10.

Board of County Commissioners (BCC)

Meeting: 10/10/23 05:00 PM
Department: Economic Development
Prepared By: Carolyn Tobias
Director: Marcos Gonzales
DCM: No DCM
Sponsors: Barbara Baca

Title: Industrial Revenue Bond (IRB) Notice of Intent for Project Sunflower

Action:
Motion to approve Inducement Resolution AR 2023- to issue Taxable Industrial Revenue
Bonds in an amount not to exceed forty nine million, five hundred thousand ($49,500,000) in
connection with a Proposed Project located within Bernalillo County, New Mexico, for the
Purpose of Inducing BernCo Investors LLC and Project Sunflower to Construct, Acquire and
Install Improvements, Equipment and other Real and Personal Property in a manner set forth in
the Project Plan. (Sponsor: Chair Baca)

Summary:
Project Sunflower is an existing Albuquerque-based international manufacturer for the clean
energy sector. The business is the largest solar tracker company in the world. The Company is
seeking to relocate from its current location to the Upper Petroglyph area (701 Atrisco Vista
Blvd), to accommodate business growth and expand truck access. BernCo Investors will do
preliminary construction of a manufacturing shell to Project Sunflower specifications. Project
Sunflower is committing to a long-term (13-year, with an option to extend) lease with out-of-
pocket build-out costs, in addition to machinery, equipment, and necessary improvements at the
project location.

The $49,500,000 IRB will be issued in two series:

• $34,500,000 in a Taxable Industrial Revenue Bonds, Series 2023A for the benefit of
BernCo Investors for site construction/building; and
• $15,000,000 in a Taxable Industrial Revenue Bonds, Series 2023B for the benefit of
Project Sunflower for internal building improvements, machinery and equipment.

The facility will retain 318 jobs and create 87 new full-time jobs with an average annual salary
of $48,586 for net new jobs.

Without IRB financing, this project could not proceed to utilize associated economic incentives
to construct and equip this project in Bernalillo County. The tax savings provided by the IRB
will ensure the economic feasibility of the Company’s proposed installation and acquisition of
equipment necessary for this project. The Company would be forced to leave Bernalillo County
altogether (closure of existing location) and consider sites in competing states due to the
financial gap for this expansion.

DOC ID: 21185 Page 1

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Attachments:
• FAF_NOI for IRB Project Sunflower_10 October 2023 (XLSM)
• Sunflower Inducement Resolution 09.29.23 (57676225v2) (DOCX)
• Executive Committee Agenda Items 10.10.23 (DOCX)

Staff Analysis Summary:

Economic Development Marcos Gonzales Review Completed 09/30/2023
4:47 PM
Economic Development staff affirms that this application complies with Bernco Economic
Development Financing Policies. Also, the Economic Development staff has determined that his
project offers a reasonable return on investment and therefore recommends Board Approval.
Procurement & Business Services Nate Hopkins Review Completed 10/02/2023
11:58 AM
Agenda item 21185: No comment required on the proposed motion; however, proper Purchasing
procedures will be followed for any and all related procurements. Nathaniel Hopkins,
Purchasing Administrator, 10/2/2023
Risk Management Armany Mansour Review Completed 10/02/2023 12:36 PM
Budget Jackie Sanchez Review Completed 10/02/2023 1:39 PM
I have reviewed and recommend the approval of this agenda item. JS 100223
Finance Shirley Ragin Review Completed 10/02/2023 1:44 PM
Reviewed and approve. SMR 10/2/2023
Legal John T. Grubesic Review Completed 10/02/2023 2:11 PM
Approved as to form. JTLG
County Manager Angela Lucero Review Completed 10/03/2023 9:47 PM
The project is for introduction and will achieve the county’s strategic plan goal of Economic
Vitality. I recommend approval. JMB 10/3/2023
Board of County Commissioners Julie Anne Baca Meeting Pending
10/10/2023 5:00 PM

Page 2
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FINANCIAL ANALYSIS FORM

