LOCAL GOVERNMENT COMMISSION AGENDA NOVEMBER 6, 2018

Transcription

1 1. PLEDGE OF ALLEGIANCE (PRELIMINARY) RELATED INFORMATION 2. TOAST TO THE FLAG Approximate Per Capita Debt 11/01/18 3. CONFLICT OF INTEREST STATEMENT State: $ 497 Federal: $ 65, MINUTES FOR APPROVAL October 2, 2018 Page Last request Voted/ Unit Type Purpose Amount Comments Number to Borrow Non- Fuquay-Varina, Town of Financing Agreement (LOBs) Municipal Building, Recreation $ 12,400,000 2 RB $34M Lenoir, City of Financing Agreement Municipal Building $ 1,000,000 2 RL $6.6M Thomasville, City of Financing Agreement (LOBs) Municipal Building $ 12,000,000 3 RL $6.484M City of Charlotte Housing Authority Revenue Multi-family Mortgage Note - Old Concord $ 18,000,000 4 RB $18M Fayetteville, City of Revenue Public Works Commission $ 93,000,000 5 FA $3.6M Micro, Town of Revenue Water & Sewer $ 832,000 6 GO $300K N.C. Turnpike Authority Revenue Triangle Expressway - Refunding $ 450,000,000 7 RB $160M Appalachian Regional Healthcare System, Inc. N.C. Medical Care Commission Healthcare Facilities Revenue Refunding $ 30,000,000 8 Charlotte-Mecklenburg Hospital Authority Revenue (Miscellaneous - Action) Increase size of taxable commercial paper NA 9 Catawba County Revenue (Miscellaneous - Action) Amendments to bond documents $ 24,303,754 9 Salem Academy N.C. Capital Facilities Finance (Misc.Action) Defer principal payments NA 9 Shelby, City of Revolving Loan Misc. Action - loan increase $ 16,427,850 9 River Mill Academy N.C. Capital Facilities Finance (Misc. Non-Action) lower interest rates NA 10 YMCA of the Triangle N.C. Capital Facilities Finance (Misc. Non-Action) lower interest rates NA 10

2 FINANCING AGREEMENTS PAGE 2 OF 10 PROPOSED ISSUE IS NECESSARY AND ADEQUATE NOT DEBT TERMS/OTHER INFORMATION UNIT PROJECT EXPEDIENT EXCESSIVE MANAGEMENT TAX INCREASE PREFERABLE TO A BOND ISSUE TOWN OF FUQUAY VARINA (1) Purchase and upgrade existing building to Necessary and expedient Bids are in hand. No major deficiencies. No tax increase is Structure: Annual principal and semi - annual interest payments. $12,400,000 new Town Hall. Renovate existing building to to (1) provide adequate No defaults noted. required. Debt service Structured as approximately straight line principal amortization. Limited Obligation Bonds be used as a police station. (2) Upgrade space for both Town Hall will be paid from Series 2018 facilities at Fleming Loop Park. and the Police Department revenues to the Expected Ratings: S&P: AA+ ; Moody's Aa2 160A-20 which have outgrown General Fund and Expected Rate: Installment Contract current facilities and (2) recreation unit fees. Effective Interest Cost: 3.630% Public Offering Expected Sources and Uses of Funds: to meet the demand for Expected Underwriters Fee/$1,000: $ 8.28 additional soccer fields. Limited Obligation APPROVALS Bonds at Par: $ 11,135,000 Amount Not To Exceed: $12,400,000 Net Original Issue Premium $ 1,197,476 Approval rate not to exceed: 4.130% Total Sources $ 12,332,476 Final Maturity not beyond: 2038 Uses: FINANCING TEAM Project Funds: Bond Counsel: Sanford Holshouser LLP Fleming Loop $ 4,500,000 Underwriter: Robert W. Baird &Co. Town Hall $ 4,900,000 Underwriter's Counsel: Womble Bond Dickinson (US) LLP Police Department $ 2,700,000 Trustee: U.S. Bank National Association Issuance Costs $ 137,750 Underwriters Discount $ 94,726 Limited Obligation Bond structure is more timely and Total Uses $ 12,332,476 feasible than G.O. Bonds Debt Ratios-Excluding Enterprise Funds To Property Per Bonds Authorized Assessed Existing Debt Excluding Values Capita Purpose Estimated Census Amount Public Hearing & Unissued Valuation Enterprise Funds Tax Rate Before After Before After Municipal Buildings 30,100 $ 7,788,430 10/16/2018 $ 26,000,000 $ 3,177,240,202 $ 16,955,000 $ % 1.89% $ 1,427 $ 1,992 Recreation $ 4,611,570 