05-13-2020 Council Packet - Laserfiche WebLink

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4 as of the date of this Official Statement, but are necessarily based on assumptions of future events, which have been provided by the Borrower. The Borrower, the Issuer and the Underwriter have not assumed any obligation to update any such forward-looking statements. The Financial Feasibility Study (as defined herein) in APPENDIX B is a forwarding-looking statement. While the Borrower has no reason to believe that the assumptions that have been used in these forward-looking statements are not reasonable, these assumptions involve judgments with respect to, among other things, future economic, competitive, and market conditions, future business decisions, and future legal and regulatory circumstances and conditions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Borrower. As a result, actual results will undoubtedly differ, and may differ materially, from those discussed in such forward-looking statements. THE ISSUER The Issuer is a statutory city organized under the laws of the State. Under the terms of the Act, the Issuer is authorized to issue the Series 2020 Bonds and lend the proceeds of the issue and sale of the Series 2020 Bonds to the Borrower to refinance the Prior Note incurred by the Borrower for the construction and equipping of the 2018 Project, finance the acquisition, construction and equipping of the 2020 Project, fund capitalized interest on the Series 2020 Bonds, fund a deposit to the debt service reserve for the Series 2020 Bonds, and pay the costs of issuance for the Series 2020 Bonds. THE BORROWER The Borrower is a Minnesota nonprofit corporation and an organization described in Section 501(c)(3) of the Code and is a Tax-Exempt Organization. The Borrower was formed in 1984. See “THE PROJECT AND PLAN OF FINANCE” and “APPENDIX A - THE BORROWER, LANGTON SHORES AND THE LIMITED GUARANTOR” in this Official Statement. THE LIMITED GUARANTOR The Limited Guarantor is a Minnesota nonprofit corporation and an organization described in Section 501(c)(3) of the Code and is a Tax-Exempt Organization. The Limited Guarantor was formed in 1950. The Borrower and the Manager are both subsidiaries of the Limited Guarantor. See “APPENDIX A - THE BORROWER, LANGTON SHORES AND THE LIMITED GUARANTOR” in this Official Statement. THE LOAN REPAYMENTS AND ADDITIONAL PAYMENTS TO BE MADE BY THE BORROWER UNDER THE LOAN AGREEMENT ARE SOLELY THE OBLIGATION OF THE BORROWER. THE LIMITED GUARANTOR IS NOT OBLIGATED TO MAKE ANY PAYMENTS UNDER THE LOAN AGREEMENT EXCEPT TO THE EXTENT OBLIGATED UNDER THE LIMITED GUARANTY IN THE EVENT THAT MONEY HELD BY THE TRUSTEE UNDER THE INDENTURE IS INSUFFICIENT TO PAY DEBT SERVICE ON THE SERIES 2020 BONDS. THE PROJECT AND PLAN OF FINANCE Plan of Finance. The Borrower will use the proceeds from the sale of the Series 2020 Bonds and funds of the Borrower to: (i) refinance the Prior Note utilized to fund construction and equipping of the 2018 Project, (ii) finance the 2020 Project; (iii) fund capitalized interest on the Series 2020 Bonds for a period of time, (iv) fund required reserves; and (v) pay costs of issuance for the Series 2020 Bonds. The