Attachment: FAF_NOI for IRB Project Sunflower_10 October 2023 [Revision 1] (21185 : IRB NOI for
SECTION 1: GENERAL INFORMATION
Request Type: Agenda Item/Financial Resolution (FR)
Date: October 10, 2023
Action Item Title: NOI for IRB for Project Sunflower
Department: Economic Development
Form Prepared By:
(Name, Title & Phone Number) Carolyn Tobias, Economic Development Manager 505.510.5983
Form Reviewed By:
(Budget Office Staff Name, Title, & Phone Number) Carlos Sanchez, Senior Budget Analyst, 505-468-7314
(1 thru 5 or all) BCC District: 1
SECTION 2: REQUEST OVERVIEW
Project Sunflower has submitted an application to request Industrial Revenue Bonds (IRB) to Construct, Acquire and Install Improvements, Equipment and other Real and Personal
Property in the amount not to exceed $49,500,000 for a new manufacturing facility for the production of solar tracking.

SECTION 5: NARRATIVE
FISCAL IMPLICATIONS
Historical Information and Existing Funding (include match and in-kind funding) - Full details about Project Sunflower will be provided prior to adoption. For more information, JLL (Jones
Land LaSalle) Meredith O'Connor can be reached at 312-523-8737. This IRB application will include real property at 75% tax abatement. The amount of personal property tax abatement
will be 100%.

Current Financial Impact of Proposed Action - This project encourages the retention of 318 existing jobs and the creation of 87 new jobs in Bernalillo County which helps to achieve the
Bernalillo County Strategic Plan Goal of Economic Vitality by continuing to provide a thriving, livable community with diverse economic opportunities for our residents. The proposed
area for development is located in a PID (Public Improvement District) however it is not yet designated. A separate PILOT payment will be calculated for the PID prior to adoption.

Future Financial Implications - Project Sunflower will reimburse Bernalillo County for any associated legal costs incurred as a result of the IRB. There are no performance implications
relative to Bernalillo County as a result of this action. No proceeds will flow through the County. Title to the land and improvements purchased will remain with the County until the
bonds are paid. The County has no role in the debt repayment. Payment in Lieu of Taxes (PILT) revenues received will be budgeted after the project receives final BCC approval.
Application Fee revenues collected have been budgeted as part of the FY24 budget process.

OTHER SIGNIFICANT ISSUES

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FINANCIAL ANALYSIS FORM

Attachment: FAF_NOI for IRB Project Sunflower_10 October 2023 [Revision 1] (21185 : IRB NOI for
SECTION 1:Impacts
Departmental GENERAL INFORMATION
- Bernalillo County will work with Bond Counsel to ensure all appropriate documentation is in place. The company will be responsible for payment directly to
bondholders. The company will be responsible for providing annual PILOT fees to the Economic Development Department.

Impacts to Other Departments - The Economic Development Department has a process in place for invoicing and will notify the Assessors office on completion of the IRB. Planning and
Development are in process of re-platting the proposed site as Project Sunflower will only use the northern portion of an existing entitled parcel.
Interdepartmental Communication - The Economic Development Department has a process in place for invoicing and will notify the Assessors office on completion of the IRB.

JUSTIFICATION
Mandated - This is not a mandated action.

Program Relevance - This initiative is an incentive for Economic Development purposes made available by NM State Statue.

Other Relevant Information -Economic Development will be monitoring all applicable reporting measures to ensure IRB requirements are being met.

ALTERNATIVES
Failure to approve the Ordinance will result in a missed opportunity to provide the requested conduit financing, the applicant may not be able to move forward with this project due to
its inability to make the proforma work in the absence of the requested exemptions. Without the IRB, Project Sunflower will seek to leave New Mexico for an alternate location for their
expansion, resulting in a loss of 405 jobs (new and existing).

BUDGET OFFICE REVIEW

This is a standard notice of intent. The revenues received will be budgeted after the project receives final BCC approval. Application Fee revenues collected have been budgeted as part of
the FY24 budget process.