Wake County $ 1,827 $ 12,400,000 CITY OF LENOIR This project consists of the acquisition of Necessary and expedient Certified appraisal No major deficiencies. No tax increase is Bank: Blue Ridge Electric Membership Corporation Fire Station #3 property to facilitate the conversion of the to decrease response time justifies purchase No defaults noted. anticipated. General Approval Rate: 0.000% $1,000,000 existing buildings to a Municipal Fire Station to areas east of US 321, price. Fund revenues will Term: 10 years G.S. 160A-20 facility for the City of Lenoir. which includes three public provide for debt service. Market Rate: 3.20% Installment Purchase Contract schools. Congestion at Payment: Annually Smith Crossroads can slow S&P: A Rural Economic Development Loan Expected Sources and Uses of Funds: the response time from the Moody's: A2 Grant Program Loan ("REDLG") Sources: City's main fire station Loan: $ 1,000,000 downtown to this area. REDLG Grant: $ 300,000 Cash: $ 335,612 $ 1,635,612 Installment purchase contract is more timely than issue Uses: of G.O. Bonds Building Purchase: $ 1,028,612 Fire Station Upfit $ 607,000 $ 1,635,612 Debt Ratios-Excluding Enterprise Funds To Property Per Bonds Authorized Assessed Existing Debt Excluding Values Capita Purpose Estimated Census Amount Public Hearing & Unissued Valuation Enterprise Funds Tax Rate Before After Before After Municipal Building 17,943 $ 1,000,000 10/16/2018 $ - $2,289,484,338 2,438,974 $ % 0.15% $ 136 $ 192

3 FINANCING AGREEMENTS PAGE 3 OF 10 PROPOSED ISSUE IS NECESSARY AND ADEQUATE NOT DEBT TERMS/OTHER INFORMATION UNIT PROJECT EXPEDIENT EXCESSIVE MANAGEMENT TAX INCREASE PREFERABLE TO A BOND ISSUE CITY OF THOMASVILLE Construction, equipping and furnishing a new Necessary and expedient Bid is in hand. No major deficiencies. No tax increase is Structure: Annual principal and semi - annual interest payments. $12,000,000 police headquarters to replace its existing to provide more adequate No defaults noted. required. Debt service Structured as approximately straight line principal amortization. Limited Obligation Bonds police department. and additional space as will be paid from Series 2018 well as more revenues to the Expected Ratings: Moody's A1 160A-20 advanced/updated General Fund. Expected Rate: Installment Contract technology. Effective Interest Cost: 3.927% Public Offering Expected Underwriters Fee/$1,000: $ 7.70 Expected Sources and Uses of Funds: APPROVALS Amount Not To Exceed: $12,000,000 Limited Obligation Approval rate not to exceed: 4.500% Bonds at Par: $ 11,370,000 Final Maturity not beyond: 2038 Net Original Issue Premium $ 604,343 Total Sources $ 11,974,343 FINANCING TEAM Bond Counsel: Womble Bond Dickinson (US) LLP Uses: Underwriter: Wells Fargo Securities Project Funds: $ 11,712,296 Underwriter's Counsel: Parker Poe Adams & Bernstein LLP Issuance Costs $ 174,583 Trustee: U.S. Bank National Association Underwriters Discount $ 87,464 Financial Advisor: First Tryon Advisors Total Uses $ 11,974,343 Limited Obligation Bond structure is more timely and feasible than G.O. Bonds Debt Ratios-Excluding Enterprise Funds To Property Per Bonds Authorized Assessed Existing Debt Excluding Values Capita Purpose Estimated Census Amount Public Hearing & Unissued Valuation Enterprise Funds Tax Rate Before After Before After Municipal Building 27,059 $ 12,000,000 7/16/2018 $ - $ 1,813,139,245 $ 3,437,016 $ % 0.85% $ 127 $ 570 Davidson County $ 600

