MURIEL BOWSER MAYOR March 1 9, 2025 The Honorable Phil Mendelson Chairman Council of the District of Columbia John A. Wilson Building 1350 Pennsylvania Avenue, NW, Suite 504 Washington, DC 20001 Dear Chairman Mendelson: Enclosed for consideration and adoption by the Council of the District of Columbia is a proposed resolution titled “Georgetown University Revenue Bonds Project Emergency Approval Resolution of 2025”, and the accompanying emergency declaration resolution. The resolution authorizes the issuance, sale, and delivery of tax-exempt revenue bonds, notes, or other obligations in aggregate principal amount not to exceed $675,000,000. The bonds will be used for the financing, refinancing, or reimbursing of costs associated with an authorized project of the Borrower’s properties located at 3700 O Street, N.W., in Ward 2, and 111 Massachusetts Avenue, N.W., 120 F Street, N.W., and 600 New Jersey Avenue, N.W. in Ward 6. In accordance with section 490 of the Home Rule Act, it has been determined that the bonds, when, as, and if issued, shall be without recourse to the District. The bonds shall not be general obligations of the District; shall not be a pledge of or involve the full faith and credit or the taxing power of the District; shall not constitute a debt of the District; and shall not constitute a lending of public credit for a private undertaking as prohibited in section 602(a)(2) of the Home Rule Act. The bonds shall not give rise to any pecuniary liability of the District, and the District shall have no obligation with respect to the purchase of the bonds. I urge the Council to take prompt and favorable action on the enclosed measure. Sincerely, Muriel E. Bowser Enclosures 1 2 3 4 5 6 7 A PROPOSED RESOLUTION 8 9 10 ~~ ~PhilMendelson at the request of the Mayor 11 IN THE COUNCIL OF THE DISTRICT OF COLUMBIA 12 13 14 15 To declare the existence of an emergency with respect to authorizing and providing for the issuance, 16 sale, and delivery in an aggregate principal amount not to exceed $675 million of District of 17 Columbia revenue bonds in one or more series, and to authorize and provide for the loan 18 of the proceeds of such bonds to assist Georgetown University in the financing, 19 refinancing, or reimbursing of costs associated with an authorized project pursuant to 20 section 490 of the District of Columbia Home Rule Act. 21 22 RESOLVED BY THE COUNCIL OF THE DISTRICT OF COLUMBIA, that this 23 resolution may be cited as the "Georgetown University Revenue Bonds Project Emergency 24 Declaration Resolution of 2025 ". 25 Sec. 2. (a) Georgetown University (the "Borrower"), is a nonprofit corporation organized 26 under an Act of Congress and existing under the laws of the District of Columbia which seeks to 27 have District of Columbia revenue bonds issued and receive a loan of the proceeds thereof (the 28 "Loan") for: 29 (1) Refunding all or a pmiion of the outstanding District of Columbia University 30 Revenue Bonds (Georgetown University Issue) Series 2010, originally issued in the principal 31 amount of $45,000,000 pursuant to the provisions of the Georgetown University Revenue Bonds 32 Project Approval Resolution of 2010, effective November 9, 2010 (Res. 18-0660; 57 DCR 10701), 33 the proceeds of which were used to finance, refinance, or reimburse the Borrower for all or a portion 34 of the costs to: 2 (A) Construct, equip and furnish a new science center (the “Science 35 Center”) to be located on the Borrower’s main campus at 37th and O Streets, N.W., Washington, 36 D.C. 20057 (Square 1321, Lot 0827) (the “Main Campus”), consisting of approximately 37 163,000 square feet above-grade, and associated infrastructure, including, but not limited to, 38 utilities relocation and realignment of roads in close proximity to the Science Center; 39 (B) Generally renovate and modernize the Borrower’s facilities at the 40 Main Campus, including Square 1321, Lots 0811, 0815, 0821 and 0827, at the Borrower’s law 41 center located at 600 New Jersey Avenue, N.W. Washington, D.C. (Square 0567, Lots 0062 and 42 0832) (the “Law Center”), and at certain existing Borrower-owned facilities, including student-43 occupied townhouses and residence halls, located adjacent to the Main Campus (Square 1222, 44 Lots 0062, 0801 and 0802; Square 1223, Lots 0065- 0067, 0072- 0074, 0085, 0086, 0800, 0801, 45 0807, 0808, 0810, 0812, 0815, 0826, 0827, 0834, 0840, 0841, 0846, 0847, 0852 and 0853; 46 Square 1226, Lots 0094- 0101, 0105- 0107, 0804, 0806 and 0811- 0814; Square 1247, Lots 0116 47 and 0126; and Square 1248, Lots 0126- 0139, 0145, 0146, 0150- 0157, 0159- 0162, 0800- 0802, 48 0805, 0806, 0819, 0829-0831, 0834, 0835 and 0837), and at certain other Borrower facilities 49 used in connection with the Law Center (Square 0565, Lot 0020; and Square 0569, Lots 0007, 50 0008, 0060- 0067, 0864 and 0865), including, but not be limited to, such items as: renovation or 51 replacement of mechanical, electrical and utility systems, as well as of structural elements such 52 as roofs, walls