaid. Such person is personally known to me or has presented satisfactory
evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
[Signature Page to First Amendment to Ground Lease]
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INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
Chairman
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the Chairman of the Industrial
Development Authority of Pittsylvania County, Virginia, appeared before me and personally
acknowledged the same in my jurisdiction aforesaid. Such person is personally known to me or
has presented satisfactory evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public
My commission expires:
[Signature Page to First Amendment to Ground Lease]
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Seen and consented to:
BRANCH BANKING AND TRUST COMPANY
[Title]
COMMONWEALTH OF VIRGINIA )
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the [_] of Branch Banking and
Trust Company, appeared before me and personally acknowledged the same in my jurisdiction
aforesaid. Such person is personally known to me or has presented satisfactory evidence of
identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
[Signature Page to First Amendment to Ground Lease]
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This document has been prepared by
and, after recording, please return to:
Christopher G. Kulp
Hunton & Williams LLP
951 East Byrd Street
Richmond, Virginia 23219
Tax Parcel Number: [98 -A -87-H] [County to confirm no changes]
RECORDER'S NOTE: THE INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA, AND THE COUNTY OF PITTSYLVANIA, VIRGINIA,
ARE EXEMPT FROM RECORDATION TAXES PURSUANT TO SECTION 58.1-811(E) OF
THE CODE OF VIRGINIA OF 1950, AS AMENDED, AND CLERK'S FEES PURSUANT TO
SECTION 17.1-266 OF THE CODE OF VIRGINIA OF 1950, AS AMENDED.
FIRST AMENDMENT TO LEASE AGREEMENT
THIS FIRST AMENDMENT TO LEASE AGREEMENT dated as of January 1, 2018
(this "First Amendment"), by and between the INDUSTRIAL DEVELOPMENT
AUTHORITY OF PITTSYLVANIA COUNTY, VIRGINIA, a political subdivision of the
Commonwealth of Virginia (the "Authority"), as lessor and grantor for indexing purposes, and
the COUNTY OF PITTSYLVANIA, VIRGINIA (the "County"), as lessee and grantee for
indexing purposes;
WITNESSETH:
WHEREAS, the Authority and the County have previously entered into a Lease
Agreement dated as of April 1, 2006, and filed of record on April 27, 2006, in the Clerk's Office
of the Circuit Court of Pittsylvania County, Virginia, as Instrument #060003247 (the "Original
Lease Agreement" and, together with this First Amendment, the "Amended Lease Agreement");
WHEREAS, the Authority has previously issued its Lease Revenue and Refunding Bond
(County Government Project), Series 2006 (the "2006 Bond"), and loaned the proceeds thereof
to the County pursuant to the terms of the Original Lease Agreement to finance and refinance
portions of the Project (as defined in the Original Lease Agreement);
WHEREAS, pursuant to a Ground Lease dated as of April 1, 2006 (the "Original Ground
Lease"), the Authority acquired a leasehold interest in the Real Estate (as defined in the Original
Lease Agreement) and the Project;
WHEREAS, in consideration of such loan and as security for the 2006 Bond, the County
leased the Real Estate and the Project back from the Authority pursuant to the terms of the
Original Lease Agreement and agreed to make rental payments therefor, subject to appropriation
by the County Board of Supervisors (the "Board of Supervisors") from time to time of sufficient
moneys to pay the principal of and premium, if any, and interest on the 2006 Bond;
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WHEREAS, at the request of the County, the Lessee has agreed to issue its (a)
$1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax -Exempt) (the
"2018A Bond"), to (i) finance (A) the acquisition and installation of landfill equipment, (B) the
acquisition and installation of a centrifugal water-cooled chiller for the courthouse building and
(C) the acquisition, renovation and equipping of an existing building to convert it for public
library purposes (collectively, the "2018A Project") and (ii) pay related costs of issuance, and (b)
$1,079,198 Lease Revenue Bond (County Projects), Series 2018B (Federally Taxable) (the
"2018B Bond" and, together with the 2018A Bond, the "2018 Bonds"), to (i) finance the
acquisition and upfit of an industrial facility in the Ringgold area (the "2018B Project" and,
together with the 2018A Project, the "2018 Projects") and (ii) pay related costs of issuance;
WHEREAS, the County and the Authority now desire to amend the schedule of Basic
Rent (as defined in the Original Lease Agreement) payments to equal the amount of debt service
payments on the outstanding portion of the 2006 Bond and the 2018 Bonds;
WHEREAS, the Authority and the County have entered into a First Amendment to
Ground Lease dated as of January 1, 2018 (the "First Amendment to Ground Lease" and,
together with the Original Ground Lease, the "Amended Ground Lease"), pursuant to which the
Authority has agreed to modify the terms of the Original Ground Lease to reflect the issuance of
the 2018 Bonds;
WHEREAS, the 2018 Bonds are being issued and sold pursuant to a Bond Purchase
Agreement dated January 30, 2018 (the "2018 Purchase Agreement"), between the Authority, the
County and Branch Banking and Trust Company (the `Bank"), and will be secured on a parity
with the outstanding portion of the 2006 Bond by an assignment to the Bank (including its
successors and assigns), as the holder of the 2006 Bond and the 2018 Bonds, of certain of the
Authority's rights under the Amended Ground Lease and the Amended Lease Agreement;
WHEREAS, pursuant to the terms of the Amended Lease Agreement, the County has
agreed to lease the Real Estate and the Project back from the Authority and has undertaken,
subject to the appropriation by the Board of Supervisors from time to time of sufficient amounts
for such purposes, to make payments of Basic Rent and certain Additional Rent (as defined in
the Original Lease Agreement) that will be sufficient to pay the principal of and premium, if any,
and interest on the outstanding portion of the 2006 Bond and the 2018 Bonds as the same shall
become due and payable; and
NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter
contained and other valuable consideration, the parties hereto covenant and agree as follows:
Section 1. Defined Terms. Unless otherwise indicated, all capitalized terms used
herein shall the meanings given in the Original Lease Agreement.
Section 2. References to Certain Defined Terms. The Original Lease Agreement is
hereby amended as follows:
(a) Basic Documents. The capitalized term "Basic Documents" is amended to
include the 2018 Purchase Agreement.
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(b) Bond. Except as otherwise indicated herein or as the context otherwise
demands, all references to the capitalized term `Bond" are amended to refer to "Bonds," and all
such provisions shall apply to the 2018 Bonds in the same manner as they apply to the 2006
Bond. "Bonds" means any bonds secured by and payable from the installments of Basic Rent
(including but not limited to the 2006 Bond and the 2018 Bonds).
(c) Cost or Cost of the Project. All references to the capitalized term "Cost of
the Project' are amended to refer to "Cost of the Projects." "Cost of the Projects" means the cost
of construction, the cost of acquisition of all lands, structures, rights-of-way, franchises,
easements and other property rights and interests, the cost of demolishing, removing or
relocating any buildings or structures on land acquired, the cost of all labor, materials, machinery
and equipment, financing charges, interest on all bonds and notes prior to and during
construction and development and, it hereby being deemed advisable by the Authority, for a
period not exceeding one year after completion of such construction and development, cost of
engineering, financial and legal services, plans, specifications, studies, surveys, estimates of cost
and of revenues, other expenses necessary or incident to determining the feasibility or
practicability of constructing any portion of the Project or the 2018 Projects, administrative
expenses, provisions for working capital, reserves for interest and for extensions, enlargements,
additions and improvements, the cost of acquisition and installation of furnishings and
equipment, such other expenses as may be necessary or incident to the construction or renovation
of any portion of the Project or the 2018 Projects, the financing of such construction and
development and the placing of any portion of the completed Project or 2018 Projects in
operation and such other costs as may be permitted by the Act.
(d) Payment of Bond. All references to the capitalized term "Payment of the
Bond" are amended to refer to "Payment of the Bonds." "Payment of the Bonds" means
payment, or provision for payment, in full of the principal of and premium, if any, and interest
on any outstanding Bonds.