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 10.B.b

1 BERNALILLO COUNTY, NEW MEXICO

2 BOARD OF COUNTY COMMISSIONERS
3 ADMINISTRATIVE RESOLUTION NO. 2023-__
4

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
5 DECLARING THE INTENT OF BERNALILLO COUNTY, NEW
6 MEXICO, SUBJECT TO THE SATISFACTION OF CERTAIN
7 CONDITIONS, TO ISSUE TAXABLE INDUSTRIAL REVENUE BONDS
8 IN ONE OR MORE SERIES IN AN AGGREGATE AMOUNT NOT TO
9 EXCEED FORTY-NINE MILLION FIVE HUNDRED THOUSAND
10 DOLLARS ($49,500,000) IN CONNECTION WITH A PROPOSED
11 PROJECT LOCATED WITHIN BERNALILLO COUNTY, NEW
12 MEXICO, FOR THE PURPOSE OF INDUCING AN ENTITY TO BE
13 IDENTIFIED PRIOR TO THE ADOPTION OF AN ORDINANCE
14 AUTHORIZING THE ISSUANCE OF THE ABOVE-REFERENCED
15 BONDS AND CURRENTLY REFERRED TO AS “PROJECT
16 SUNFLOWER” AND BERNCO INVESTORS, LLC TO CONSTRUCT
17 AND EQUIP A MANUFACTURING FACILITY OF SOLAR
18 COMPONENTS, AND RELATED FACILITIES, IN THE MANNER SET
19 FORTH IN THE PROJECT PLAN.

20 WHEREAS, Bernalillo County (the “County”) is a political subdivision of the State of

21 New Mexico (the “State”); and
22 WHEREAS, the New Mexico legislature has enacted the County Industrial Revenue
23 Bond Act, Chapter 4, Article 59 NMSA 1978 (the “Act”), which authorizes the County to issue
24 industrial revenue bonds and to acquire projects as defined in the Act; and the County desires to
25 promote industry and develop trade or other economic activity to secure and maintain a balanced
26 and stable economy in the County and to promote the public health, welfare, safety, convenience
27 and prosperity; and
28 WHEREAS, representatives of an entity to be identified prior to the adoption of the
29 Bond Ordinance (as defined below) currently referred to as “Project Sunflower” (together with
30 its assigns and affiliates, the “Company”) and BernCo Investors, LLC (together with its assigns
31 and affiliates, the “Developer,” and together with the Company, the “Applicants”) have
32 presented to the Board of County Commissioners (the “Board”) of the County a proposal (the
33 “Project Plan”) whereby the Applicants will construct and equip a manufacturing facility of solar
34 components, and related facilities, located within the County, which will constitute an industrial
35 development project (the “Project”), as defined in the Act; and

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CONTINUATION PAGE 2, ADMINISTRATIVE RESOLUTION AR 2023-___

1 WHEREAS, the Project Plan proposes the issuance by the County, pursuant to the Act,
2 of its Taxable Industrial Revenue Bonds (Sunflower Project) Series 2023A for the benefit of the
3 Developer (as they may be later renamed, the “Series 2023A Bonds”) in a principal amount not
4 to exceed $34,500,000 and its Taxable Industrial Revenue Bonds (Sunflower Project) Series

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
5 2023B for the benefit of the Company (as they may be later renamed, the “Series 2023B Bonds,”
6 and together with the Series 2023A Bonds, the “Bonds”) in a principal amount not to exceed
7 $15,000,000 to finance all or part of the costs of the Project and certain costs incurred in
8 connection with the authorization, issuance and sale of the Bonds; and
9 WHEREAS, the issuance of the Bonds by the County to finance the Project will
10 constitute one of the inducements whereby the Applicants will determine to proceed with the
11 Project; and
12 WHEREAS, concurrently with the issuance of the Bonds, the Applicants will enter into
13 one or more leases or other financing agreements with the County providing for the payment of
14 lease rentals or payments on the property sufficient to pay the debt service on the Bonds, subject
15 to the prior approval of the Board; and
16 WHEREAS, the County desires to indicate its intent, subject to the conditions provided
17 in Section 7 below, to proceed with the issuance of the Bonds for the financing of the Project
18 pursuant to the terms of an ordinance (the “Bond Ordinance”) to be adopted by the Board at a
19 later date prior to the issuance of the Bonds; and
20 WHEREAS, the County and the Applicants understand that the adoption of this
21 Resolution shall not obligate the County to issue the Bonds except in full compliance with the
22 terms of the Bond Ordinance adopted by the Board prior to the issuance of the Bonds and related
23 bond documents in form satisfactory to the County.
24 NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
25 COMMISSIONERS, THE GOVERNING BODY OF BERNALILLO COUNTY, NEW
26 MEXICO, THAT ADMINISTRATIVE RESOLUTION NO. 2023-__ BE ADOPTED THIS
27 10TH DAY OF OCTOBER 2023:
28 SECTION 1. Ratification. All actions (not inconsistent with the provisions hereof)
29 heretofore taken by the Board and the officers of the County, related to the purposes of this
30 Resolution be and the same hereby are ratified, approved and confirmed.
31 SECTION 2. Project. The Board has been informed that:

