Economic Development Authority Meeting   12/14/2021

2-3008.283, the Albemarle County's continuity of government ordinance and declaration of local state of emergency, and the EDA resolution of April 21, 2020.

We are holding this meeting by real-time electronic means with no authority member physically present at a single central location.

This is because the pandemic's catastrophic nature makes it impracticable or unsafe to assemble in a single location.

All authority members are participating electronically.

All authority members will identify themselves and state their general physical location during the roll call, which we will hold next.

This meeting is being recorded and will be uploaded to the county's website.

The public has real-time audio-visual access to this meeting over Zoom and real-time audio access over telephone, both as provided in a lawfully posted meeting notice.

The public is invited to offer live comment during the public comment period.

Comments are limited to three minutes and must be germane to matters on the agenda.

All right.

I will do it.

Director George Ray.

In the county of Albemarle.

Whoa.

Director Stephen McNaughton.

Director John Mottola.

Present in Crozet.

And we have Supervisor Diantha McKeel.

So I count five, Mr.

Chair.

All right.

So matters from the public.

Mr.

OK. All right.

Then we'll proceed along.

Then approval of minutes.

So are there any comments to the minutes?

The only thing I noticed was I think it said that Jim Bowling was at the last meeting, and I don't think he was.

All right.

All right.

I'm going to take Mr. Ray's late motion as a second.

And all in favor of adoption of the minutes, please say aye.

Aye.

Aye.

All right.

The minutes are adopted.

financial report.

According to the agenda, there are no material changes, so unless Dave has something that he wants to add, we'll skip over the financial report.

Anything?

I do not.

All right, good report, Dave.

Yes, thank you.

So, cleanest whatever.

On to

New Business.

I would like to welcome John Mottola to the to the EDA representing the Whitehall District.

John, thanks for joining us.

We're happy to finally have a full slate of EDA members and we look forward to having you.

Thank you.

Well, John comes to us from Parole Robotics where I hope I get this right.

He's the chief operating officer.

I guess he's a lawyer by trade and a person who transferred down from, I guess, New York at some point, John.

Right.

My background is basically in law and business, regulatory risk in the financial services industry primarily.

I joined prone robotics in April.

I relocated to Old Trail from Charlotte, North Carolina.

I was in Charlotte for about six years.

Prior to that, I was in New York City for

about 17 or so.

And previous to that in Boston, I'm originally from the Philadelphia, New Jersey area.

Well, welcome.

We look forward to having you.

Absolutely.

All right, so

The next thing on the agenda is the Virginia Association of Counties conference update.

Sorry about the phone in.

I got an unexpected child pickup that I have to do.

I appreciate a few minutes.

I won't take long.

But I did attend the Virginia Association of Counties conference and there was a presentation by the director of the Virginia Economic Development Program.

Roger, help me with the name again.

You're right here, sir.

So he had given an update and I just met that morning with incoming Governor Glenn Youngkin, but had then received a recent update on outgoing Governor Northam's budget.

And I thought it was worthwhile that both Governor Northam and Governor Elect Youngkin have both targeted or cited site preparedness or site readiness as an area for budget prioritization and grants to go out.

They see that as the main weapon, if you would, in attracting economic development activity to the Commonwealth.

Obviously, they're targeting sites of 100 plus acres, which may not

necessarily be something that would be in play here locally or even regionally but it's something that's worthwhile to keep on our radar to know that one there could be grant monies available and just to be in line with what hopefully the state's prioritization will be.

The thing that I found interesting was when they talk about site readiness they're trying to find sites or it's helpful to have sites that are ready that when an applicant comes in they only have about

12 to 18 or 16 months to go to finish getting the site ready.

So what it sounds like are other localities that we lose out to around the Commonwealth or other states, their sites are definitely to that point where the company can come in and get set up in quick fashion.

Didn't sound like there would be a whole lot of incentive monies

to try to bring companies in.

But again, using this site readiness is the main the main tool.

I'm sure Roger and J.T.

are more up to speed on this, just having interacting with that on a day to day basis.

So J.T.

or Roger, if you guys have more to add to that nugget, please do.

But this was just my opportunity to come in.

I felt that was good information for the EDA to have.