Section 3. Representations by Authority. The Authority makes the following
representations as the basis for its undertakings under the Amended Lease Agreement:
(a) The Authority is a political subdivision of the Commonwealth, duly
created by the Act.
(b) The undertaking by the Authority to finance the 2018 Projects and to lease
the Real Estate and the Project to the County has been authorized, as required by the Act, by the
affirmative vote of a majority of the members of the Authority present at a meeting at which a
quorum was present and acting throughout. The Authority confirms that the issuance of the 2018
Bonds and the use of the proceeds thereof as contemplated herein will be in furtherance of the
public purposes for which the Authority was created.
(c) The Authority has the power to finance the 2018 Projects and to lease the
Real Estate and the Project to the County.
(d) The Authority (i) has the power to enter into and to cavy out its
obligations under the Basic Documents to which it is a party and to issue the 2018 Bonds to
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finance the 2018 Projects and pay the related Costs of Issuance, (ii) by proper action has duly
authorized the execution and delivery of, and performance of its obligations under, the Basic
Documents to which it is a party and the issuance of the 2018 Bonds and (iii) has duly executed
and delivered the other Basic Documents to which it is a party and issued and delivered the 2018
Bonds.
(e) (i) The Authority is not in default under or in violation of (A) the Basic
Documents to which it is a party or (B) the 2018 Bonds, and (ii) the execution and delivery and
compliance by the Authority with the terms and conditions thereof will not conflict with or
constitute or result in a default under or violation of the Act or any other existing law, rule or
regulation applicable to the Authority.
(f) The execution and delivery and compliance by the Authority with the
terms and conditions of (i) the Basic Documents to which it is a party and (ii) the 2018 Bonds
will not conflict with, constitute or result in a default under or violation of any indenture,
mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or other agreement,
instrument or restriction of any kind to which the Authority or any of its assets is subject.
(g) No further approval, consent or withholding of objection on the part of
any regulatory body or any federal, state or local official is required in connection with (i) the
issuance and delivery of the 2018 Bonds by the Authority or (ii) the execution or delivery of or
compliance by the Authority with the terms and conditions of the Basic Documents to which it is
a party or the 2018 Bonds.
(h) No litigation, inquiry or investigation of any kind in or by any judicial or
administrative court or agency is pending or, to the Authority's knowledge, threatened against it
with respect to (i) the creation and existence of the Authority, (ii) its authority to execute and
deliver the Basic Documents to which it is party or the 2018 Bonds, (iii) the validity or
enforceability of any of such instruments, (iv) the title of any officer of the Authority who
executed such instruments or (v) any authority or proceedings related to the execution and
delivery of such instruments on behalf of the Authority (and no such authority or proceeding has
been repealed, revoked, rescinded or amended).
(i) To its knowledge, the Authority is not in violation of (i) the Trading with
the Enemy Act (50 U.S.C. App. Sec. 1 et seq), as amended, (ii) any of the foreign assets control
regulations issued by the Office of Foreign Assets Control of the United States Treasury
Department ("OFAC") and any executive order related thereto, or (iii) the U.S. Patriot Act, and
further that it (x) is not subject to sanctions administered by OFAC or the U.S. Department of
State or (y) has not engaged in any dealing or transactions with, or is otherwise associated with,
any person subject to such sanctions.
Section 4. Representations by County. The County makes the following
representations as the basis for its undertakings under the Amended Lease Agreement:
(a) The County is a political subdivision of the Commonwealth.
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(b) The County has the power to enter into and to perform its obligations
under the Basic Documents to which it is a party and by proper action has duly authorized the
execution and delivery of the Basic Documents to which it is a party.
(c) The County is not in default in the payment of the principal of or interest
on any of its indebtedness for borrowed money and is not in default under any instrument under
and subject to which any indebtedness has been incurred, and no event has occurred and is
continuing under the provisions of any such agreement that, with the lapse of time or the giving
of notice, or both, would constitute such an event of default.
(d) (i) The County is not in default under or in violation of any of the Basic
Documents to which it is a party, (ii) the execution, delivery and compliance by the County with
the terms and conditions thereof will not conflict with or constitute or result in a default under or
violation of (A) the Act or any other existing law, rule or regulation applicable to the County or
(B) any indenture, mortgage, deed of trust, lien, lease, contract, note, order, judgment, decree or
other agreement, instrument or restriction of any kind to which the County or any of its assets is
subject, and (iii) no event has occurred and is continuing that, with the lapse of time or the giving
of notice, or both, would constitute or result in such a default or violation.
(e) No further approval, consent or withholding of objection on the part of
any regulatory body or any federal or local official is required in connection with (i) the
execution and delivery by the County of the Basic Documents to which it is a party or (ii) the
performance by the County of its obligations thereunder.
(f) No litigation, inquiry or investigation of any kind or by any judicial or
administrative court or agency is pending or, to the County's knowledge, threatened against it (i)
in which any liability of the County is not adequately covered by insurance or (ii) in which any
judgment or order (A) would have a material adverse effect upon the activities or assets of the
County or (B) would have a material adverse effect on the operation of the Project or the validity
or performance of the County's obligations under the Basic Documents to which it is a party.
(g) The Project remains necessary and essential to the proper, efficient and
economic operation of the County.
(h) To its knowledge, the County is not in violation of (i) the Trading with the
Enemy Act (50 U.S.C. App. Sec. 1 et seq), as amended, (ii) any of the foreign assets control
regulations issued by OFAC and any executive order related thereto, or (iii) the U.S. Patriot Act,
and further that it (x) is not subject to sanctions administered by OFAC or the U.S. Department
of State or (y) has not engaged in any dealing or transactions with, or is otherwise associated
with, any person subject to such sanctions.
Section 5. Financing of 2018 Projects. Subject to the provisions of Section 12.6 of
the Amended Lease Agreement, the Authority agrees to cause the 2018 Projects to be acquired,
constructed and/or developed substantially in accordance with the wishes of the County.
Section 6. Additional Costs; Delay in Completion of 2018 Projects. If the
proceeds of the 2018 Bonds are not sufficient to pay in full the Cost of the 2018 Projects, the
County will, subject to Section 5.6(b) of the Amended Lease Agreement, provide for the
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payment of the excess costs to complete the 2018 Projects. The County will not by reason of the
payment of such excess costs be entitled to any reimbursement from the Authority or to any
abatement, diminution or postponement of any amounts payable under the Amended Lease
Agreement, nor will there be any diminution in or postponement of the payments required to be
paid by the County pursuant to Section 5.2 of the Amended Lease Agreement if for any reason
the 2018 Projects or any portion thereof are not completed or is not completed on schedule.
Section 7. Disclaimer of Warranty. The 2018 Projects are being acquired,
constructed and/or developed at the request of the County or the Authority, as applicable, and by
contractors, architects, engineers and suppliers approved by them. THE BANK MAKES NO
REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO THE
MERCHANTABILITY, CONDITION OR FITNESS OF ANY PORTION OF THE 2018
PROJECTS FOR THE COUNTY OR THE AUTHORITY'S PURPOSES OR TO THE
EXTENT THE PROCEEDS OF THE 2018 BONDS WILL BE SUFFICIENT TO PAY THE
COSTS INCURRED IN CONNECTION WITH THE 2018 PROJECTS.
Section 8. Term. Section 5.1 of the Original Lease Agreement is hereby amended to
extend the Lease Term, which shall now terminate at the earlier of (a) [February 1, 2029], and
Payment of the Bonds.
Section 9. Rental Payments. The Schedule of Rental Payments attached as
Exhibit C to the Original Lease Agreement is hereby replaced in its entirety by the Schedule of
Rental Payments attached hereto as Exhibit A.
Section 10. Interest Rate Adjustment Provisions.
(a) The provisions of Section 5.3 of the Original Lease Agreement shall not
apply to the 2018 Bonds.
(b) The interest rate on the principal installments of Basic Rent allocable to
the 2018A Bond shall be subject to adjustment upon (i) a Determination of Taxability (as defined
in the 2018 Purchase Agreement) or (ii) a Determination of Non -Bank -Qualified Status in
accordance with the provisions of the 2018A Bond and Section 2(d) of the 2018 Purchase
Agreement. Upon the occurrence of either (i) or (ii) above, the Schedule of Rental Payments
shall be revised to reflect the new interest installments of Basic Rent resulting from the adjusted
interest rate on the 2018 Bond.