4 REVENUE BONDS PAGE 4 OF 10 PROJECT IS AMOUNT OF PROJECT NECESSARY & IS ADEQUATE BUT DEBT PROJECT EXPEDIENT NOT EXCESSIVE FEASIBILITY MANAGEMENT MARKETABILITY TERMS/ OTHER INFORMATION CITY OF CHARLOTTE HOUSING AUTHORITY Charlotte City Council The developer has The developer has provided No defaults Direct Purchase. Term: Approximately 15 years after 36 months construction MULTI-FAMILY MORTGAGE REVENUE NOTE has found that the provided a Phase I 20-year cash flow noted. No major (with possibility of six months extension) (Old Concord Apartments at the Blue Line), Series project is necessary to Environmental Site projections that show debt deficiencies. Purchaser will 35 year amortization 2018 continue to provide an Analysis, and a Market service coverage for the restrict any note Back to Back Loan Structure G.S ; ; adequate supply of Study, along with a bonds will range from transfers to a affordable housing for construction contract for 1.16X to 1.40X. "Qualified Trans- Interest Rate: Construction Phase: 1 month LIBOR +3.50%; residents of the City. the project which supports feree" defined as current indicative rate 5.78% Not to exceed $18,000,000 The proceeds of the bonds will the valuations thereof. Accredited Investors Permanent Phase: 10 yr. UST+2.21% be used to provide a loan to Old Concord Apartments at The development will as currently defined current indicative rate 5.40% the Blue Line, LLC, a North Carolina limited liability be a mixed income in SEC Reg. D or a Structure: Construction phase-interest only approximately company, or an affiliate, for the acquisition, construction and development with The issuer has found that The lender has performed qualified institu- level debt service thereafter equipping of approx. 198 apartment units located in the 100% of the units the debt to be incurred in its own credit review. tional buyer as City of Charlotte on acres. The apartments are dedicated to connection with the defined in Rule 144A targeted for family tenants of the City of Charlotte. The households with project is adequate but The developer of the Securities Act APPROVALS apartments will be built in accordance with the incomes at or below not excessive and the commissioned a market of 1933, but Amount: Not to exceed $18,000,000. specifications provided in the application for low-income 60% of the area fees are reasonable. In analysis which concluded excluding individual Final Maturity: Not to exceed December 31, 2056 housing tax credits (LIHTC) as approved by the NC median income for the addition, the Rental sufficient support for the investors, including Interest Rate: Tax-exempt not to exceed 8.0% Housing Finance Agency (NCHFA). Charlotte area. Investment section of the introduction and high net worth NCHFA has reviewed this absorption of affordable individuals. This will exceed HUD information and has found rental units within the FINANCING TEAM requirements it to be reasonable. market area at the Each transferee will Bond Counsel: McGuireWoods LLP restricting 40% of the proposed affordable rental execute a letter Fiscal Agent: U.S. Bank National Association 198 units to residents rates. stating its full intent Borrower: Old Concord Apartments at the Blue Line, LLC with incomes restricted to retain the note for Borrower's Counsel: Nelson Mullins Broad and Cassel; Ellinger to 60% of area median its own portfolio and & Carr PLLC Sources of Funds income. stipulating that any Developer: NRP Holdings, LLC Ist Mortgage Note $ 18,000,000 transfer of the note Initial Funding Lender: Navistone Old Concord Instrument City HTF Loan $ 5,100,000 must be restricted to Purchaser LLC Federal LIHTC Equity $ 13,214,532 a Qualified Initial Funding Lender Counsel: Nelson Mullins Broad and Cassel Deferred Developer Fee & Interim Sources $ 1,296,096 Transferee. Permanent Lender: Federal Home Loan Mortgage Corporation Freddie Mac Servicer: SunTrust Bank, N.A. Total Sources $ 37,610,628 Sale of the note will Freddie Mac's/Servicer's Counsel: Ballard Spahr LLP not conflict with the LIHTC Equity Investor: Bank of America, N.A. sale of any other LIHTC Equity Investor Legal Counsel: Holland & Knight LLP revenue bonds. Uses of Funds Construction and furnishings $ 27,634,627 Fees and soft costs $ 4,007,500 Costs of Issuance $ 3,494,048 Interest, Reserves and Other $ 2,474,453 Total Uses $ $ 37,610,628