Again, some of you may already know that, but I think it's important for our board to know

I've also brought this up at the Thomas Jefferson Planning District Commission meeting as something that regionally we should all be keeping eyes on just as we have found success in attracting grants and other efforts for transit, for transportation, for regional housing, that this is another area where we could work together regionally to help attract good economic development activity to the area.

So with that, I'm happy to answer any questions if there are none.

But I appreciate, again, the few minutes

Thank you, Chair Galloway.

Any questions or comments?

J.T., I'm going to put you on the spot.

Yeah, sure.

So, Chair Galloway is hitting on a really important program for the state for site readiness.

The Virginia Business Ready Sites Program is a webpage I'd recommend checking out on VEDP's website.

The state provides grants for both site development and site characterization.

So for properties that are a minimum of 100 acres, there are grants to characterize them as tier 3, tier 4, tier 5, and then there's site development grants that are competitive where you can advance those properties to a higher tier level.

We have worked with the University of Virginia Foundation to submit a grant for this last round and are expecting to hear before the end of the month the outcome of that request.

Some of you may be familiar with a Tier 4 site that is in North Fork.

They are the only 100 plus acre non-residential site in the county.

So it made it easy for us to select who we were going to work with for the grant process.

The state has been expediting the review of that grant program to inform the upcoming budget request because all the different localities across the state that submitted grants that can't be funded, VEDP will then forward that through the General Assembly to make a request to say there are

X number of localities that could take their sites that are sitting at three or four and get them to tier five with X amount of grant dollars from the state.

So our total request to get to tier five was a six million dollar grant request.

The total budget in this round for the entire state was $7 million.

So we don't expect to get that full funding, but we're excited to be a part of the process.

It was really great working with the foundation to submit that application and we're looking forward to doing more.

I think on the development side with anybody with that size acreage and then anybody with less than 100 acres

J.T., would you remind us what the different tiers are?

Yeah, broadly speaking, Tier 5 is going to be a shovel-ready site, one that, as Chair Galloway mentioned, that a business could say, hey, we're interested in this site and

A developer could pull a building permit and be completed with construction within a year.

Tier 4 goes down from that, that a lot of the

Early environmental assessments have been done, but perhaps there hasn't been any sort of site planning or there still remains grading and preliminary engineering that needs to take place.

Tier three, maybe the property is zoned, but it's wooded.

It needs significant infrastructure before it would be prime for development.

and tier two and tier one are gonna be mainly raw land.

I have a quick question.

Sure.

That project out on 5th Street we're involved in, are they looking for a sort of

OK. All right.

Anything else on that?

Thanks, Ned.

I appreciate that that update.

So the next item is the amendment of the rules and procedures.

Caroline, thank you, you're right.

And as I was about to hit the unmute button, the whole screen shifted.

So I missed that.

Anyway, so this is actually, this will look familiar to the directors because this is a direct result of making or adopting a fee schedule for bonds at the last meeting and finalizing those documents

Ashley, in the Economic Development Office, she noticed that at the end of the rules and procedures, there was a section, and I will call it an uncodified section, it didn't have any numbers, it was just kind of floating out there, and it was called Notes to Application.

We looked into the history and have no idea how that made it into the document, but it's been there for, if not decades, at least one decade, and it's just kind of randomly out there.

and the notes to application had, well, the first note to the application said, hey, look at the rules they control.

And one of the following sections in the notes to application said, here are some limits on bond fees.

So they were inconsistent with the rule and so we just kind of doing some housekeeping here today.

And I will say this is in the context of next year, it's staff's intention

to take a look at all the rules to go through them line by line and then see if we can modernize them.

Because as you can see, rule 4.1 requires applicants to file nine full and accurate completed applications with all the bond documents.

And that just simply does not happen.

It doesn't track what actual practice is now.

This is kind of a quick band-aid and a quick fix.

The suggested changes to the rule to kind of make it work is one, we delete the notes to application.

And that just gets rid of those clauses that are drifting out there in no man's land.

The second thing what we've done is

We kept the submission in case there are applicants who want to submit hard copies.

We have changed the 10-day notice to 14 days, which still seems to be pretty tight.