and windows; restoration of sidewalks and roads; and associated site work; 53 (C) Upgrade technology infrastructure and systems throughout the 54 Borrower’s facilities referred to in subparagraphs (A) and (B); 55 (D) Provide working capital; and 56 (E) Fund Issuance Costs; and 57 3 (2) Refunding all or a portion of the outstanding District of Columbia University 58 Refunding Revenue Bonds ( Georgetown University Issue) Series 2017, originally issued in the 59 principal amount of $301,575,000 pursuant to the provisions of the Georgetown University 60 Revenue Bonds Approval Resolution of 2016 , effective October 11, 2016 (Res. 21-0604; 63 DCR 61 12965) , the proceeds of which were used to finance, refinance, or reimburse the Borrower f or all or 62 a portion of the costs of: 63 (A) Refunding of the District’s outstanding District of Columbia University 64 Revenue Bonds (Georgetown University Issue) Series 2001B, Series 2001C and Series 2001D; the 65 proceeds of which were used to finance, refinance or reimburse all or a portion of the Borrower’s 66 costs of : 67 (i) The acquisition, construction, installation, furnishing and 68 equipping of the Performing Arts Center and portions of the Southwest Quadrangle Complex, 69 including residence hall, dining and parking facilities, and associated site work and utilities costs, 70 on the Borrower’s Main Campus ; 71 (ii) The acquisition, construction, installation, furnishing and 72 equipping of a new academic building, a new wellness center, and a new contiguous 73 underground parking garage, located at 550 First St., N.W. (Square 0569, Lot 0864) (the “First 74 Street Facilities”); 75 (iii) The renovations of and improvements to a variety of facilities 76 on the Main Campus, including libraries, administrative space, and the Leavey University Center 77 (the “Leavey Center”), and certain facilities located adjacent to the Main Campus, including 78 student-occupied townhouses and residence halls and other uses directly related to the 79 Borrower’s activities; 80 4 (iv) The acquisition, renovation, installation, furnishing and 81 equipping of a portion of the land and facilities at 2001 Wisconsin Avenue, N.W. and 3300 82 Whitehaven Street, N.W. (Lot 1024, Square 1299) (commonly known as the “Green- Harris 83 Complex”); 84 (v) The renovation of and improvements to the Borrower’s 85 Medical Center campus located at 3900 Reservoir Road, N.W. (Lot 0817, Square 1321) (the 86 “Medical Center”), including a variety of academic, administrative, and research-related 87 facilities; 88 (vi) The upgrading of technology infrastructure and systems 89 throughout the Borrower’s facilities at the locations referred to in ( i) - (vi) above; 90 (vii) General renovations and modernizations throughout the 91 Borrower’s facilities at the locations referred to in ( i) - (vi) above, including such items as 92 renovation or replacement of mechanical, electrical, and utility systems; restoration of sidewalks 93 and roads; renovation of buildings’ brick, trim, windows, floors, and roofs; overhaul of elevators; 94 renovation or replacement of emergency power systems; and associated site work; and 95 (B) The refunding of a portion of the District’s outstanding District of 96 Columbia University Revenue Bonds (Georgetown University Issue) Series 2007A, consisting of 97 Fixed Rate Bonds and Growth and Income Securities (GAINS), the proceeds of which were used 98 to finance, refinance or reimburse all or a portion of the Borrower’s costs to: 99 ( i) Refund the District’s outstanding District of Columbia University 100 Revenue Bonds (Georgetown University Issue) Series 2001A Bonds, the proceeds of which were 101 used to finance: 102 5 (I) The acquisition, construction, installation, furnishing 103 and equipping of the Performing Arts Center and portions of the Southwest Quadrangle 104 Complex, including residence hall, dining and parking facilities, and associated site work and 105 utilities costs, on the Borrower’s Main Campus; 106 (II) The acquisition, construction, installation, furnishing 107 and equipping of the First Street Facilities; 108 (III) The renovations of and improvements to a variety of 109 facilities on the Main Campus, and certain facilities located adjacent to the Main Campus; 110 (IV) The acquisition, renovation, installation, furnishing 111 and equipping of a portion of the land and facilities at the Green- Harris Complex; 112 (V) The renovation of and improvements to the Borrower’s 113 Medical Center, including a variety of academic, administrative, and research-related facilities; 114 (VI) The upgrading of technology infrastructure and 115 systems throughout Borrower’s facilities at the locations referred to in (I) – (V) above; 116 (VII) The general renovations and modernizations 117 throughout Borrower’s facilities at the locations referred to in ( I) – (V) above; and 118 (ii) To finance, refinance or reimburse the Borrower for costs of: 119 (I) Equipping and furnishing a portion of the facilities at the 120 Green-Harris