Board of Visitors minutes :: October 5, 1984 :: University of Virginia Library

WHEREAS, the Board of Visitors at its meeting on June 1, 1984 adopted a Resolution Authorizing and Securing Student Housing System Revenue Bonds (the "Master Resolution") and a Series Resolution Authorizing and Securing Student Housing System (Variable Rate Demand) Revenue Bonds (Series 1984) (the "Series Resolution") providing for the issuance of bonds pursuant to Chapter 3, Title 23 of the Code of Virginia of 1950, as amended (the "Act"), to finance student housing for 650 students, such bonds to be payable from the revenues of the Univesity's Student Housing System, and authorized the appropriate officers of the University, including the Vice President for Business and Finance, to take such further action as they considered necessary to issue such bonds; and

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WHEREAS, pursuant to the Master Resolution and the Series Resolution as amended, completed and restated in accordance with the terms thereof by the Executive Committee of the Board of Visitors at its meeting on June 27, 1984 and by the Vice President for Business and Finance, copies of both of which have been presented to this meeting (together, the "Bond Resolutions"), the University issued its $11,500,000 Student Housing System (Variable Rate Demand) Revenue Bonds (Series 1984) under the Act on August 3, 1984 (the "Bonds"); and
WHEREAS, pursuant to the foregoing authority, there has been prepared, and the Vice President for Business and Finance has approved, executed and delivered on behalf of the University, a Preliminary Official Statement dated July 16, 1984 (the "Preliminary Official Statement") and an Official Statement dated July 25, 1984 (the "Official Statement") relating to the offering of the Bonds; and
WHEREAS, pursuant to the foregoing authority, the Vice President for Business and Finance has executed and delivered on behalf of the University a Contract of Purchase dated July 25, 1984 (the "Bond Purchase Contract") among the University, the Treasury Board of the Commonwealth of Virginia, and Goldman, Sachs and Company ("Goldman") providing for the sale of the Bonds to Goldman at a price equal to the aggregate principal amount thereof less an underwriting discount of $85,905; and
WHEREAS, pursuant to the foregoing authority, the Vice President for Business and Finance has executed and delivered on behalf of the University a Reimbursement Agreement dated as of June 1, 1984 (the "Reimbursement Agreement") between the University and The Sumitomo Bank, Limited (New York Branch) (the "Bank") providing for the issuance by the Bank of its irrevocable letter of credit as security for the Bonds; and
WHEREAS, pursuant to the foregoing authority, the Vice President for Business and Finance has executed and delivered on behalf of the University a Remarketing Agreement dated as of June 1, 1984 (the "Remarketing Agreement") between the University and Goldman whereby Goldman has agreed to fix the interest rate on the Bonds from time to time in accordance with prevailing market conditions and to use its best efforts to remarket any Bonds which have been tendered by the holders thereof for payment; and
WHEREAS, pursuant to the foregoing authority, the Vice President for Business and Finance has executed and delivered on behalf of the University a Standby Bond Purchase Agreement dated as of June 1, 1984 (the "Standby Bond Purchase Agreement") between the University and United Virginia Bank ("UVB") whereby UVB has agreed to purchase any Bonds which are tendered by the holders for payment and are not remarketed elsewhere by Goldman; and

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WHEREAS, a specimen of the Bonds and copies of the Preliminary Official Statement, the Official Statement, the Bond Purchase Contract, the Reimbursement Agreement, the Remarketing Agreement and the Standby Bond Purchase Agreement as executed and delivered on behalf of the University have been presented to this meeting;
NOW THEREFORE BE IT RESOLVED BY THE BOARD OF
VISITORS OF THE UNIVERSITY OF VIRGINIA:
Section 1. The Bond Resolutions as amended, completed and restated are hereby approved and adopted.
Section 2. The provisions of the Bonds, the Preliminary Official Statement, the Official Statement, the Bond Purchase Contract, the Reimbursement Agreement, the Remarketing Agreement and the Standby Bond Purchase Agreement, and their execution and delivery on behalf of the University by the Vice President for Business and Finance and, in the case of the Bonds, the Rector, are in all respects approved, ratified, and confirmed.
Section 3. The execution and delivery of all certificates, instruments and documents and any and all other action taken on behalf of the University by the Vice President for Business and Finance and other appropriate officers in connection with the issuance of the Bonds is in all respects approved, ratified and confirmed.