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Resolution amending Resolution RS2015-1417, as heretofore supplemented and amended, to extend the duration of the water and sewer revenue extendable commercial paper program of The Metropolitan Government of Nashville and Davidson County and to increase the size of said water and sewer revenue extendable commercial paper program from a maximum aggregate principal amount not to exceed $200 million to a maximum aggregate principal amount not to exceed $300 million.
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WHEREAS, pursuant to the provisions of Title 9, Chapter 21, Tennessee Code Annotated (the “Act”), and Metropolitan County Council Resolution No. RS2015-1417, as heretofore supplemented and amended by Metropolitan County Council Resolution No. RS2018-1253, Substitute Resolution No. RS2021-906 and Resolution No. RS2021-1281 (together, the “Extendable CP Resolution”), The Metropolitan Government of Nashville and Davidson County (the “Metropolitan Government”) has heretofore authorized the issuance of up to $200 million at any time of water and sewer revenue extendable commercial paper notes (the “ECP Notes”), provided that such ECP Notes finally mature no later than January 1, 2026; and
WHEREAS, the Metropolitan Government desires to amend the Extendable CP Resolution to extend the final maturity of such ECP Notes to March 1, 2031; and
WHEREAS, the Metropolitan Government further desires to amend the Extendable CP Resolution to increase to $300 million the maximum aggregate principal amount of ECP Notes that may be issued thereunder; and
WHEREAS, the Extendable CP Resolution may be amended, pursuant to Section 6.01 thereof, to extend the final maturity of the ECP Notes insofar as such amendment does not affect the holders of any Outstanding ECP Notes, all of which mature prior to the current final maturity date; and
WHEREAS, the Extendable CP Resolution may be further amended, pursuant to Section 6.01 thereof, to increase the maximum aggregate principal amount of ECP Notes issued thereunder, upon receipt of written evidence from the Rating Agencies that such increase will not, by itself, result in a reduction, withdrawal or suspension of such Rating Agencies’ prevailing rating on the ECP Notes; and
NOW, THEREFORE, BE IT RESOLVED by the Metropolitan County Council of The Metropolitan Government of Nashville and Davidson County, as follows:
1. Final Maturity Date. The definition of Final Maturity Date is hereby changed from January 1, 2026, to March 1, 2031.
2. Increase in Maximum Principal Amount. The Extendable CP Resolution is hereby amended to increase the maximum aggregate principal amount of ECP Notes that may be Outstanding at any time from $200 million to $300 million, and all references in the Extendable CP Resolution to $200 million shall be replaced with references to $300 million.
3. Effective Date. Except as hereinafter provided, this Resolution shall take effect immediately upon adoption, the welfare of The Metropolitan Government of Nashville and Davidson County requiring it. The provisions of this Resolution increasing the maximum aggregate principal amount of ECP Notes that may be Outstanding, as described in Section 2 above, shall take effect upon receipt by the Metropolitan Government of written evidence from each Rating Agency to the effect that the increase to the maximum aggregate principal amount of ECP Notes provided herein will not, by itself, result in a reduction, withdrawal or suspension of such Rating Agency’s rating of the ECP Program which then prevails.
4. Authorization of Additional Actions. The officers of the Metropolitan Government are hereby authorized to take such actions, and execute and deliver such documents, agreements and certificates, as may be necessary to effectuate the amendment of the Extendable CP Resolution and the ECP Program described herein, including without limitation, (a) amending and/or restating the Dealer Agreement and the Issuing and Paying Agency Agreement and (b) supplementing and/or amending and restating the Offering Memorandum distributed in connection with the ECP Program. The Metropolitan Government hereby approves the use of the amended and restated Offering Memorandum in connection with the ECP Program in substantially the form of the draft attached hereto as Exhibit A, with such changes, insertions, deletions, amendments, and supplements as any Authorized Officer shall approve.
5. Defined Terms. Capitalized terms not otherwise defined herein shall have the meanings ascribed by the Extendable CP Resolution.
Agenda Analysis
Analysis
This resolution amends Resolution No. RS2015-1417, as supplemented and amended, (the “ECP Resolution”) to extend the duration of the water and sewer revenue extendable commercial paper program (the “ECP Program”) of the Metropolitan Government from January 1, 2026, to March 31, 2031, and increase the size of the ECP Program from a maximum aggregate principal amount of $200 million to a maximum aggregate principal amount of $300 million. Section 6.01 of the ECP Resolution allows for both the extension of the final maturity date and the increase of the allowable maximum aggregate principal amount of the commercial paper issued.
Resolution No. RS2015-1417 authorized the issuance and sale of revenue bond anticipation notes not to exceed $100 million in the form of extendable commercial paper with a final maturity date of December 31, 2020. Resolution No. RS2018-1253 amended the ECP Resolution by extending the final maturity date of the ECP Program to July 10, 2021. Resolution No. RS2021-906 amended the ECP Resolution by extending the final maturity date of the ECP Program to January 1, 2026. Resolution No. RS2021-1821 amended the ECP Resolution by increasing the size of the ECP Program to $200 million.
The commercial paper issued under the ECP Resolution has a maximum maturity date of 90 days. Metro has the option of extending this maturity to a maximum of 270 days but would pay a higher interest rate if extended. If payment of the principal and interest on the 90-day commercial paper is not made on the date of maturity, the maturity date would automatically extend to 270 days.