Complex consisting of approximately 240,475 square feet above grade and 121 appurtenant below-grade parking for approximately 419 vehicles; 122 (II) Making general renovations and modernizations 123 throughout the Borrower’s Main Campus and the Law Center and certain facilities located 124 adjacent to the Main Campus; 125 6 (III) The construction, furnishing and equipping of a 126 business school on the Borrower’s Main Campus, consisting of approximately 170,000 square 127 feet above- grade with approximately 200 below-grade parking spaces and associated 128 infrastructure, including but not limited to utilities relocated and realignment of roads in close 129 proximity to the business school ; 130 (IV) Purchasing certain related equipment and furnishings; 131 and 132 (iii) The refunding of the District’s outstanding District of 133 Columbia University Revenue Bonds (Georgetown University Issue) Series 2011, the proceeds 134 of which were used to finance, refinance or reimburse all or a portion of the Borrower’s costs to: 135 (I) Construct, equip and furnish the Science Center located 136 on the Borrower’s Main Campus, consisting of approximately 163,000 square feet above-grade, 137 and associated infrastructure, including, but not limited to, utilities relocation and realignment of 138 roads in close proximity to the Science Center; 139 (II) Generally renovate and modernize the Borrower’s 140 facilities at the Main Campus, including Square 1321, Lots 0811, 0815, 0821 and 0827, at the 141 Borrower’s Law Center, and at certain facilities, including student-occupied townhouses and 142 residence halls, located adjacent to the Main Campus (Square 1222, Lots 0062, 0801 and 0802; 143 Square 1223, Lots 0065- 0067, 0072- 0074, 0085, 0086, 0800, 0801, 0807, 0808, 0810, 0812, 144 0815, 0826, 0827, 0834, 0840, 0841, 0846, 0847, 0852 and 0853; Square 1226, Lots 0094- 0101, 145 0105-0107, 0804, 0806 and 0811- 0814; Square 1247, Lots 0116 and 0126; and Square 1248, 146 Lots 0126- 0139, 0145, 0146, 0150- 0157, 0159- 0162, 0800- 0802, 0805, 0806, 0819, 0829- 0831, 147 0834, 0835 and 0837), and at certain other Borrower facilities used in connection with the Law 148 7 Center (Square 0565, Lot 0020; and Square 0569, Lots 0007, 0008, 0060- 0067, 0864 and 0865), 149 which renovations and modernizations included, but ar e not limited to, such items as: renovation 150 or replacement of mechanical, electrical and utility systems, as well as of structural elements 151 such as roofs, walls and windows; restoration of sidewalks and roads; and associated site work; 152 and 153 (III) Upgrade technology infrastructure and systems 154 throughout the Borrower’s facilities referred to in paragraphs (I) and (II) above; 155 (iv) Fund Issuance Costs; and 156 (C) Refinancing a 2018 term loan from Truist B ank, the proceeds of which 157 were used to refinance existing indebtedness of the Borrower; 158 (D) Certain capital expenditures of the Borrower, including but not limited 159 to, the construction, renovation, equipping, and development of : 160 (i) A new academic building located at 111 Massachusetts Avenue 161 NW, Washington, D.C., 20001; 162 (ii) A research laboratory located in a building at 3950 Reservoir 163 Road NW, Washington, D.C., 20007; 164 (iii) The lawn located at 3700 O Street NW, Washington, D.C., 165 20057; and 166 (iv) A new academic building located at 120 F Street NW, 167 Washington, D.C., 20001, which will be dedicated for use by the Borrower’s Law Center; 168 (E) Certain working capital expenditures of the Borrower; 169 (F) Paying a portion of the interest on the Bonds; 170 8 (G) Paying any hedge agreement termination costs and c ertain credit 171 enhancement and liquidity costs; 172 (H) Funding a deposit to a debt service reserve fund, if any, for the Bonds; 173 and 174 (I) Funding certain Issuance Costs. 175 (b) The planned financing will make available funds critically needed to finance, 176 refinance, or reimburse the Borrower for costs of the Project. 177 (c) Due to the current economic uncertainty in the financial markets, it is important for 178 the Council to expedite the process for the issuance of the Bonds and avoid any delay that may 179 adversely affect the ability of the Borrower to market the Bonds to investors and/or to obtain an 180 interest rate within the range contemplated by the Project budget. 181 (d) Council approval of the bond resolution authorizing the issuance of up to $675 million 182 of District of Columbia revenue bonds would permit the revenue bonds to be issued promptly to 183 provide maximum savings for the Borrower and enable the project described in Section 2(a) to 184 be completed. 185 Sec. 3. The Council of the District of Columbia determines that the circumstances 186 enumerated in section 1 constitute emergency circumstances making it necessary that the 187 Georgetown University Revenue Bonds Project Emergency Approval Resolution of 2025 be 188 adopted after a single reading. 189 Sec. 4. This resolution shall take effect immediately. 190