Section 11. Prepayment of Rental Payments. Section 5.4 of the Original Lease
Agreement is hereby amended and restated to read as follows:
"Section 5.4 Optional Prepayment of Rental Payments. So long as all payments
then due pursuant to Section 5.2(a) have been paid:
(a) the County may elect by ten (10) days' prior written notice to the Authority and the
Bank to make prepayments of Basic Rent to be applied to the prepayment of the 2006
Bond in whole, on any January 15 or July 15, upon payment of the principal amount of
the 2006 Bond to be prepaid, plus accrued interest to the prepayment date and a
3
P96
prepayment premium equal to one percent (1%) of the principal amount to be prepaid;
and
(b) the County may elect by ten (10) days' prior written notice to the Authority and the
Bank to make prepayments of Basic Rent to be applied to the prepayment of one or both
of the 2018 Bonds, in whole or in part, at any time, upon payment of the principal amount
of the bond(s) to be prepaid, plus accrued interest to the prepayment date and a
prepayment premium equal to one percent (1%) of the principal amount to be prepaid."
Section 12. Covenant Not to Affect Tax -Exempt Status of 2018A Bond; Other
Provisions Related to Maintenance of Tax -Exempt Status of 2018A Bond. Notwithstanding
any other provisions of the Amended Lease Agreement, the provisions of Section 8.4 of the
Original Lease Agreement shall apply to the 2018A Bond in the same manner as they apply to
the 2006 Bond. Furthermore, any other provisions of the Original Lease Agreement that provide
for the maintenance of the tax-exempt status of the 2006 Bond (including but not limited to
Section 9.2(b) thereof) shall apply to the 2018A Bond in the same manner as they apply to the
2006 Bond. None of such provisions shall apply to the 2018B Bond.
Section 13. Events of Default; Opportunity to Cure. Section 10.1(a)(1) of the
Original Lease Agreement is hereby amended and restated to read as follows: "Failure by the
County to pay when due any payment to be made under Section 5.2(a), which failure continues
for a period of ten (10) days."
Section 14. Effect on Original Lease Agreement. Except as herein supplemented,
modified or amended, the Original Lease Agreement is hereby ratified and confirmed and shall
remain in full force and effect.
Section 15. Counterparts. This First Amendment may be executed in any number of
counterparts, each of which shall be deemed to be an original and all of which together shall
constitute but one and the same First Amendment.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK;
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IN WITNESS WHEREOF, the parties have caused this First Amendment to Lease
Agreement to be duly executed by their duly authorized representatives.
COUNTY OF PITTSYLVANIA, VIRGINIA
:A
Approved as to form:
County Attorney
COMMONWEALTH OF VIRGINIA
County Administrator
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the County Administrator of the County
of Pittsylvania, Virginia, appeared before me and personally acknowledged the same in my
jurisdiction aforesaid. Such person is personally known to me or has presented satisfactory
evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the County Attorney of the County of
Pittsylvania, Virginia, appeared before me and personally acknowledged the same in my
jurisdiction aforesaid. Such person is personally known to me or has presented satisfactory
evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
[Signature Page to First Amendment to Lease Agreement]
P98
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
Chairman
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the Chairman of the Industrial
Development Authority of Pittsylvania County, Virginia, appeared before me and personally
acknowledged the same in my jurisdiction aforesaid. Such person is personally known to me or
has presented satisfactory evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #_
My commission expires:
[Signature Page to First Amendment to Lease Agreement]
P99
H& W Draft 1/10/2018
Seen and consented to:
BRANCH BANKING AND TRUST COMPANY
itz
COMMONWEALTH OF VIRGINIA
[Title]
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the [] of Branch Banking and
Trust Company, appeared before me and personally acknowledged the same in my jurisdiction
aforesaid. Such person is personally known to me or has presented satisfactory evidence of
identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public
My commission expires:
[Signature Page to First Amendment to Lease Agreement]
Pt 00
a
H& W Draft 1/10/2018
This document has been prepared by
and, after recording, please return to:
Christopher G. Kulp
Hunton & Williams LLP
951 East Byrd Street
Richmond, Virginia 23219
Tax Parcel Number: [98 -A -87-H] [County to confirm no changes]
THIS FIRST AMENDMENT TO DEED OF TRUST AND SECURITY AGREEMENT IS
EXEMPT FROM RECORDATION TAXES PURSUANT TO VIRGINIA CODE § 58.1-
811(B)(4).
FIRST AMENDMENT TO DEED OF TRUST AND SECURITY AGREEMENT
THIS FIRST AMENDMENT TO DEED OF TRUST AND SECURITY
AGREEMENT (this "First Amendment"), made as of January 1, 2018, between the
INDUSTRIAL DEVELOPMENT AUTHORITY OF PITTSYLVANIA COUNTY,
VIRGINIA, a political subdivision of the Commonwealth of Virginia, as grantor for recording
purposes (the "Authority"), and BB&T-VA COLLATERAL SERVICE CORPORATION, a
Virginia corporation whose business address is 901 East Byrd Street, Suite 600, Richmond, VA
23219-4052, as trustee and as grantee for recording purposes (together with any successors in
such capacity, the "Deed of Trust Trustee"), amends a Deed of Trust and Security Agreement
made as of April 1, 2006, and recorded in the Clerk's Office of the Circuit Court of Pittsylvania
County as Instrument #06-03246 and re-recorded as Instrument #06-03304 (the "Original Deed
of Trust" and, as amended by this First Amendment, the "Amended Deed of Trust"), from the
Authority to the Deed of Trust Trustee for the benefit of Branch Banking and Trust Company
(the "Bank") as holder of the Authority's Lease Revenue and Refunding Bond (County
Government Project), Series 2006 (the "2006 Bond"), and provides:
WITNESSETH:
WHEREAS, the Authority and the Bank have entered into a Bond Purchase Agreement
dated January 30, 2018 (the "2018 Purchase Agreement"), providing for the issuance and sale of
the Authority's $1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally
Tax -Exempt) (the "2018A Bond"), and $1,079,198 Lease Revenue Bond (County Projects),
Series 2018B (Federally Taxable) (the "2018B Bond" and, together with the 2018A Bond, the
"2018 Bonds");
WHEREAS, the 2018 Bonds will be secured by an
Authority's rights under (a) a Ground Lease dated as of April
Amendment to Ground Lease dated as of January 1, 2018
P102
assignment to the Bank of the
1, 2006, as amended by a First
each between the County of
ll
Pittsylvania, Virginia (the "County"), and the Authority, and (b) a Lease Agreement dated as of
April 1, 2006, as amended by a First Amendment to Lease Agreement dated as of January 1,
2018 (collectively, the "Amended Lease Agreement"), each between the Authority and the
County (except the Authority's rights to (i) receive payment of its fees and expenses, (ii) receive
notices, (iii) obtain indemnification and (iv) give consents); and
WHEREAS, the Authority also desires to secure the 2018 Bonds and any additional
bonds authorized and issued by the Authority (at the request and with the approval of the
County) by granting a lien on its leasehold rights in the Project (as defined in the Amended
Lease Agreement) pursuant to the Amended Deed of Trust;
NOW, THEREFORE, THIS FIRST AMENDMENT TO DEED OF TRUST AND
SECURITY AGREEMENT FURTHER WITNESSETH:
The Authority hereby covenants and agrees with the Deed of Trust Trustee, for the
benefit of the Bank, as follows:
Section 1. The provisions of the Original Deed of Trust are hereby amended to apply
for the pro rata benefit of the holder(s) of the 2006 Bond (which matures on July 15, 2019), the
2018A Bond (which matures on February 1, 2028), the 2018B Bond (which matures on February
1, 2029) and any additional bonds issued by the Authority (at the request and with the approval
of the County) and, by their terms, secured on a parity basis with the 2006 Bond and the 2018
Bonds (collectively, the "Bonds"). All references in the Original Deed of Trust to the 2006 Bond
(defined as the "Bond" in the Original Deed of Trust) are hereby amended to refer to the Bonds.