5 REVENUE BONDS PAGE 5 OF 10 PROJECT IS AMOUNT OF PROJECT NECESSARY & IS ADEQUATE BUT DEBT PROJECT EXPEDIENT NOT EXCESSIVE FEASIBILITY MANAGEMENT MARKETABILITY TERMS/ OTHER INFORMATION CITY OF FAYETTEVILLE Necessary and The total current The City and the PWC No major Competitive Sale. Term: Approximately 25 years Public Works Commission Revenue Bonds, Series 2018 expedient to provide project costs to be have provided five year deficiencies. No Sale is scheduled G.S. 159; Article 5 funds to the City for the financed are $72.4 projections of operating defaults noted. on November 29 so Interest Rate: Fixed Amount not to exceed: $ 93,000,000 cost of annexation million. Of this, $28.8 results as defined by the as to not conflict with infrastructure service million or 40% of the covenants in the bond any other revenue Structure: Amortization of the new projects-related Acquisition, construction and equipping of various extensions and to projects have order and the consulting bonds and will be principal beginning in March Total debt service for improvements to the Water and the Wastewater systems maintain adequacy and contracts awarded and firm of Raftelis Financial based on the most the new project financing portion of the issue will including (a) extension of water and wastewater mains reliability of essential are under/ready for Consultants, Inc. has favorable True Interest approximate level combined principal and interest. PWC is and lines to various annexed areas of the City, (b) water and sewer construction, $21.8 reviewed them and made Cost ("TIC") bid by financing capitalized interest to provide a portion of the first extension, rehabilitation and replacement of water and services by million or 30% are any adjustments as the successful three debt service payments. Amortization of the refunding wastewater mains and lines, (c) improvements and construction and based on contracted necessary pursuant to a underwriter. Bonds principal will provide approximately level realization of upgrades to wastewater collection and treatment acquisition of new unit costs (per lineal contract for the will have expected savings as allowable by the structure of the refunded facilities and (d) improvements and upgrades to the assets and foot, etc.) and are performance of certain ratings of Moody's: bonds over the term of the refunded series. water distribution and treatment facilities. rehabilitation or ready for, or are under, agreed-upon procedures. Aa2, S&P: AA, Current refunding of the City's Public Works replacement of existing construction and $21.8 Current projections Fitch: AA. Commission Revenue Bonds, Series 2009A. assets. It is also million or 30% of the demonstrate required necessary and projects are unbid but coverages of debt service expedient to avail the are in the F/Y by income available for Expected Rate: City of lower financing Capital debt service as defined in True Interest Cost: 3.78% costs. Current capital Improvement Program the bond covenants of at market conditions ("CIP") presented to the least 2.54X on total Expected Underwriters Takedown (Fee) average: $5.00/$1,000* Pertaining to the Series 2009A refunded Bonds: indicate an aggregate City's Public Works system debt thru fiscal *Note: This is a competitive sale and the takedown charged is Originally issued $ 114,155,000 net present value Commission ("PWC") on year Average current beyond the control of the issuer and its financing team. Outstanding currently $ 22,590,000 savings (NPV) of in June of residential monthly water However, the takedown is a part of the calculation of the TIC Balance to be refunded after currently approximately Estimates of unbid and sewer bill based on and therefor is evaluated in