But at least it takes us into the two-week realm, and we can look at down the road, we can look to expanding that.

Second thing we do is

Rather than having applications submitted to the clerk of the board of supervisors, we have them submitted to the economic development or to the EDA care of the economic development office.

I did clear with the clerk of the board of supervisors, and she indicated that having them filed with the board of supervisors was kind of a throwback.

in the sense that years ago, the Board of Supervisors provided support to the EDA.

The county has moved away for that, so she agreed that it was appropriate that applications be filed with the Economic Development Authority.

Final quick change is that we will allow electronic versions of the applications to be filed to the Economic Development Authority through the email address that's listed.

And that kind of actually tracks a little bit more of what's actually happening these days.

So anyway, those are the changes.

There was a resolution that was included in the packet.

It indicates that this is a result of staff developing the uniform bond issuance.

And in the course of that, we discovered kind of the anomaly.

And so we are changing the rules to delete the notes to application section and updating rule 4.1.

And so the motion would be to adopt the resolution amending rule 4.1,

of the rules and procedures and deleting notes to application as attached.

Any questions for Richie on those changes?

One thing that occurred to me, Richie, as we were going through this is less about this change than about our future change.

I think it might make sense as we discuss sort of updating the rules and processes.

We have two lawyers joining us today who have experience in dealing with authorities throughout the

Commonwealth of Virginia.

And it might make sense to reach out to some of the folks who appear frequently in front of us and say, OK, you know, what do you see that helps make this process work better and what kinds of things can we do to just make it easier and smoother in what we do?

I agree.

I think it's a great idea.

Any other questions or comments?

I'll move to adopt the resolution.

Is there a second?

Who was that?

Was that Stuart?

Yes, Stuart.

All right.

So there is a motion and a second to approve the resolution that was included with the package.

All in favor say aye.

Any opposed?

None opposed.

So the motion, the resolution is approved.

Thank you, sir.

Thank you to you.

Thank you to Ashley for catching that issue.

And let's

And as Richie said, we're going to be well both be looking at the rules in the new year, but also we've decided that we're going to adopt new rules at the beginning of each year just to make sure that we're always have current rules and we don't run into any problems.

So next on the agenda is Westminster Canterbury of the Blue Ridge Bond Refinancing.

I'm not sure whether Jim or Ann wants to

Lead us off.

Good evening, Chair Long and directors.

This is Anne Curtis Saunders with Maguire Woods.

Yep.

Great.

And thanks for having us tonight.

As I said, I'm with McGuire Woods and we're serving as bond counsel on this financing.

And I think also on the line, we have Gary Somisey, who's the president and CEO of Westminster Canterbury of the Blue Ridge, Anna Buchanan, its CFO and treasurer, and also my colleague T.W.

Bruno.

So as represented in the materials in your board package Westminster Canterbury of the Blue Ridge has requested that the authority issue up to $73 million of its revenue bonds to assist it with refinancing certain of its outstanding bonds previously issued by the authority to assist with financing and refinancing certain improvements at its community in Albemarle County.

and also to assist with financing other capital projects.

Although I wanted to point out to you all tonight that currently we expect it's going to ultimately be a refunding only and that there won't be any borrowing for new money projects.

So before you tonight are two resolutions.

The first I'll call our inducement resolution, which is among other things acknowledges that a public hearing has been held on this financing.

And so I think there was a lag in me joining, but Mr.

Why don't I do that once you've done your presentation or should I go ahead and do it now?

Yeah, I think we can wait until, and the public hearing is required under both federal and state laws related to tax exempt bonds, which we're anticipating these will be.

And we publish notice of the public hearing twice in the daily progress.

The resolution also provides the Authority's recommendation that the County's Board of Supervisors approve of the financing, which is the next step in our process provided you all approve of the financing this evening.

The second resolution provides authorization for the Authority to issue the bonds.

It approves of the forms of the financing documents.

It authorizes certain officers of the authority to execute the principal bond documents and to take other actions as necessary to affect the transaction.

And it also sets certain parameters on the rates and maturity of the bond.

With respect to the authorizing resolution, as some of you may have seen in emails earlier today, we've requested that that resolution be adopted subject to one amendment, which is to add a sentence, and I believe paragraph seven, that would allow for certain amendments to be made to the bond documents.