Section 2. All references in the Original Deed of Trust to the "Ground Lease" and the
"Lease" shall refer to the Amended Ground Lease and the Amended Lease Agreement,
respectively, as such documents may be further supplemented and amended in the future.
Section 3. Section 4(b) of the Original Deed of Trust is hereby amended and restated
to read as follows: "Payment of principal of or interest on any of the Bonds is not made when
due (other than as a result of failure of the County to appropriate moneys for such payment) and
which failure to pay continues for a period of ten (10) days; and".
Section 4. The second sentence of Section 6(c) of the Original Deed of Trust is
hereby amended and restated to read as follows: "The Authority agrees (but only to the extent
permitted by law and solely from the revenues derived from the Amended Lease Agreement) to
indemnify and save the Deed of Trust Trustee harmless, or cause to be indemnified and held
harmless, the Deed of Trust Trustee against any loss, liability or expense that it may incur in the
exercise and performance of its powers and duties hereunder or the administration of this trust or
as a result of serving as a Deed of Trust Trustee hereunder, and not due to its gross negligence or
bad faith."
Section 5. Except as supplemented, modified or amended hereby and by the
incorporation of any amended definitions of terms defined in the Amended Lease Agreement, the
Original Deed of Trust is hereby ratified and confirmed and shall remain in full force and effect.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK;
2
P103
SIGNATURES APPEAR ON THE FOLLOWING PAGES]
P104
IN WITNESS WHEREOF, the Authority has caused this First Amendment to Deed of
Trust and Security Agreement to be executed by its duly authorized representative.
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
sy
Chairman
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the Chairman of the Industrial
Development Authority of Pittsylvania County, Virginia, appeared before me and personally
acknowledged the same in my jurisdiction aforesaid. Such person is personally known to me or
has presented satisfactory evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
[Signature Page to First Amendment to Deed of Trust]
P105
Seen and consented to:
BB&T-VA COLLATERAL SERVICE
CORPORATION
am
COMMONWEALTH OF VIRGINIA
[Title]
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the [] of BB&T-VA Collateral
Service Corporation, appeared before me and personally acknowledged the same in my
jurisdiction aforesaid. Such person is personally known to me or has presented satisfactory
evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public
My commission expires:
[Signature Page to First Amendment to Deed of Trust]
P106
Seen and consented to:
BRANCH BANKING AND TRUST COMPANY
[Title]
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the r of Branch Banking and
Trust Company, appeared before me and personally acknowledged the same in my jurisdiction
aforesaid. Such person is personally known to me or has presented satisfactory evidence of
identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
[Signature Page to First Amendment to Deed of Trust]
P107
H& W Draft 1/10/2018
This document has been prepared by
and, after recording, please return to:
Christopher G. Kulp
Hunton & Williams LLP
951 East Byrd Street
Richmond, Virginia 23219
Tax Parcel Number: [98 -A -87-H] [County to confirm no changes]
(This conveyance is exempt from recordation taxes pursuant to Section 58.1-810 of the Code of
Virginia of 1950, as amended.)
FIRST AMENDMENT TO ASSIGNMENT OF RENTS AND LEASES
THIS FIRST AMENDMENT TO ASSIGNMENT OF RENTS AND LEASES dated
as of January 1, 2018 (this "First Amendment"), by and between the INDUSTRIAL
DEVELOPMENT AUTHORITY OF PITTSYLVANIA COUNTY, VIRGINIA, a political
subdivision of the Commonwealth of Virginia (the "Assignor"), as grantor for indexing
purposes, and BRANCH BANKING AND TRUST COMPANY, a North Carolina banking
corporation with a business office in Richmond, Virginia (the "Assignee"), as grantee for
indexing purposes;
WITNESSETH:
WHEREAS, the Assignor and the Assignee have previously entered into an Assignment
of Rents and Leases dated as of April 1, 2006, and filed of record on April 27, 2006, as
Instrument #06-03245 and refiled on April 28, 2006, as Instrument #06-03305 (the "Original
Assignment" and, together with this First Amendment, the "Amended Assignment");
WHEREAS, the Assignor and the Assignee have entered into a Bond Purchase
Agreement dated January 30, 2018, which provides for the issuance and sale of the Assignor's
$1,803,802 Lease Revenue Bond (County Projects), Series 2018A (Federally Tax -Exempt), and
$1,079,198 Lease Revenue Bond (County Projects), Series 2018B (Federally Taxable)
(collectively, the "2018 Bonds");
WHEREAS, the Assignor desires to secure the 2018 Bonds and any additional bonds
authorized and issued by the Assignor (at the request and with the approval of the County) by an
assignment to the Assignee of the Assignor's rights under (a) a Ground Lease dated as of April 1,
2006, as amended by a First Amendment to Ground Lease dated as of January 1, 2018, each
between the County of Pittsylvania, Virginia (the "County"), and the Assignor and (b) a Lease
Agreement dated as of April 1, 2006, as amended by a First Amendment to Lease Agreement
dated as of January 1, 2018 (collectively, the "Amended Lease Agreement"), each between the
Assignor and the County (except the Assignor's rights to (i) receive payment of its fees and
expenses, (ii) receive notices, (iii) obtain indemnification and (iv) give consents);
P108
WHEREAS, pursuant to the Amended Lease Agreement, the County has undertaken,
subject to the appropriation by the County Board of Supervisors from time to time of sufficient
amounts for such purposes, to make payments of Basic Rent that will be sufficient to pay the
principal of and premium, if any, and interest on the Assignor's $2,900,000 Lease Revenue and
Refunding Bond (County Government Project), Series 2006 ("2006 Bond"), and the 2018 Bonds
(together with the 2006 Bond, the "Outstanding Bonds") as the same shall become due; and
WHEREAS, the Outstanding Bonds shall be further secured by a Deed of Trust and
Security Agreement dated as of April 1, 2006, as amended by a First Amendment to Deed of
Trust and Security Agreement dated as of January 1, 2018, from the Assignor to BB&T-VA
Collateral Service Corporation (the "Deed of Trust Trustee"), pursuant to which the Assignor has
granted the Deed of Trust Trustee a lien on its leasehold rights in the Project and the Real Estate;
NOW, THEREFORE, for and in consideration of the mutual covenants hereinafter
contained and other valuable consideration, the receipt of which is acknowledged, the Assignor
and the Assignee amend the Original Assignment as follows:
1. The provisions of the Original Assignment are hereby amended to apply for the
pro rata benefit of the holder(s) of the Outstanding Bonds and any additional bonds issued by the
Assignor (at the request and with the approval of the County) and, by their terms, secured on a
parity basis with the Outstanding Bonds (collectively, the "Bonds"). All references in the
Original Assignment to the 2006 Bond (defined as the "Bond" in the Original Assignment) are
hereby amended to refer to the Bonds.
2. All references in the Original Assignment to the "Lease" are hereby amended to
refer to the Amended Lease Agreement as it may be further supplemented and amended in the
future.
3. Except as supplemented, modified or amended hereby and by the incorporation of
any amended definitions of terms defined in the Amended Lease Agreement, the Original
Assignment is hereby ratified and confirmed and shall remain in full force and effect.
4. This First Amendment may be executed in any number of counterparts, each of
which shall be deemed to be an original and all of which together shall constitute but one and the
same First Amendment.
5. This First Amendment shall have an effective date of January 1, 2018.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK;
SIGNATURES APPEAR ON THE FOLLOWING PAGES]
P109
IN WITNESS WHEREOF, the Assignor and the Assignee have caused this First
Amendment to Assignment of Rents and Leases to be executed by their duly authorized
representatives.
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
M
Chairman
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the Chairman of the Industrial
Development Authority of Pittsylvania County, Virginia, appeared before me and personally
acknowledged the same in my jurisdiction aforesaid. Such person is personally known to me or
has presented satisfactory evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #.