determining the reasonableness budgeted principal payment $ 15,510,000 $770,000 or 4.93% of project costs have approximately 6,000 of an underwriter's bid to purchase the issue. the refunded bonds. been provided by gallons is $ Water New Project Financing: consulting engineers rates are expected to have APPROVALS Water Projects: $ 18,864,300 and professional average annual increases Amount not to exceed: $93,000,000 Wastewater Projects: $ 53,690,700 engineers on the of 6.5% and sewer rates Total $ 72,555,000 PWC's staff. The funds are expected to have Interest Rate not to exceed: requirements for the average annual increases True Interest Cost: 4.50% current refunding are of 3.8% through fiscal year Final maturity: Not beyond 2044 known or subject to Regarding the Expected Sources and Uses of Funds: estimation with a high refunding, debt service is FINANCING TEAM Sources: degree of certainty. reduced. If the indicated Bond Counsel: Womble Bond Dickinson (US), LLP Revenue Bonds at par: $ 87,325,000 NPV savings are realized, Co-bond Counsel: Charleston Group Net Premium/Discount $ 4,465,917 the refunding will generate Registrar/Trustee: The Bank of New York Mellon Trust Budgeted Current Interest Contribution $ 215,417 total nominal savings of Company, N.A. (DTC) Total Sources $ 92,006,334 $862,000 or average net Financial Advisor: First Tryon Advisors positive cash flows in Agreed-upon Procedures Consultant: Raftelis Financial Uses: fiscal years of Consultants, Inc. Project Fund $ 72,369,948 approximately $172,000 Refunding Escrows $ 15,821,115 per year. Capitalized Interest $ 2,999,743 Issuance Costs $ 378,903 Underwriter's Takedown $ 436,625 Total Uses $ 92,006,334

6 REVENUE BONDS PAGE 6 OF 10 PROJECT IS AMOUNT OF PROJECT NECESSARY & IS ADEQUATE BUT DEBT PROJECT EXPEDIENT NOT EXCESSIVE FEASIBILITY MANAGEMENT MARKETABILITY TERMS/ OTHER INFORMATION TOWN OF MICRO Necessary and Bids in hand. The projection of net No major USDA commitment Term: RBAN: 12 months Water & Sewer expedient because of revenues prepared by deficiencies. No to purchase the RB: 40 years $832,000 aging infrastructure. the unit indicates that defaults noted. bonds upon Interest Rate: Fixed Revenue Bond Most of the small future revenues will be substantial Structure: G.S. 159; Article 5 diameter water mains adequate to cover the completion of the RBAN: Interest due at maturity. constructed 40 years cost of operations and project. RB: Approximately level debt service Replacement of approximately 6300 LF of water main and ago are undergoing debt service. appurtenances; replacement of approximately 300 water quality and low Water: $32.35 APPROVALS meters with AMR technology; electrical improvements at 7 pressure issues. The Sewer: $57.63 Issue Amount Revenue Bond: $832,000 sewer lift stations; rehabilitation of one sewer lift station sewer lift stations have Issue Amount Revenue BAN: $832,000 wet well with pump replacement; installation of new no functioning alarm & Final Maturity: Supervisory Control and Data Acquisition System to monitoring control RBAN: No later than 11/29/2019 manage operating system; and construction of a new 3000 systems. The primary RB: 2059 or 40 years after the maturity of the RBAN sq. ft. Public Works Business Center with warehouse. sewer lift station is undergoing great decay Interest Rate: USDA Loan $832,000 and is structurally RBAN: Not to exceed 5% USDA Grant $785,000 impaired after 30 years RB: $832, % $1,617,000 of service. The town operates out of a small FINANCING TEAM 800 sq. ft. warehouse Bond Counsel: Manning Fulton & Skinner, P.A. building and the board Revenue BAN: To be approved by the Secretary wishes to replace with of the Commission a building to serve the Revenue Bond: USDA Rural Development operational, business Registrar: Finance Officer and warehousing for the utility system.