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CONTINUATION PAGE 3, ADMINISTRATIVE RESOLUTION AR 2023-___

1 (a) The Project will consist of the construction and equipping of a

2 manufacturing facility of solar components and related facilities.
3 (b) The maximum aggregate principal amount of the Bonds to be issued by
4 the County to finance the Project is $49,500,000.

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
5 (c) The developers of the Project will be the Applicants.
6 (d) The location of the Project is 701 Atrisco Visa Blvd SW, Albuquerque,
7 NM 87121.
8 (e) The proposed Project will comply with all applicable land use regulations
9 of the County.
10 SECTION 3. Interest on the Bonds not Tax-Exempt. The County understands that
11 the Applicants do not intend that interest on the Bonds be excludable from gross income of the
12 holders of the Bonds under the Internal Revenue Code of 1986, as amended. Pursuant to the Act,
13 interest on the Bonds is exempt from State taxation.
14 SECTION 4. Intent to Issue Bonds. In order to promote the local health and general
15 welfare, safety, convenience and prosperity of the inhabitants of the County, it is the intent of the
16 Board to take all necessary and advisable steps to effect the issuance of the Bonds, in an
17 aggregate principal amount not to exceed $49,500,000 in order to defray part or all of the costs
18 of the Project, provided that the issuance of the Bonds is subject to the conditions described in
19 Section 7 hereof.
20 SECTION 5. Limited Obligations. The Bonds shall be special limited obligations of
21 the County payable solely from the revenues derived from the leasing of the Project, and shall
22 not constitute a debt or indebtedness of the County within the meaning of any provision or
23 limitation of the Constitution or statutes of the State and shall not constitute or give rise to a
24 pecuniary liability of the County or a charge against its general credit or taxing powers. Nothing
25 contained in this Resolution or in any other instrument shall be construed as obligating the
26 County to any pecuniary liability or a charge upon the general credit of the County or against its
27 taxing powers, it being understood that no costs are to be borne by the County and that all costs
28 incurred by the County in connection with the Bonds are to be promptly reimbursed by the
29 Applicants.
30 SECTION 6. State Tax Matters. The Applicants, as agents for the County, will
31 acquire the Project. For this purpose, by adoption of this Resolution, the County authorizes the

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CONTINUATION PAGE 4, ADMINISTRATIVE RESOLUTION AR 2023-___

1 Applicants to act as agents for the County for the purchase of tangible personal property to be
2 included as part of the Project. The Applicants will, consistent with New Mexico law and as
3 agent for the County, apply to the Taxation and Revenue Department for Type 9 Nontaxable
4 Transaction certificates (the “Certificates”). The Applicants will deliver a Certificate to each