My commission expires:
[Signature Page to First Amendment to Assignment of Rents and Leases]
P110
BRANCH BANKING AND TRUST COMPANY
Lo
COMMONWEALTH OF VIRGINIA
[Title]
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the [ of Branch Banking and
Trust Company, appeared before me and personally acknowledged the same in my jurisdiction
aforesaid. Such person is personally known to me or has presented satisfactory evidence of
identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
[Signature Page to First Amendment to Assignment of Rents and Leases]
Pill
Seen and consented to:
COUNTY OF PITTSYLVANIA, VIRGINIA
County Administrator
Approved as to form:
County Attorney
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the County Administrator of the County
of Pittsylvania, Virginia, appeared before me and personally acknowledged the same in my
jurisdiction aforesaid. Such person is personally known to me or has presented satisfactory
evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
COMMONWEALTH OF VIRGINIA
The undersigned Notary Public, in and for the jurisdiction aforesaid, hereby certifies that
the individual, whose name is signed to the foregoing as the County Attorney of the County of
Pittsylvania, Virginia, appeared before me and personally acknowledged the same in my
jurisdiction aforesaid. Such person is personally known to me or has presented satisfactory
evidence of identification.
GIVEN under my hand and seal this day of January, 2018.
Notary Public #
My commission expires:
[Signature Page to First Amendment to Assignment of Rents and Leases]
P112
RA -1
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
H& W Draft 1/10/2018
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
LEASE REVENUE BOND
(COUNTY PROJECTS)
SERIES 2018A (FEDERALLY TAX-EXEMPT)
INTEREST RATE MATURITY DATE DATED DATE
3.59% February 1, 2028 January 30, 2018
REGISTERED OWNER: BRANCH BANKING AND TRUST COMPANY
PRINCIPAL AMOUNT: ONE MILLION EIGHT HUNDRED THREE THOUSAND
EIGHT HUNDRED TWO DOLLARS ($1,803,802)
The INDUSTRIAL DEVELOPMENT AUTHORITY OF PITTSYLVANIA COUNTY,
VIRGINIA, a political subdivision of the Commonwealth of Virginia (the "Authority"), for value
received, promises to pay, solely from the revenues and other property pledged to the payment of
this Bond, to the Registered Owner of this Bond or its legal representative, the Principal Amount
stated above, and to pay solely from such source, interest on the unpaid principal amount of this
Bond from the Dated Date stated above at the annual Interest Rate stated above (subject to
adjustment as hereinafter provided). Payments of interest on this Bond will be due and payable
semiannually on February I and August 1, commencing August 1, 2018, and continuing through
and including the Maturity Date. Interest shall be computed on the basis of a 360 -day year of
twelve 30 -day months. Principal on this Bond is payable semiannually on each February 1 and
August 1, commencing on August 1, 2018, and ending on the Maturity Date, all as shown on
Schedule A hereto. Principal, premium, if any, and interest shall be payable in lawful money of
the United States of America. If not sooner paid, all interest on and principal of this Bond is
payable in full on the Maturity Date.
Principal of and premium, if any, and interest on this Bond will be payable (i) by check
or draft mailed to the Registered Owner at its address as it appears on the registration books kept
for that purpose by the Secretary of the Authority, who has been appointed the initial registrar for
this Bond (the "Registrar"), on the 15`h day of the month preceding each payment date or (ii) by
wire transfer pursuant to the most recent wire instructions received by the Registrar from the
Registered Owner. In case the date of payment or prepayment of this Bond is not a Business
Day (as defined in the hereinafter defined the Lease Agreement), then payment of the principal,
premium, if any, and interest need not be made on such date, but may be made on the next
succeeding Business Day, and, if made on such next succeeding Business Day, no additional
interest shall accrue for the period after such date of payment or prepayment.
P113
Capitalized terms used herein shall have the meanings given to them herein or in the
Lease Agreement.
The principal of, and premium, if any, and interest on this Bond are limited obligations of
the Authority and are payable solely from the revenues and other property pledged and assigned
to the Registered Owner under the terms of the Lease Agreement and the Bond Purchase
Agreement dated the date hereof (the "2018 Purchase Agreement'), between the Authority, the
County of Pittsylvania, Virginia (the "County"), and Branch Banking and Trust Company, as the
initial Registered Owner, to secure payment of this Bond. The principal of and premium, if any,
and interest on this Bond will not be deemed to constitute a debt of the Commonwealth of
Virginia or any of its political subdivisions other than the Authority. NEITHER THE
COMMONWEALTH OF VIRGINIA NOR ANY OF ITS POLITICAL SUBDIVISIONS,
INCLUDING THE AUTHORITY AND THE COUNTY, IS OBLIGATED TO PAY THE
PRINCIPAL OF OR PREMIUM, IF ANY, OR INTEREST ON THIS BOND OR OTHER
COSTS INCIDENT THERETO EXCEPT FROM THE REVENUES, MONEY OR PROPERTY
PLEDGED FOR SUCH PURPOSE, AND NEITHER THE FAITH AND CREDIT NOR THE
TAXING POWER OF THE COMMONWEALTH OF VIRGINIA OR ANY OF ITS
POLITICAL SUBDIVISIONS, INCLUDING THE AUTHORITY AND THE COUNTY, IS
PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR PREMIUM, IF ANY, OR
INTEREST ON THIS BOND OR OTHER COSTS INCIDENT THERETO. THE
AUTHORITY HAS NO TAXING POWER.
This Bond is authorized and issued by the Authority pursuant to the Industrial
Development and Revenue Bond Act, Chapter 49, Title 15.2, Code of Virginia of 1950, as
amended, for the purpose of providing funds to (a) finance (i) the acquisition and installation of
landfill equipment, (ii) the acquisition and installation of a centrifugal water-cooled chiller for
the courthouse building and (iii) the acquisition, renovation and equipping of an existing building
to convert it for public library purposes and (b) pay the related costs of issuance. The Project
and the Real Estate will be leased to the County pursuant to the Lease Agreement dated as of
April 1, 2006, as amended by the First Amendment to Lease Agreement dated as of January 1,
2018 (collectively, the "Lease Agreement'), each between the Authority and the County. Under
the terms of the Lease Agreement, the County has agreed to make rental payments to the
Authority for the lease of the Project and the Real Estate. The obligation of the County to make
payments under the Lease Agreement constitutes a current expense of the County, subject to
annual appropriation by the County. The limited remedies available to the Registered Owner if
funds are not appropriated by the County to make payments under the Lease Agreement are
described in the Lease Agreement. The obligation of the County to make payments under the
Lease Agreement constitutes neither a debt of the County within the meaning of any
constitutional or statutory limitation nor a liability of or lien or charge upon funds or property of
the County beyond any fiscal year for which the County Board of Supervisors has appropriated
moneys to make such payments. The Authority shall not have any obligation or liability to the
Registered Owner hereof with respect to payments to be made by the County under the Lease
Agreement or with respect to the performance by the County of any other covenant contained
therein.
-2-
P114
The Registered Owner, by acceptance of this Bond, agrees, before any sale, assignment
or transfer of this Bond, to note in the certificate at the foot of this Bond the aggregate amount of
all principal prepayments that have been made.
This Bond is secured by the Assignment of Rents and Leases dated as of April 1, 2006, as
amended by the First Assignment of Rents and Leases dated as of January 1, 2018 (collectively,
the "Assignment"), each by the Authority, pursuant to which the Authority's rights under the
Lease Agreement (except the rights to (i) receive payment of its fees and expenses, (ii) receive
notices, (iii) give consents and (iv) obtain indemnification) have been assigned to the Registered
Owner. This Bond is further secured by the Deed of Trust and Security Agreement dated as of
April 1, 2006, as amended by the First Amendment to Deed of Trust and Security Agreement
dated as of January 1, 2018 (collectively, the "Deed of Trust"), each from the Authority,
pursuant to which the Authority has granted a lien on its leasehold rights in the Project and the
Real Estate. Reference is made to (A) the Ground Lease dated as of April 1, 2006, as amended
by the First Amendment to Ground Lease dated as of January 1, 2018 (collectively, the "Ground
Lease"), each between the County and the Authority, (B) the 2018 Purchase Agreement, (C) the
Lease Agreement, (D) the Assignment and (E) the Deed of Trust for a description of the
revenues and property pledged and assigned and the provisions, among other things, with respect
to the nature and extent of the security, the rights and obligations of the Authority, the County
and the Registered Owner, and the terms on which this Bond is issued and secured.