7 REVENUE BONDS PAGE 7 OF 10 PROJECT IS AMOUNT OF PROJECT NECESSARY & IS ADEQUATE BUT DEBT PROJECT EXPEDIENT NOT EXCESSIVE FEASIBILITY MANAGEMENT MARKETABILITY TERMS/ OTHER INFORMATION NORTH CAROLINA TURNPIKE AUTHORITY The NCTA is refunding The refunding will result in CDM Smith has prepared No major Series 2018 Bonds Preliminary Structure (and subject to change): Triangle Expressway System Appropriation Revenue the 2009 TIFIA loan to prepaying all outstanding a new investment grade deficiencies. No will be a negotiated 2018 Refunding Bonds Refunding Bonds eliminate the restrictive TIFIA loan maturities. Traffic and Revenue (T&R) defaults noted. bond sale scheduled No extension of final maturity cash sweep concept study for both Triangle for November 10 year par call accelerating the TIFIA Expressway and Complete 28,2018. Not to exceed principal amount: (preliminary) loan because of the 540. Historically the road Terms: Interest rate: $ 450,000,000 success and has outperformed original The NCTA will be Estimated TIC= 4.07% generation of excess revenue projections by receiving at least toll revenues over 30% and transactions by 2 ratings from the APPROVALS Background: projections. If kept, the 21% since it opened in following: Not to exceed: $450,000,000 The Triangle Expressway project consists of approximately cash sweep could have S&P - BBB TIC not to exceed: 5.5% 18.8 miles extending from Interstate 40 (near Durham) to a negative impact of indicative Final Maturity not to exceed: January 2041 NC 55 Bypass (near Holly Springs). Phase 1 opened $28 million NPV and Moody's-Baa- Minimum NPV savings - greater than zero percent December 2011, followed by phase 2 and 3, with phase 3 the financing for the indicative opening January 2, The TIFIA loan was closed in complete I-540 project Fitch: N/A 2009 as part of the original Triangle Expressway financing. might not be viable due FINANCING TEAM The TIFIA loan accounts for approximately 41% of the total to the need to wrap Bond Counsel: Hunton & Williams LLP Triangle Expressway financing costs. project debt around an Underwriter Sr. Manager: J.P. Morgan Securities LLC. accelerated TIFIA loan. Underwriter's Counsel: McGuire Woods, LLP Financial Advisor: PFM Financial Advisors, LLC Borrower's Counsels: Ebony Pittman, Esquire with Estimated Sources: The NCTA has tried to NC Attorney Par Amount $ 386,825,000 restructure the TIFIA Premium $ 44,032,591 loan to eliminate this Debt Service Fund $ 8,218,985 clause, but TIFIA will TIFIA DSRF Release $ 5,308,074 not consider any Total Sources: $ 444,384,649 changes until 2019 and those changes are not Use of funds: certain. Refunding Deposit $ 438,624,938 Cost of Issuance $ 560,500 Underwriter's Discount $ 893,566 Savings currently are Insurance Expense $ 3,936, % or $4.80 million, Surety $ 366,732 Additional proceeds $ 2,429 Total Uses: $ 444,384,649

8 NORTH CAROLINA MEDICAL CARE COMMISSION (NCMCC) PAGE 8 OF 10 NECESSARY AND EXPEDIENT DEBT DATE & MANNER OF PROJECT ADEQUATE NOT EXCESSIVE MANAGEMENT FEASIBILITY SALE/ADVERSE EFFECTS TERMS/OTHER INFORMATION APPALACHIAN REGIONAL HEALTHCARE SYSTEM, INC. NCMCC has previously approved No defaults or An agreed-upon- Bank Placement with PNC Term: 16 Years Health Care Facilities Revenue Refunding Bonds the project. Amount is adequate deficiencies procedures review Bank, National Association of Interest Rate: Fixed Series 2018 (Taxable), and to refund Series 2011A Bonds. were noted. performed by Dixon the 2018 Taxable Bonds, Health Care Facilities Revenue Refunding Bonds Hughes Goodman scheduled to close on Taxable: 10 yr. initial bank hold period % (expected) Series 2021 (Tax-Exempt) The proceeds of the 2018 Bonds LLP for five years November 20, 2018, and the Tax Exempt: 10 yr. initial bank hold period % (expected) (expected to be issued by April 2021) will be used to advance refund the that shows estimated Tax-Exempt Bonds. No extension of maturity. 