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
5 person selling tangible personal property to the Applicants for the Project as applicable under the
6 New Mexico Gross Receipts and Compensating Tax Act and Taxation and Revenue Department
7 Regulation 3.2.212.22 NMAC (the “Regulation”). For this purpose, by adoption of this
8 Resolution, the County authorizes the Applicants to act as agents for the County with respect to
9 the acquisition of the Project. The Applicants shall not use the Certificates other than for the
10 purchase of capital equipment and other tangible personal property, nor shall the Applicants use
11 such Certificates after the completion of the Project. This Resolution is intended to be an
12 “inducement resolution” as that term is used in, and for the purposes of, the Regulation. The
13 Applicants will indemnify the County for any taxes that may be levied or assessed pertaining to
14 use of the Certificates.
15 SECTION 7. Issuance of Bonds Conditioned Upon Full Review and Approval.
16 The issuance of the Bonds and the execution and delivery of any documents to which the County
17 is a party in connection therewith shall be subject to a review of the Project by the County in the
18 normal course. Issuance of the Bonds will be subject to the approval and authorization by the
19 Board pursuant to the Bond Ordinance. The County Clerk is hereby authorized to publish notice
20 of intent to adopt a Bond Ordinance, in substantially the form attached hereto as Exhibit A, at
21 least fourteen (14) days prior to the public meeting at which the Board will consider the Bond
22 Ordinance, such public notice to specify the time, date and location of the Board’s meeting. In
23 connection with this Resolution, the Board has been informed that the representatives of the
24 Applicants have expressed their understanding that a failure or refusal of the Board, however
25 arising, to adopt the Bond Ordinance will have the effect of voiding any benefits to the
26 Applicants under the Act, including voiding the Certificates issued to the Applicants for the
27 purchase of property described in Section 6 hereof. In that event, the Applicants may be liable
28 for the payment of compensating tax or an amount equal to the gross receipts tax that would have
29 been due if such Certificates had not been issued.

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CONTINUATION PAGE 5, ADMINISTRATIVE RESOLUTION AR 2023-___

1 SECTION 8. Payments in Lieu of Tax. If the Bonds are issued by the County, the
2 documentation evidencing the obligations of the Applicants shall provide that the Applicants
3 shall make annual payments in lieu of taxes to the County.
4 SECTION 9. Further Steps. The Chair, County Manager, Bond Counsel, and other

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
5 appropriate County officials are hereby authorized and empowered to take such steps and to do
6 such things as may be necessary to achieve the purposes of this Resolution.
7 SECTION 10. Severability. If any section, paragraph, clause or provision of this
8 Resolution shall for any reason be held to be invalid or unenforceable, the invalidity or
9 unenforceability of that section, paragraph, clause or provision shall not affect any of the
10 remaining provisions of this Resolution.
11 SECTION 11. Repealer. All orders and resolutions, or parts thereof, in conflict with
12 this Resolution are repealed; this repealer shall not be construed to revive any order, resolution,
13 or part thereof, heretofore repealed.
14 SECTION 12. Effective Date. This Resolution shall take effect immediately upon its
15 adoption and approval by the Board and shall remain in effect until 180 days following the date
16 of adoption.
17

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CONTINUATION PAGE 6, ADMINISTRATIVE RESOLUTION AR 2023-___

1 Passed and Adopted this 10th day of October 2023.

2 BOARD OF COUNTY
3 COMMISSIONERS
4

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
5
6 Barbara Baca, Chair
7
8 _____________________________________
9 Adriann Barboa, Vice Chair
10
11 _____________________________________
12 Walt Benson, Member
13
14 _____________________________________
15 Steven Michael Quezada, Member
16
17 _____________________________________
18 Eric C. Olivas, Member
19
20
21 ATTEST:
22
23 _______________________________
24 Linda Stover
25 County Clerk
26
27
28 APPROVED AS TO FORM:
29
30 ___________________________________
31 Sherman & Howard L.L.C.
32 Bond Counsel
33
34