Optional Prepayment
This Bond shall be subject to prepayment, in whole or in part, at the option of the
Authority (at the direction of the County) on ten (10) days' prior written notice to the Authority
and the Registered Owner, at any time, upon payment of the principal amount of this Bond to be
prepaid, plus accrued interest to the prepayment date and a prepayment premium equal to one
percent (1%) of the principal amount to be prepaid.
Interest Rate Adjustments
Definitions. As used herein, the following terms shall have the following meanings and
the following provisions shall apply:
"Date of Non -Bank -Qualified Status" shall mean the earliest date as of which this
Bond shall have been determined not to be a "qualified tax-exempt obligation" within the
meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (or any
successor provision), pursuant to a Determination of Non -Bank -Qualified Status.
"Date of Taxability" shall mean the earliest date as of which interest on this Bond
shall have been determined to be includable in the gross income of the Registered Owner
or prior Registered Owner as a result of a Determination of Taxability.
"Determination of Non -Bank -Qualified Status" shall mean any final
determination by the Internal Revenue Service, any federal administrative agency, any
court or by the Registered Owner based upon a written opinion of nationally recognized
bond counsel that this Bond is not a "qualified tax-exempt obligation" within the
meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended (or any
-3-
P115
successor provision); provided, that no such determination will be considered final for
this purpose, however, unless the County and the Authority have been given written
notice and, if it is so desired and is legally allowed, have been afforded the opportunity
(at the expense of the County) to contest the same, either directly or in the name of the
Registered Owner or any prior Registered Owner, and until the conclusion of any
appellate review, if sought.
"Determination of Taxability" shall mean the occurrence, after the date hereof, of
either (1) a final ruling or judgment is entered by a state or federal court of competent
jurisdiction or (2) an official and final action is taken or announced by the Internal
Revenue Service or state official, determining that an Event of Taxability shall have
occurred; provided, that no such ruling or judgment, or final action of the Internal
Revenue Service, will be considered final for this purpose, however, unless the County
and the Authority have been given written notice and, if it is so desired and is legally
allowed, have been afforded the opportunity (at the expense of the County) to contest the
same, either directly or in the name of the registered owner or any prior registered owner,
and until the conclusion of any appellate review, if sought.
"Event of Taxability" shall mean the taking of any action by the County or the
Authority, or the failure to take any action by the County or the Authority, or the making
by the County or the Authority of any misrepresentation in any tax certificate required to
be given in connection with the issuance, sale or delivery of this Bond, any of which has
the effect of causing interest paid or payable hereon to become includable, in whole or in
part, in the gross income of the Registered Owner or any prior Registered Owner for
federal income tax purposes.
"Non -Bank -Qualified Rate" shall mean an annual rate of U%.
"Taxable Rate" shall mean an annual rate of "%.
Interest Rate Provisions. The Interest Rate on this Bond is subject to adjustment as
provided herein and in the 2018 Purchase Agreement.
Upon the occurrence of a Determination of Taxability, then, from and after the Date of
Taxability, the Interest Rate shall be adjusted to the Taxable Rate. After a Determination of
Taxability and upon demand of the Registered Owner or any prior Registered Owner hereof, the
Authority shall pay to the Registered Owner or prior Registered Owner, but only from amounts
provided by the County pursuant to the Lease Agreement, such additional amount as shall be
necessary to provide that interest hereon shall have been payable at the Taxable Rate from the
Date of Taxability.
Upon the occurrence of a Determination of Non -Bank -Qualified Status, then, from and
after the Date of Non -Bank -Qualified Status, the Interest Rate shall be adjusted to the Non -Bank -
Qualified Rate. After a Determination of Non -Bank -Qualified Status and upon demand of the
Registered Owner or any prior Registered Owner hereof, the Authority shall pay to the
Registered Owner or prior Registered Owner, but only from amounts provided by the County
pursuant to the Lease Agreement, such additional amount as shall be necessary to provide that
ME
P116
interest hereon shall have been payable at the Non -Bank -Qualified Rate from the Date of Non -
Bank -Qualified Status.
Upon the occurrence of a Determination of Taxability or a Determination of Non -Bank -
Qualified Status, the Authority shall also pay, but only from amounts provided by the County
pursuant to the Lease Agreement, to the Registered Owner or to any prior Registered Owner
hereof upon demand of the Registered Owner or prior Registered Owner any taxes, interest,
penalties or other charges assessed against or payable by the Registered Owner or prior
Registered Owner and attributable to such Determination of Taxability or Determination of Non -
Bank -Qualified Status and all reasonable administrative, out of pocket and other expenses
incurred by the Registered Owner or prior Registered Owner that are attributable to such event,
including, without limitation, the costs incurred by the Registered Owner or prior Registered
Owner to amend any of its tax returns, notwithstanding the repayment of the entire principal
amount hereof or any transfer or assignment hereof.
Genera[ Provisions
Upon the occurrence of certain events or upon certain conditions, in the manner and with
the effect set forth in the Lease Agreement, the principal of this Bond then outstanding, together
with any accrued interest on this Bond, may become or may be declared due and payable before
its stated maturity.
The Authority has designated this Bond as a "qualified tax-exempt obligation" within the
meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended.
The transfer of this Bond may be registered by the Registered Owner in person or by its
duly authorized attorney or legal representative at the office of the Secretary of the Authority, as
Registrar, but only upon surrender and cancellation of this Bond. Upon any such registration of
transfer, the Authority will execute and deliver in exchange for this Bond a new Bond or Bonds,
registered in the name of the transferee. The Authority will treat the new Registered Owner as
the person exclusively entitled to payment of principal of and premium, if any, and interest on
this Bond and the exercise of all other rights and powers of the owner.
All acts and conditions required to happen, exist or be performed precedent to and in
connection with the issuance of this Bond have happened, exist and have been performed.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
-5-
P117
IN WITNESS WHEREOF, the INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA, has caused this Bond to be executed by the manual
signature of its Chairman or Vice Chairman and its seal to be affixed to this Bond and attested by
the manual signature of its Secretary or Assistant Secretary, all as of the Dated Date set forth
above.
[SEAL]
ATTEST:
L-A
Secretary
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
M
IM
P118
Chairman
Certificate Of Prepay
The principal amount of this Bond shall be reduced by an amount equal to the aggregate
of prepayments noted on this Certificate of Prepayments. All prepayments shall be certified
under this Certificate of Prepayments by an authorized representative of the Registered Owner,
and such certification shall constitute a cancellation of the principal amount due on this Bond in
the aggregate of the amounts certified below.
Amount Date Authorized Signature
-7-
P119
(Form of Assignment)
FOR VALUE RECEIVED the undersigned sell(s), assign(s) and transfer(s) unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
(Please print or type Name and Address, including postal zip code of I ransteree)
the within Bond and all rights under it, irrevocably constituting and appointing
Attorney to transfer the
Bond on the books kept for its registration, with full power of substitution.
Dated:
Signature Guaranteed
NOTICE: Signature (s) must be
guaranteed by an institution
participating in the Securities Transfer
Agent Medallion Program ("STAMP")
Or similar program
Please affix signature guarantee ink
Stamp below with appropriate Signature,
title of officer and date:
10
P120
Registered Owner
NOTICE: The signature above must
correspond with the name of the
Registered Owner exactly as it appears
on the front of this Bond.