2011A Bonds. The Contract of debt service scheduled to close G.S. 131A Purchase and the Trust coverage of at least on April 2, Structure: Amount: Not to exceed: $30,000,000 Agreement will lock a fixed rate 3.49 times through overall declining debt service payments. Location: Watauga County for the Tax-Exempt Bonds Current Parity Bond ratings: Total Licensed beds: 152 S & P:BBB+ APPROVALS: With the Contract of Purchase in Amount not to exceed $30,000,000 The 2018 Taxable Bonds issuance is for the place, the estimated net present The proposed bonds will not Final maturity not to exceed July 1, advance refunding of the Series 2011A Bonds value savings will be $4.04 million be rated. Initial interest rate for: which were originally issued to Refund the or 13.93% of the refunded bonds, 2018 Bonds rate not to exceed: 6% NCMCC Health Care Facilities Revenue based on the assumption that the Bonds, Series 2005, the proceeds of which Bonds will be converted to Tax- Tax-Exempt Bonds: Should the Bank call the loan at the end of were use for: construction/ renovation/ Exempt Bonds on 4/02/2021. the holding period, the Borrower has the option to find another expansion of the Emergency Department and non-bank qualified loan provider, convert to another permitted the Wellness Center; an existing office interest rate mode or the Bank will pay off the NCMCC Bond and building; replacing the current information enter into a direct taxable loan on terms agreed to by the Bank system, including software and hardware; and Borrower. acquiring and installing various routine medical equipment. FINANCING TEAM: Bond Counsel: Parker Poe Adams & Bernstein LLP Expected Sources and Uses of Funds Borrower Counsel: Nelson Mullins Riley & Scarborough LLP Sources: Bond Purchaser: PNC Bank, National Association Series 2018 Bonds $ 29,505,000 Bond Purchaser Counsel: Womble Bond Dickinson (US) LLP 2011A Debt Service Reserve Fund 3,001,152 Trustee/Escrow Agent: U.S. Bank N.A. Total Sources of Funds $ 32,506,152 Trustee Counsel: Troutman Sanders LLP Uses: Financial Advisor: Ponder & Co. Refinance Fund Deposits $ 32,104,694 Agreed Upon Procedures: Dixon Hughes Goodman LLP Cost of Issuance $ 401,458 Verification Agent: The Arbitrage Group Total uses of funds $ 32,506,152

9 MISCELLANEOUS LOCAL GOVERNMENT COMMISSION PAGE 9 OF 10 MISCELLANEOUS: The Charlotte-Mecklenburg Hospital Authority d/b/a Atrium Health (ACTION ITEMS): The Charlotte-Mecklenburg Hospital Authority, d/b/a, Atrium Health is seeking approval to increase the maximum size of the existing taxable commercial paper program ("the Atrium Health Program") from $200 million to $400 million. The Atrium Health Program was originally approved by the LGC in October 6, 2015, is a financing vehicle that allows access to the short-term interest rate market and is issued for varying terms (from days) at interest rates that correspond to the individual tranches placed. Atrium Health uses the commercial paper program to meet seasonal cash flow needs rather than liquidate assets from its long-term investment funds. Outstanding balances of the program have increased successively over the past three years from $125 million in 2016 to $170 million in 2018, and projections for 2019 indicate requirements will exceed the current $200 million authorization. Draw amounts peak in January thru April of each year and are generally paid down to a $30 million target balance by May or June each year. Catawba County (Catawba Valley Medical Center) G.S. 159; Article 5 Amendments to Certain Bond Documents to Fix Rates for Hospital Refunding Revenue Bonds, Series 2016A in the amount of $24,303,754 Direct Bank Placement Catawba County ("County") has issued its Hospital Refunding Revenue Bonds, Series 2016A ("Bonds") related to Catawba Valley Medical Center ("CVMC") to BB&T Community Holdings Co. ("BB&T"). The current interest rate mode of the Bonds is variable interest calculated as [(68% of LIBOR) bps]. This mode gave several options to the Bank at the end of 10 years including a) putting the unpaid balance, b) renegotiating the variable rate structure or c) renewing the current structure for the remainder of the term. Additionally, the Local Government Commission ("LGC") required CBMC to purchase a rate cap of 8%, which adds to the cost. In the current environment of rising interest rates, the Bank and CVMC have agreed to a Conversion to a fixed interest rate which will abrogate any other rate modes until the original final maturity date of October 1, This will be done by amendment of the First Supplemental Trust Agreement and issuance of Bond R-3. While currently more expensive, this will shelter CVMC from escalating rates, more expensive hedges and the uncertainty of future Bank-initiated rate/term adjustments. The final rate will be locked no earlier that 2 days prior to closing and the currently indicated rate is 4.24%. The not-to-exceed rate to be approved herein is 6%. The Conversion financing team subject to LGC approval is: Financial Advisor - Efficient Capital Corp.; Bond Counsel - Nexsen Pruet, PLLC and Bank Counsel - Moore & Van Allen PLLC. The Staff of the Local Government Commission has reviewed the transaction and recommends approval. Salem Academy and The Local