RESOLUTION
NO . _______
A RESOLUTION OF THE COUNCIL OF COLUMBUS, GEORGIA (THE "COUNCIL''), DECLARING
ITS OFFICIAL INTENT TO ENTER INTO AN AMENDMENT TO INTERGOVERNMENTAL CONTRACT
(THE ?AMENDMENT TO CONTRACT?) WITH THE HOSPITAL AUTHORITY OF COLUMBUS, GEORGIA
(THE ''AUTHORITY''), IN ACCORDANCE WITH A REQUEST BY THE AUTHORITY ASKING THAT
THE CONSOLIDATED GOVERNMENT OF COLUMBUS, GEORGIA ("COLUMBUS"), ENTER INTO SUCH
AN AMENDMENT TO CONTRACT WITH THE AUTHORITY TO PROVIDE ADDITIONAL SECURITY FOR
THE PAYMENT OF THE AUTHORITY'S PROPOSED REVENUE ANTICIPATION CERTIFICATES,
SERIES 2016, THE PROCEEDS FROM WHICH SHALL BE USED TO ACQUIRE, CONSTRUCT, AND
EQUIP A SKILLED NURSING AND REHABILITATION CENTER TO BE OWNED AND OPERATED BY
THE AUTHORITY; TO AUTHORIZE THE PREPARATION AND DISTRIBUTION OF A PRELIMINARY
OFFICIAL STATEMENT AND TO AUTHORIZE THE EXECUTION OF A FINAL OFFICIAL STATEMENT
CONTAINING INFORMATION ON THE GOVERNMENTAL AND FINANCIAL AFFAIRS OF COLUMBUS;
TO AUTHORIZE THE MAYOR, CITY MANAGER, CITY ATTORNEY, FINANCE DIRECTOR AND OTHER
OFFICIALS OF COLUMBUS TO TAKE SUCH FURTHER ACTIONS AS ARE NECESSARY RELATING TO
THE ISSUANCE OF SAID SERIES 2016 CERTIFICATES; AND FOR OTHER PURPOSES.
WHEREAS, pursuant to the provisions of the Hospital Authorities Law, now
codified, as amended. as Article 4 of Chapter 7 of Title 31 of the Official
Code of Georgia Annotated (hereinafter sometimes referred to as the ?Hospital
Authorities Law''), Muscogee County was authorized to establish a hospital
authority, and pursuant thereto the governing body of Muscogee County did, by
resolution adopted on the 14th day of November, 1967, duly establish the
''Hospital Authority of Muscogee County'' in accordance with the provisions of
the laws of the State of Georgia then in effect; and
WHEREAS, the Article IV. Chapter 6, Section 4-621 of the Columbus, Georgia-New
Charter for County-Wide Government (Ga. Laws 1993, p. 4978, at 5006) as
amended, in conformity with the prior Charter of Columbus, Ga. Laws 1969, p.
3571, readopted and approved the renaming and designation of the "Hospital
Authority of Muscogee County" as the "Hospital Authority of Columbus, Georgia"
and authorized the Authority to continue its operation without interruption
resulting from the adoption of the Charter; and
WHEREAS, the Authority has been and is now legally created, existing, and
operating in accordance with all of the terms and provisions of the Hospital
Authorities Law; and
WHEREAS, the Authority currently operates a nursing home on property
leased from Columbus Regional Healthcare System Long Term and Home Care, Inc.,
known as Azalea Trace Nursing Center, located at 910 Talbotton Road, within the
territorial limits of Columbus; and
WHEREAS, in furtherance of the Authority?s purposes, which include providing
nursing home, rehabilitation, and health care to the citizens of Columbus,
including indigent citizens, and in order to provide a better standard of care
for its patients, the Authority desires to construct a new skilled care nursing
and rehabilitation center (the ?Skilled Nursing and Rehabilitation Center?) on
property owned by the Authority at 8329 Stevens Lane, located at the corner of
the intersection of Williams Road and Interstate Highway 185, within the
territorial limits of Columbus; and
WHEREAS, the Authority, as set forth in its Resolution adopted on April 26,
2016 and attached as Exhibit A hereto, has determined that the most feasible
way to provide funds for the acquisition, construction, and equipping of the
Skilled Nursing and Rehabilitation Center to serve the patients now being
served at Azalea Trace Nursing Center and new patients is through the issuance
of its Hospital Authority of Columbus, Georgia Revenue Anticipation
Certificates, Series 2016 (the "Series 2016 Certificates"), in an aggregate
principal amount not exceeding $30,000,000 (such principal amount to be
inclusive of any premium received from the sale of the Series 2016
Certificates); and
WHEREAS, it is anticipated that revenues to be produced by the Authority will
be sufficient to pay the debt service to become due on the Series 2016
Certificates, provide and maintain any necessary debt service reserves, and
provide for the operation and maintenance of the Skilled Nursing and
Rehabilitation Center in accordance with sound business practices; and
WHEREAS, the Authority has heretofore issued its Hospital Authority Of
Columbus, Georgia Revenue Anticipation Certificates, Series 2013 (the "Series
2013 Certificates"), in the aggregate principal amount of $31,445,000 to
provide funds for the acquisition, construction, and equipping of facilities,
which currently house Orchard View Rehabilitation and Skilled Nursing Center at
8414 Whitesville Road and Muscogee Home Health at 1725 Williams Road within the
territorial limits of Columbus; and
WHEREAS, the Series 2013 Certificates were issued in accordance with a
resolution of the Authority adopted on January 17, 2013, as amended by a
supplemental resolution adopted on February 14, 2013 ( together, the ?2013
Resolution?); and
WHEREAS, payment of the Series 2013 Certificates and any revenue anticipation
certificates of the Authority issued on a parity therewith are secured in
accordance with the 2013 Resolution by the gross revenues of all facilities of
the Authority (the ?Health Care System?) and are further secured under the
provisions of an intergovernmental contract (the ?Contract?) dated as of March
1, 2013, between the Authority and Columbus, Georgia (?Columbus?), a
consolidated government and political subdivision of the State of Georgia; and