SCHEDULE A
PRINCIPAL AMORTIZATION SCHEDULE
Date
Amount
08/01/2018
$ 76,364.00
02/01/2019
76,366.00
08/01/2019
79,222.00
02/01/2020
79,222.00
08/01/2020
82,092.00
02/01/2021
82,092.00
08/01/2021
85,065.00
02/01/2022
85,066.00
08/01/2022
88,147.00
02/01/2023
88,147.00
08/01/2023
91,341.00
02/01/2024
91,340.00
08/01/2024
94,649.00
02/01/2025
94,649.00
08/01/2025
98,077.00
02/01/2026
98,078.00
08/01/2026
101,630.00
02/01/2027
101,631.00
08/01/2027
105,312.00
02/01/2028
105,312.00
W
36841.000013 EMF US 67823280v4
P121
H& W Draft 1/10/2018
INTEREST ON THIS BOND IS INTENDED BY THE ISSUER HEREOF TO BE INCLUDED IN
GROSS INCOME OF THE HOLDER FOR FEDERAL INCOME TAX PURPOSES.
UNITED STATES OF AMERICA
COMMONWEALTH OF VIRGINIA
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
LEASE REVENUE BOND
(COUNTY PROJECTS)
SERIES 2018B (FEDERALLY TAXABLE)
INTEREST RATE MATURITY DATE DATED DATE
4.39% February 1, 2029 January 30, 2018
REGISTERED OWNER: BRANCH BANKING AND TRUST COMPANY
PRINCIPAL AMOUNT: ONE MILLION SEVENTY-NINE THOUSAND ONE
HUNDRED NINETY-EIGHT DOLLARS ($1,079,198)
The INDUSTRIAL DEVELOPMENT AUTHORITY OF PITTSYLVANIA COUNTY,
VIRGINIA, a political subdivision of the Commonwealth of Virginia (the "Authority"), for value
received, promises to pay, solely from the revenues and other property pledged to the payment of
this Bond, to the Registered Owner of this Bond or its legal representative, the Principal Amount
stated above, and to pay solely from such source, interest on the unpaid principal amount of this
Bond from the Dated Date stated above at the annual Interest Rate stated above. Payments of
interest on this Bond will be due and payable semiannually on February 1 and August 1,
commencing August 1, 2018, and continuing through and including the Maturity Date. Interest
shall be computed on the basis of a 360 -day year of twelve 30 -day months. Principal on this
Bond is payable semiannually on each February I and August 1, commencing on August 1,
2019, and ending on the Maturity Date, all as shown on Schedule A hereto. Principal, premium,
if any, and interest shall be payable in lawful money of the United States of America. If not
sooner paid, all interest on and principal of this Bond is payable in full on the Maturity Date.
Principal of and premium, if any, and interest on this Bond will be payable (i) by check
or draft mailed to the Registered Owner at its address as it appears on the registration books kept
for that purpose by the Secretary of the Authority, who has been appointed the initial registrar for
this Bond (the "Registrar"), on the 15a' day of the month preceding each payment date or (ii) by
wire transfer pursuant to the most recent wire instructions received by the Registrar from the
Registered Owner. In case the date of payment or prepayment of this Bond is not a Business
Day (as defined in the hereinafter defined the Lease Agreement), then payment of the principal,
premium, if any, and interest need not be made on such date, but may be made on the next
succeeding Business Day, and, if made on such next succeeding Business Day, no additional
interest shall accrue for the period after such date of payment or prepayment.
i
P122
Capitalized terms used herein shall have the meanings given to them herein or in the
Lease Agreement.
The principal of, and premium, if any, and interest on this Bond are limited obligations of
the Authority and are payable solely from the revenues and other property pledged and assigned
to the Registered Owner under the terms of the Lease Agreement and the Bond Purchase
Agreement dated the date hereof (the "2018 Purchase Agreement"), between the Authority, the
County of Pittsylvania, Virginia (the "County"), and Branch Banking and Trust Company, as the
initial Registered Owner, to secure payment of this Bond. The principal of and premium, if any,
and interest on this Bond will not be deemed to constitute a debt of the Commonwealth of
Virginia or any of its political subdivisions other than the Authority. NEITHER THE
COMMONWEALTH OF VIRGINIA NOR ANY OF ITS POLITICAL SUBDIVISIONS,
INCLUDING THE AUTHORITY AND THE COUNTY, IS OBLIGATED TO PAY THE
PRINCIPAL OF OR PREMIUM, IF ANY, OR INTEREST ON THIS BOND OR OTHER
COSTS INCIDENT THERETO EXCEPT FROM THE REVENUES, MONEY OR PROPERTY
PLEDGED FOR SUCH PURPOSE, AND NEITHER THE FAITH AND CREDIT NOR THE
TAXING POWER OF THE COMMONWEALTH OF VIRGINIA OR ANY OF ITS
POLITICAL SUBDIVISIONS, INCLUDING T14E AUTHORITY AND THE COUNTY, IS
PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR PREMIUM, IF ANY, OR
INTEREST ON THIS BOND OR OTHER COSTS INCIDENT THERETO. THE
AUTHORITY HAS NO TAXING POWER.
This Bond is authorized and issued by the Authority pursuant to the Industrial
Development and Revenue Bond Act, Chapter 49, Title 15.2, Code of Virginia of 1950, as
amended, for the purpose of providing funds to (a) finance the acquisition and upfit of an
industrial facility in the Ringgold area and (b) pay the related costs of issuance. The Project and
the Real Estate will be leased to the County pursuant to the Lease Agreement dated as of April 1,
2006, as amended by the First Amendment to Lease Agreement dated as of January 1, 2018
(collectively, the "Lease Agreement"), each between the Authority and the County. Under the
terms of the Lease Agreement, the County has agreed to make rental payments to the Authority
for the lease of the Project and the Real Estate. The obligation of the County to make payments
under the Lease Agreement constitutes a current expense of the County, subject to annual
appropriation by the County. The limited remedies available to the Registered Owner if funds
are not appropriated by the County to make payments under the Lease Agreement are described
in the Lease Agreement. The obligation of the County to make payments under the Lease
Agreement constitutes neither a debt of the County within the meaning of any constitutional or
statutory limitation nor a liability of or lien or charge upon funds or property of the County
beyond any fiscal year for which the County Board of Supervisors has appropriated moneys to
make such payments. The Authority shall not have any obligation or liability to the Registered
Owner hereof with respect to payments to be made by the County under the Lease Agreement or
with respect to the performance by the County of any other covenant contained therein.
The Registered Owner, by acceptance of this Bond, agrees, before any sale, assignment
or transfer of this Bond, to note in the certificate at the foot of this Bond the aggregate amount of
all principal prepayments that have been made.
-2-
P123
This Bond is secured by the Assignment of Rents and Leases dated as of April 1, 2006, as
amended by the First Assignment of Rents and Leases dated as of January 1, 2018 (collectively,
the "Assignment"), each by the Authority, pursuant to which the Authority's rights under the
Lease Agreement (except the rights to (i) receive payment of its fees and expenses, (ii) receive
notices, (iii) give consents and (iv) obtain indemnification) have been assigned to the Registered
Owner. This Bond is further secured by the Deed of Trust and Security Agreement dated as of
April 1, 2006, as amended by the First Amendment to Deed of Trust and Security Agreement
dated as of January 1, 2018 (collectively, the "Deed of Trust"), each from the Authority,
pursuant to which the Authority has granted a lien on its leasehold rights in the Project and the
Real Estate. Reference is made to (A) the Ground Lease dated as of April 1, 2006, as amended
by the First Amendment to Ground Lease dated as of January 1, 2018 (collectively, the "Ground
Lease"), each between the County and the Authority, (B) the 2018 Purchase Agreement, (C) the
Lease Agreement, (D) the Assignment and (E) the Deed of Trust for a description of the
revenues and property pledged and assigned and the provisions, among other things, with respect
to the nature and extent of the security, the rights and obligations of the Authority, the County
and the Registered Owner, and the terms on which this Bond is issued and secured.
This Bond shall be subject to prepayment, in whole or in part, at the option of the
Authority (at the direction of the County) on ten (10) days' prior written notice to the Authority
and the Registered Owner, at any time, upon payment of the principal amount of this Bond to be
prepaid, plus accrued interest to the prepayment date and a prepayment premium equal to one
percent (1%) of the principal amount to be prepaid.