Government Commission and the North Carolina Capital Finance Facilities Agency approved the Educational Facilities Revenue Bond (Salem College), Series 2005 Bond and College the 2013 Bond (the Bonds ). The current outstanding amounts are $9,500,000 (2005) and $9,389,058 (2013). The 2005 Bond was originally issued for the construction, renovation, 2005 and 2013 Bonds installation and upgrading of various campus facilities. The 2013 Bond was originally issued for the acquisition, construction and equipping of a new student center on campus, the acquisition of three parcels of land contiguous to the campus, payoff of interim bank loan used for infrastructure, and various energy conservation enhancements and facilities improvements. The 2005 Bond is secured by a BB&T Letter of Credit and the 2013 Bond is held directly by BB&T (the "Bank"). The school is currently facing some financial difficulties and has been unable to meet the covenants set forth on both the 2005 and 2013 Bonds. The school is requesting some debt service relief for the next two years in order to develop and implement long term solutions. Specifically, they are requesting to defer principal payments ($2,226,328) for the next two years to which the Bank has consented. The original amount issued was $15,000,000 (2005) and $12,000,000 (2013). There will be no extension of maturity. City of Shelby The City is requesting approval for an increase of additional funds on a State Revolving Loan. The loan is for the rehabilitation of the Grover Street Water Treatment Plant (WTP), including the sedimentation basins, chemical-feed systems, and replacements of the main water treatment plant "shell" building. This project will also replace the clearwells, high-service pumps, valves, actuators, and other controls for the water treatment plant's filters. The original loan was approved by the LGC on January 9, 2018 for $10,285,000. The Town is requesting an increase of $6,142,850 for a total loan of $16,427,850. The increase is necessary due to actual construction bids received being higher than expected due to an increasing cost environment.

10 MISCELLANEOUS LOCAL GOVERNMENT COMMISSION PAGE 10 OF 10 (NON-ACTION ITEMS): River Mill Academy The Local Government Commission and the North Carolina Capital Finance Facilities Agency approved the Educational Facilities Revenue Bond (River Mill Academy Bonds), Series 2014 Bond 2014 (the Bonds ). The Bonds are held by Wells Fargo (the Bank ). The 2014 Bonds were issued in two series. The Series 2014A Bond was issued as a fixed rate bond at an interest rate of 3.06% which, after the application of the margin rate factor is currently 3.72%. The Bank has agreed to lower the interest rate on the 2014A Bond to 3.55%. The Series 2014B Bond was issued as a variable rate bond at a rate of 70% of One-Month LIBOR % which, after the application of the margin rate factor is currently % of One-Month LIBOR %. The Bank has agreed to lower the rate to % of One-Month LIBOR %. The original amount issued for the 2014A was $3,638,200 and the current outstanding balance is $3,409,200. The original amount issued for the 2014B was $968,500 and the current outstanding balance is $920,000. The Bank has agreed to extend the Direct Purchase Period Purchase Date from June 1, 2021 to November 1, There will be no extension of maturity. YMCA of the Triangle Series 2017 Bonds The Local Government Commission and the North Carolina Capital Finance Facilities Agency approved the Educational Facilities Revenue Bond (YMCA of the Triangle Project), Series 2017A, 2017B and 2017C (the Bonds ). The Bonds were originally issued to (a) refund the Agency s Educational Facilities Revenue Bonds (YMCA of the Triangle Project), Series 2002, (b) refund the Agency s Educational Facilities Revenue Bonds (YMCA of the Triangle Project), Series 2006, (c) reimburse the YMCA for project construction costs at two new YMCA's (Sanford and Garner) and improvement costs at various locations. The Bonds are held by STI Institutional of Government, Inc. (the Bank ). The Bank has agreed to lower the spread used in calculating the interest rate by.23% for each of the 2017A, 2017B and 2017C Bonds. The 2017A was 67%(LIBOR +.93%), and is now 67%(LIBOR +.70%). The 2017B was 67%(LIBOR +.99%), and is now 67%(LIBOR +.76%). The 2017C was 67%(LIBOR %), and is now 67%(LIBOR +.88%). The original amount issued was $7,410,000 (2017A); $12,725,000 (2017B); $22,000,000 (2017C). The current outstanding balances are $6,015,000 (2017A); $11,705,000 (2017B); $21,213,438. There will be no extension of maturity.