WHEREAS, in accordance with the provisions of the Contract, the Authority may
request that Columbus levy, to the extent necessary, 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 2013
Certificates, and to make additional payments as may be necessary to assure the
continued operation, maintenance, and repair of the Health Care System during
the term of the Contract, and
WHEREAS, the Authority has determined that the most feasible and economical way
to secure the payment of the Series 2016 Certificates in addition to pledging
the gross revenues of the Authority derived from the Health Care System is for
the Authority to enter into an amendment to the intergovernmental contract (the
"Amendment to Contract") with Columbus in accordance with the Hospital
Authorities Law whereby Columbus shall agree to the extent required and to the
extent necessary to 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 2013 Certificates and the Series 2016
Certificates, and to make additional payments within said four mills
limitations as may be necessary to assure the continued operation, maintenance,
and repair of the Health Care System during the term of the Amendment to
Contract; and
WHEREAS, the Series 2016 Certificates shall be issued on a parity with the
Series 2013 Certificates under the terms of a bond resolution or trust
indenture or other appropriate documents which shall set forth the terms and
conditions upon which such Series 2016 Certificates shall be issued, the
revenues pledged to the payment thereof, and other matters relating to the
issuance of the Series 2016 Certificates and the Skilled Nursing and
Rehabilitation Center to be financed with the proceeds thereof; and
WHEREAS, the Authority has requested by resolution adopted and ratified
at a meeting of the Authority on April 26, 2016, that the Council declare its
official intent to enter into the Amendment to Contract and take other actions
subject to the preparation and review by the Authority and Columbus of the
Amendment to Contract and other necessary documents relating to the issuance of
the Series 2016 Certificates; and
WHEREAS, payments from Columbus under the provisions of the Amendment to
Contract shall be pledged as additional security for the payment of the Series
2016 Certificates on a parity with the Series 2013 Certificates; and
WHEREAS, prior to the issuance of the Series 2016 Certificates, the Authority
has expended funds and it reasonably expects to expend additional funds on the
acquisition, construction, and equipping of the Skilled Nursing and
Rehabilitation Center and wishes to be reimbursed for such expenditures from
proceeds of the sale of the Series 2016 Certificates; and
WHEREAS, it is necessary and proper that the Council authorize its proper
officers and agents to take such actions as are necessary in connection with
the proposed sale of the Series 2016 Certificates consistent with the intents
and purposes of this resolution.
NOW, THEREFORE, BE IT RESOLVED by the Council of Columbus, Georgia, as
follows:
1. The Council of Columbus declares its official intent to enter into the
Amendment to Contract, subject to the preparation and review by the Authority
and Columbus of the Amendment to Contract and other necessary documents
relating to the issuance of the Series 2016 Certificates.
2. The Finance Director and other officers, employees, and agents of Columbus
are authorized and directed to provide such financial or other information
relating to Columbus as shall be necessary in connection with the preparation
of a Preliminary Official Statement relating to the Series 2016 Certificates
and the Mayor, Mayor Pro-tem, or City Manager is authorized to execute the
final Official Statement to be prepared in connection with the offering, sale,
and delivery of the Series 2016 Certificates. The City Manager or Finance
Director is authorized to execute and deliver a certificate to "deem final" the
Preliminary Official Statement within the ruling of the Securities Exchange Act
Rule 15c2-12.
3. The Mayor, City Manager, Finance Director, City Attorney, or other
officials of Columbus are hereby authorized to take such actions as are
necessary consistent with the purposes and intents of this Resolution for the
Authority to proceed with the proposed issuance and delivery of the Series 2016
Certificates and to effect the undertakings for which the Series 2016
Certificates are to be issued.
4. The Amendment to Contract shall be presented to the Council in final form
for approval prior to its execution and delivery by Columbus and the issuance
of the Series 2016 Certificates by the Authority.
INTRODUCED at a regular meeting of the Council of Columbus, Georgia, held April
26, 2016, and adopted at said meeting by the affirmative vote of ______ members
of said Council.
Councilor Allen voting ____________.
Councilor Baker voting____________.
Councilor Barnes voting___________.
Councilor Buck voting____________.
Councilor Davis voting____________.
Councilor Henderson voting________.
Councilor Huff voting_____________.
Councilor Pugh voting____________.
Councilor Thomas voting__________.
Councilor Woodson voting_________.
______________________________________
___________________________________
Tiny B. Washington Teresa Pike Tomlinson
Clerk of Council Mayor
(SEAL)
EXHIBIT A
RESOLUTION OF HOSPITAL AUTHORITY OF COLUMBUS
ADOPTED APRIL 26, 2016
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 April _____,
2016, 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
Attachments