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CONTINUATION PAGE 7, ADMINISTRATIVE RESOLUTION AR 2023-___

1 Exhibit A
2
3
4 (FORM OF NOTICE OF INTENT TO ADOPT ORDINANCE FOR
5 PUBLICATION)

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
6 BERNALILLO COUNTY
7 NEW MEXICO
8 NOTICE OF INTENT TO ADOPT ORDINANCE
9
10 Notice is hereby given of the title and general subject matter contained in an ordinance which the
11 Board of County Commissioners of Bernalillo County, New Mexico, the governing body of the
12 County, intends to adopt at a regular meeting on or after __________, 2023, at the hour of 5:00
13 p.m. relating to the approval by Bernalillo County, New Mexico of its Taxable Industrial
14 Revenue Bonds (Sunflower Project) Series 2023A and its Taxable Industrial Revenue Bonds
15 (Sunflower Project) Series 2023B.
16
17 All meetings will take place in the Ken Sanchez Commission Chambers in the Bernalillo County
18 @ Alvarado Square building located at 415 Silver Ave. SW, Albuquerque, NM 87102 unless
19 otherwise stated. A printed agenda for each meeting will be available at the customer service
20 desk on the 1st floor at least 72 hours prior to the meeting unless it is a weekend, in which case
21 the agenda will be available by 4 p.m. on the Friday prior to the meeting. If you are an individual
22 with a disability who is in need of a reader, amplifier, qualified sign language interpreter or any
23 form of auxiliary aid or service to attend or participate in the hearing(s) or meeting(s), please
24 contact the County Manager’s Office at 505-468-7000 or TDD 505-468-7088 at least one week
25 prior to the meeting or as soon as possible. Public documents, including the agenda and minutes,
26 can be provided in various accessible formats. Please contact the County Manager’s Office at
27 either of the above numbers if a summary or other type of accessible format is needed.
28
29 The title (subject to amendment or substitution) of the Ordinance is:
30
31 BERNALILLO COUNTY, NEW MEXICO
32 ORDINANCE NO. 2023-__
33
34 AN ORDINANCE AUTHORIZING THE ISSUANCE AND SALE OF INDUSTRIAL
35 REVENUE BONDS FOR THE BENEFIT OF [AN ENTITY TO BE IDENTIFIED PRIOR
36 TO THE ADOPTION OF THIS ORDINANCE AND CURRENTLY REFERRED TO AS
37 “PROJECT SUNFLOWER”] (TOGETHER WITH ITS ASSIGNS AND AFFILIATES,
38 THE “COMPANY”) AND BERNCO INVESTORS, LLC (TOGETHER WITH ITS
39 ASSIGNS AND AFFILIATES, THE “DEVELOPER,” AND TOGETHER WITH THE
40 COMPANY, THE “APPLICANTS”) TO BE TITLED BERNALILLO COUNTY, NEW
41 MEXICO TAXABLE INDUSTRIAL REVENUE BONDS (SUNFLOWER PROJECT)
42 SERIES 2023A AND BERNALILLO COUNTY, NEW MEXICO TAXABLE
43 INDUSTRIAL REVENUE BONDS (SUNFLOWER PROJECT) SERIES 2023B
44 (TOGETHER, THE “BONDS”) IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO

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CONTINUATION PAGE 8, ADMINISTRATIVE RESOLUTION AR 2023-___

1 EXCEED FOURTY-NINE MILLION FIVE HUNDRED THOUSAND DOLLARS

2 ($49,500,000); PROVIDING THAT THE BONDS WILL BE ISSUED FOR THE
3 PURPOSE OF INDUCING THE APPLICANTS TO CONSTRUCT AND EQUIP A
4 MANUFACTURING FACILITY OF SOLAR COMPONENTS, AND RELATED
5 FACILITIES, LOCATED WITHIN THE COUNTY; PROVIDING FOR THE PAYMENT

Attachment: Sunflower Inducement Resolution 09.29.23 (57676225v2) (21185 : IRB NOI for Project Sunflower)
6 OF THE PRINCIPAL OF AND INTEREST ON THE BONDS FROM LEASE
7 PAYMENTS TO BE PAID BY THE APPLICANTS TO THE COUNTY; AND
8 PROVIDING FOR THE EXECUTION AND DELIVERY OF THE ASSOCIATED
9 INDENTURES, LEASE AGREEMENTS AND BOND PURCHASE AGREEMENTS.
10
11 A general summary of the Ordinance is contained in its title. Complete copies of the
12 proposed Ordinance will be on file and available for inspection at the offices of the County Clerk
13 during regular business hours.

14 Dated this _____ day of ________________ 2023, COUNTY OF BERNALILLO, NEW

15 MEXICO.
16
17 By: /s/ Linda Stover
18 County Clerk
19

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