A RESOLUTION
NO. _______
A RESOLUTION OF THE COUNCIL OF COLUMBUS, GEORGIA (THE ?COUNCIL?) TO APPROVE A
CERTIFICATE RESOLUTION ADOPTED BY THE HOSPITAL AUTHORITY OF COLUMBUS (THE
?AUTHORITY?) AUTHORIZING THE ISSUANCE OF ITS TAXABLE REVENUE ANTICIPATION
CERTIFICATES, SERIES 2018A AND ITS REVENUE ANTICIPATION CERTIFICATES, SERIES
2018B, IN ACCORDANCE WITH THE OFFICIAL INTENT OF THE COUNCIL CONTAINED IN ITS
RESOLUTION NO. 380-17; TO APPROVE THE EXECUTION AND DELIVERY OF THE FIRST
AMENDMENT TO CONTRACT BETWEEN COLUMBUS, GEORGIA, AND THE AUTHORITY; TO
AUTHORIZE OFFICIALS OF COLUMBUS TO TAKE SUCH FURTHER ACTIONS AS ARE NECESSARY
TO PROVIDE FOR THE ISSUANCE AND DELIVERY OF SAID CERTIFICATES; AND FOR OTHER
PURPOSES.
WHEREAS, the Authority requested by resolution adopted in a meeting on
October 31, 2017, that the Council declare its official intent for Columbus to
enter into an intergovernmental contract with the Authority (the ?First
Amendment to Contract?) in accordance with the Hospital Authorities Law of
Georgia, whereby Columbus shall agree to the extent required and within four
mills of the seven mill limitation described in the Hospital Authorities Law to
pay to or for the account of the Authority amounts sufficient to pay the debt
service on certain revenue anticipation certificates of the Authority; and
WHEREAS, the Council, as the governing body for Columbus, Georgia (?Columbus?),
declared its official intent, by Resolution No. 380-17, adopted on November 14,
2017, to enter into the First Amendment to Contract, subject to the preparation
and review by the Authority and Columbus of the First Amendment to Contract and
other necessary documents relating to the issuance of the Hospital Authority of
Columbus Revenue Anticipation Certificates, Series 2018 (the ?Series 2018
Certificates?), in an aggregate principal amount not exceeding $32,000,000
(such principal amount to be inclusive of any premium received from the sale of
the Series 2018 Certificates); and
WHEREAS, Resolution No. 380-17 contemplated that the Series 2018 Certificates
would be issued in two series to be designated Hospital Authority of Columbus,
Georgia Taxable Revenue Anticipation Certificates, Series 2018A, in an
approximate aggregate principal amount of $3,400,000 (the ?Series 2018A Taxable
Certificates?), and Hospital Authority of Columbus, Georgia Revenue
Anticipation Certificates, Series 2018B, in an approximate aggregate principal
amount of $28,600,000 (the ?Series 2018B Certificates?); and
WHEREAS, as authorized by Resolution No. 380-17, the proper officials of
Columbus have provided such financial or other information relating to Columbus
as necessary in connection with the preparation of a Preliminary Official
Statement relating to the Series 2018 Certificates and the Finance Director
executed and delivered a certificate on January 16, 2018, to ?deem final? the
Preliminary Official Statement within the meaning of the Securities Exchange
Act Rule 15c2-12; and
WHEREAS, prior to the acceptance of bids the Authority determined that the
exact aggregate principal amount of the Series 2018A Certificates would be
$3,395,000 and the exact aggregate principal amount of the Series 2018B
Certificates would be $27,915,000; and
WHEREAS, the Finance Director approved notices of sale for the Series 2018
Certificates and the acceptance of bids for the sale of the Series 2018
Certificates on January 23, 2018; and
WHEREAS, it is necessary that the Mayor be authorized to execute and deliver
the final Official Statement to be prepared in connection with the offering,
sale, and delivery of the Series 2018 Certificates; and
WHEREAS, the Authority has delivered to Columbus a certified copy of the
resolution of the Authority adopted on January 23, 2018 (the ?Certificate
Resolution?), authorizing the issuance of the Series 2018 Certificates in the
exact aggregate principal amounts described above, together with the form of
the First Amendment to Contract, which documents are on file in the office of
the Clerk of Council; and
WHEREAS, the payment of the Series 2018 Certificates and the interest thereon
shall be secured by a first and prior pledge of and charge or lien on the gross
revenues derived by the Authority from its Health Care System payable on a
parity with the outstanding Hospital Authority of Columbus Georgia Revenue
Anticipation Certificates, Series 2013 (the ?Series 2013 Certificates?), as
more specifically described in the Certificate Resolution; and
WHEREAS, the Authority anticipates that gross revenues from the Health Care
System will be sufficient to pay the debt service on the Series 2018
Certificates and outstanding Series 2013 Certificates of the Authority;
however, as provided for in the Certificate Resolution, in addition to pledging
the gross revenues of the Authority derived from the Health Care System, the
Authority will secure payment of the Series 2018 Certificates with a pledge of
any payments it receives from Columbus pursuant to the First Amendment to
Contract; and
WHEREAS, the First Amendment to Contract provides that to the extent necessary
Columbus will levy an annual ad valorem tax on all taxable property located
within the territorial limits of Columbus at a rate not to exceed four mills of
the seven mill limit authorized under the Hospital Authorities Law of Georgia,
to produce in each year revenues which are sufficient to pay the principal of
and interest on the Series 2018 Certificates and the outstanding Series 2013
Certificates described in the Certificate Resolution and to provide for the
continued operation of the Health Care System.