Right.

to the bond documents for the authority's outstanding bonds that have been issued for the benefit of Westminster Canterbury of the Blue Ridge.

And we've made that request because it's become apparent over the last few days that amendments to certain of those documents may prevent Westminster Canterbury of the Blue Ridge from having to pay substantial penalties for prepaying its outstanding debt.

And then finally, since I know it's important to you, I wanted to point out that both of the resolutions before you provide that any bonds issues will not be the general debt of the authority or the county, but will be payable from funds that are pledged in the bond documents, which will be the payments and security provided by Westminster Canterbury, the Blue Ridge, and that any cost of the financing will be paid by Westminster Canterbury.

So I think that hits the high points of the

So I will open the public hearing on the

Westminster Canterbury, the Blue Ridge Bond Refinancing.

Are there any members of the public who are in the audience who wish to speak at the public hearing?

If you can indicate by raising your virtual hand, we'll get you pulled in.

Not seeing any comments, I guess we will close the public hearing.

So any of the board members have any questions

Yeah, I have a really basic question.

Well, I think regardless, even if we were, I mean, I think

The anticipation right now is that these will be publicly issued bonds.

Okay.

Sure.

So it's not savings per se in the long run.

Westminster Canterbury is looking to restructure their outstanding debt to provide them some flexibility, but it will allow in the

And I think the first 10 years after issuance, there will be a reduction in debt service payments of I think it's between two and two and a half million dollars over the first 10 years.

Any other questions, comments?

All right.

Well, if there's no further discussion,

Is there a motion on the, should we have separate votes on the resolutions or should we adopt them together?

Mr.

Okay.

All right.

Happy to do that.

I think the first one will be the initial approval and I'll defer to Ms. Saunders on that.

That's correct.

Actually, I don't think I have the resolutions up.

All right.

So is there a motion?

All right, second.

It was.

Any further discussion on the motion?

Director Ray?

Aye.

Director Shreve?

Aye.

Aye.

All right.

Any opposed?

Well, no.

That was everybody.

I'm assuming Director Imhoff and McNaughton have not joined the meeting.

Have they?

Hearing none.

Okay.

All right.

All right.

Next resolution.

So this is the resolution of the Economic Development Authority of Albemarle County, Virginia authorizing the issuance of revenue bonds that amount up to $73 million for the benefit of Westminster Canterbury of the Blue Ridge.

Is there a second?

I'll second.

All right.

Is there any discussion on this motion to approve the resolution?

Director Ray.

Yes.

Director Shreve.

Aye.

Aye.

All right, the motion is approved and the resolution is adopted by the authority.

Anything else?

Mr.

Thank you.

Thank you.

And I will say that earlier when I was suggesting that we ask Ann and TW about the resolutions that I left Gary out, Gary and I spent a lot of time drafting bylaws for the United Way a long time ago, and I know he's very good at it too.

So you can call him as well.

Thank you, Don.

All right.

Absolutely not.

Thanks, Anne.

All right.

So that was our last item of new business.

There's not any unfinished business on the agenda.

We did get a draft meeting schedule.

I should say, is there any unfinished business anybody wants to bring up?

All right, hearing none.

So the draft meeting schedule.

So I don't know if people have had a chance to look at their calendar.

I have not yet, but I think everybody should look at the calendar and just see if there are any conflicts.

On that, a reminder that statement of economic interests are due on February 1st.

We should get a reminder

We generally get a reminder from the clerk's office or the clerk of the board of supervisors about that beginning in January.

Also, EDA directors must complete the conflict of interest training, which should, and there's a link to the training on

on the agenda, and we will, just a reminder, we'll be electing officers again at the January meeting.

So, anything else that anybody wants to bring up before we wrap up today?

Yes, Mr.

Chair, I'd like to just acknowledge that many of you had to change your schedules to participate today in order to help with the bond refinancing and bring a quorum to bear.

We very much appreciate your dedication and volunteerism for this particular board.

And for that, we're thankful.

Thank you.

All right.

Well,

Not hearing anything else.

I guess we will adjourn the meeting.