Upon the occurrence of certain events or upon certain conditions, in the manner and with
the effect set forth in the Lease Agreement, the principal of this Bond then outstanding, together
with any accrued interest on this Bond, may become or may be declared due and payable before
its stated maturity.
The transfer of this Bond may be registered by the Registered Owner in person or by its
duly authorized attorney or legal representative at the office of the Secretary of the Authority, as
Registrar, but only upon surrender and cancellation of this Bond. Upon any such registration of
transfer, the Authority will execute and deliver in exchange for this Bond a new Bond or Bonds,
registered in the name of the transferee. The Authority will treat the new Registered Owner as
the person exclusively entitled to payment of principal of and premium, if any, and interest on
this Bond and the exercise of all other rights and powers of the owner.
All acts and conditions required to happen, exist or be performed precedent to and in
connection with the issuance of this Bond have happened, exist and have been performed.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
-3-
P124
IN WITNESS WHEREOF, the INDUSTRIAL DEVELOPMENT AUTHORITY OF
PITTSYLVANIA COUNTY, VIRGINIA, has caused this Bond to be executed by the manual
signature of its Chairman or Vice Chairman and its seal to be affixed to this Bond and attested by
the manual signature of its Secretary or Assistant Secretary, all as of the Dated Date set forth
above.
[SEAL]
ATTEST:
a
Secretary
INDUSTRIAL DEVELOPMENT AUTHORITY
OF PITTSYLVANIA COUNTY, VIRGINIA
0
P125
Chairman
Certificate Of Prepayments
The principal amount of this Bond shall be reduced by an amount equal to the aggregate
of prepayments noted on this Certificate of Prepayments. All prepayments shall be certified
under this Certificate of Prepayments by an authorized representative of the Registered Owner,
and such certification shall constitute a cancellation of the principal amount due on this Bond in
the aggregate of the amounts certified below.
Amount Date Authorized Signature
-5-
P126
(Form of Assignment)
FOR VALUE RECEIVED the undersigned sell(s), assign(s) and transfer(s) unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
(Please print or type Name and Address, including postal zip code of Transferee)
the within Bond and all rights under it, irrevocably constituting and appointing
Attorney to transfer the
Bond on the books kept for its registration, with full power of substitution.
Dated:
Signature Guaranteed
NOTICE: Signature (s) must be
guaranteed by an institution
participating in the Securities Transfer
Agent Medallion Program ("STAMP")
or similar program
Please affix signature guarantee ink
Stamp below with appropriate Signature,
title of officer and date:
in
P127
Registered Owner
NOTICE: The signature above must
correspond with the name of the
Registered Owner exactly as it appears
on the front of this Bond.
SCHEDULE A
PRINCIPAL AMORTIZATION SCHEDULE
Date
Amount
08/01/2019
$44,038.00
02/01/2020
44,037.00
08/01/2020
45,991.00
02/01/2021
45,993.00
08/01/2021
48,034.00
02/01/2022
48,033.00
08/01/2022
50,165.00
02/01/2023
50,166.00
08/01/2023
52,392.00
02/01/2024
52,392.00
08/01/2024
54,718.00
02/01/2025
54,718.00
08/01/2025
57,146.00
02/01/2026
57,147.00
08/01/2026
59,683.00
02/01/2027
59,683.00
08/01/2027
62,332.00
02/01/2028
62,332.00
08/01/2028
65,099.00
02/01/2029
65,099.00
-7-
36841.000013 EMF_US 67824750v4
P128
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
AGENDA TITLE:
Appropriation of Halloween Contributions -Sheriff
SUBJECT/PROPOSAL/REQUEST:
Appropriation of Halloween Contributions -Sheriff
Van Der
AGENDA DATE:
1/16/2018
ACTION:
ROLL CALL VOTE:
ATTACHMENTS:
None
REVIEWED BY: JVH
0
ITEM NUMBER:
11(b)
SUMMARY:
Sheriff Mike Taylor solicits donations annually from businesses to provide a Trunk or Treat Event in
Community. This year's event was held at the Olde Dominion Agricultural Center on Saturday, October 28,
2017. This event provides a safe alternative to the traditional trick or treat festivities of Halloween.
FINANCIAL IMPACT AND FUNDING SOURCE:
The Sheriff's Department has collected a total of $7,090.00 for this year's Trunk or Treat Event. These
funds need to be appropriated to line item 100-4-031200-5878 to cover expenses that were incurred for this
event.
RECOMMENDATION:
Staff recommends that the Board amend the Sheriff's Office 2017-2018 budget and appropriate $7,090 to
line item 100-4-031200-5878.
MOTION:
"I move that the Board of Supervisors appropriate a total of $7,090.00 to line item 100-4-031200-5878 in the
Sheriff's 2017-2018 budget."
P129
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
AGENDA TITLE:
Grant Funds Appropriation for Intertape
SUBJECT/PROPOSAUREOUEST:
Appropriation of grant funds awarded to Intertape by
the Tobacco Indemnification and Revitalization
Commission and the Commonwealth's Opportunity
Fund
STAFF CONTACT:
Van Der Hyde
AGENDA DATE:
1/16/2018
ACTIONi
ROLL CALL VOTE: H
ATTACHMENTS:
None
REVIEWED BY: JVH
ITEM NUMBER:
11(c)
SUMMARY:
Intertape Polymer Corporation was recently awarded two (2) separate grants totaling $125,000 ($75,000)
awarded by the Tobacco Commission and $50,000 awarded by the Commonwealth's Opportunity Fund.
These grants were awarded to the company to help construct an addition to their current facility in Ringgold,
Virginia and provide fifteen (15) jobs at this facility.
FINANCIAL IMPACT AND FUNDING SOURCE:
These grants totaling $125,000, need to be appropriated to the Industrial Devleopment Cyclical Fund (Fund
330) so the County can distribute these funds to Intertape when performance measures are met. These grants
do not require a local match, and the grantee is responsible for repayment of said grants if the grantee fails to
meet performance standards.
RECOMMENDATION:
Staff recommends that the Board amend (Fund 330) in Industrial Development Cyclical 2017-2018 budget,
and appropriate $125,000 to line item 330-4-081500-8223.
MOTION:
"I move that the Board of Supervisors appropriate a total of $125,000 to line item 330-4-081500-8223 (Fund
330) in the Industrial Development Cyclical 2017-2018 budget."
P130
PITTSYLVANIA COUNTY
Board of Supervisors
EXECUTIVE SUMMARY
AGENDA TITLE: AGENDA DATE:
Appointments — Tri -County Lake Administrative 1/16/2018
Commission ("TLAC"); (County Administrator;
Citizen Representative; Leesville Lake Association ACTION: G3
Representative) ROLL CALL VOTE: la
SUBJECT/PROPOSAL/REOUEST: ATTACHMENTS:
Annual Appointments to TLAC None
STAFF CONTACTM:
Flippen
Im
ITEM NUMBER:
12(a)
SUMMARY:
Tri -Lakes Administrative Commission's ("TLAC") appointments are for a one-year term, beginning
February 1, 2018 through January 31, 2019. The following appointmets need to be make by the Board of
Supervisors to TLAC:
(1) TLAC requires the County Administrator of each county participant be appointed to this
Commission.
(2) Pittsylvania County appoints a citizen representative to this Commission. Mr. Lionel Reynolds, Jr.,
the current Citizen Representative for Pittsylvania County, is eligible for re -appointment and has
indicted he would like to continue serving on this Commission.
(3) Pittsylvania County appoints a representative for the Leesville Lake Association to this Commission.
Mr. Sherwood Zimmerman is eligible for re -appointment and has indicated he would like to continue
serving.
FINANCIAL IMPACT AND FUNDING SOURCE:
N/A
RECOMMENDATION:
The staff submits these appointments to the Board for their review, consideration, and approval.
MOTION:
"I make a motion to approve the appointment of David Smitherman, County Administrator,
Citizen Representative; and , Leesville Lake Assocation Representative, to TLAC for
a one-year term beginning February 1, 2018 until January 31, 2019."
P131