NOW, THEREFORE, BE IT RESOLVED by the Council of Columbus, Georgia as follows:
1. The Certificate Resolution and the form of the First Amendment to Contract
attached thereto are approved together with all actions of officials of
Columbus taken in connection with the issuance of the Series 2018 Certificates.
2. The City Attorney is authorized and directed to prepare an Answer to be
filed in validation proceedings which shall be filed as required by law against
the Authority and Columbus by the District Attorney of the Columbus Judicial
Circuit seeking the validation of the Series 2018 Certificates and the security
therefor, including specifically the First Amendment to Contract, before the
Series 2018 Certificates are issued.
3. The Mayor or Mayor Pro-Tem is authorized and directed to execute and deliver
the First Amendment to Contract in substantially the same form attached to the
Certificate Resolution which is on file in the office of the Clerk of Council.
4. With the advice of the City Attorney, the Mayor or Mayor Pro-Tem shall be
authorized to approve any modifications or corrections to the First Amendment
to Contract and the execution and delivery of the First Amendment to Contract
by the Mayor or Mayor Pro-Tem shall be conclusive evidence of such approval.
5. The Council hereby authorizes the Clerk of Council to attest such execution
and delivery and to affix the seal of Columbus thereto.
6. All actions described in the preamble to this resolution which have been
taken by the Mayor, Mayor Pro-Tem, City Manager, Deputy City Manager, Finance
Director, City Attorney, and such other officers or agents of Columbus are
ratified and confirmed and such officers as may be required are directed to
take such actions as are necessary to provide security for payment of the
Series 2018 Certificates, to fulfill the obligations of Columbus pursuant to
the First Amendment to Contract, and to execute closing documents necessary for
the issuance of the Series 2018 Certificates, as the same shall be delivered,
supplemented, or amended, and to take such other actions as may be required in
accordance with the intents and purposes of this resolution.
7. All provisions of Resolution No. 380-17 which are not in conflict herewith
are hereby restated, ratified, and confirmed as fully as if set forth herein
verbatim.
(Signatures on Following Page)
INTRODUCED at a regular meeting of the Council of Columbus, Georgia, held on
January 23, 2018, and adopted at said meeting by the affirmative vote of
________ members of said Council.
Councilor Allen voting
Councilor Baker voting
Councilor Barnes voting
Councilor Davis voting
Councilor Garrett voting
Councilor Henderson voting
Councilor Huff voting
Councilor Pugh voting
Councilor Thomas voting
Councilor Woodson voting
Tiny B. Washington Teresa P. Tomlinson
Clerk of Council Mayor
(S E A L)
CERTIFICATE OF CLERK OF COUNCIL
I, the undersigned Clerk of Council of Columbus, Georgia, keeper of the records
and the seal thereof, hereby certify that the foregoing is a true and correct
copy of a resolution of the Council of Columbus, Georgia, adopted January 23,
2018, a duplicate original of which resolution has been entered in the official
records of Columbus, Georgia, under my supervision and is in my official
possession, custody, and control.
I further certify that the meeting was held in conformity with the requirements
of Title 50, Chapter 14 of the Official Code of Georgia Annotated.
(S E A L)
Clerk of Council
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