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n <br />FERRIS <br />BAKER <br />WATTS <br />nox 18 P.,GF 5-0 <br />a Gas <br />Member N-T.S.E.. SIPC <br />SERVICES MEMORANDUM <br />Re: COUNTY OF LEE, NORTH CAROLINA <br />OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1992 <br />As Financial Advisor to the County of Lee, North Carolina (the "County"), Ferris, Baker Watts, Inc. will <br />advise and assist the County regarding financing matters relative to the refunding of the outstanding General <br />Obligation Bonds, dated July 1, 1992 (the "Refunding"). Legal questions regarding the Refunding will be <br />the responsibility of bond counsel selected by the County. Ferris, Baker Watts' strategy for accomplishing <br />this work plan will include, but not be limited to, the execution of the tasks outlined below: <br />A. Assist the County in identifying qualified bond counsel for the proposed financing. <br />B. Prepare a financing schedule that meets the County's refunding requirements for the Refunding. <br />C. Review all legal bond financing documents to ensure that they appropriately reflect the financing <br />structure and terms and covenants of the bond issue agreed to by the County. <br />D. Assist the County in selecting a qualified bank to provide trustee services related to the bond financing. <br />E. Prepare refunding analysis setting forth all relevant structure, savings and securities information. <br />F. Be available to make presentations to County Commissioners, Finance Committee, Public Hearing or <br />other appropriate venues. <br />G. Prepare and present the financial information relating to the refinancing and review and offer <br />comments on the materials prepared by the County and Local Government Commission ("LGC") <br />representatives. <br />H. Assist in preparation of bond offering materials and notice of sale. We will prepare and supply to the <br />LGC staff proper language, material, etc. relating to the refunding portion and will review and offer <br />comments on the portions prepared by the County and LGC representatives. <br />1. Assist the County in presenting its credit profile to the bond rating agencies and bond insurers, if <br />appropriate, in order to obtain the highest possible rating and the lowest achievable interest rate on the <br />bonds. <br />J. Receive and evaluate all competitive bids for the County's Refunding Bonds, including performing <br />the necessary calculations to determine the winning bidder. Prepare a final refunding analysis and <br />review bond documentation to ensure its accuracy and timely completion in order that settlement <br />takes place as scheduled. <br />