04-14-2021 Council Packet - Laserfiche WebLink

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ii SUMMARY INFORMATION The following is a summary of certain information contained in this Official Statement. The summary is not comprehensive or complete and is qualified in its entirety by reference to the complete Official Statement. Undefined capitalized terms used below are defined in Appendix D hereto or elsewhere in this Official Statement. The Series 2021D Bonds $[7,550,000]* Subordinate Senior Housing and Healthcare Revenue Bonds (New Harmony Project) Series 2021D to be issued by the City of Little Canada, Minnesota, in denominations of $25,000 or greater integral multiples thereof. See “THE SERIES 2021D BONDS – Interest; Maturity; Payment” and “THE ISSUER” herein. The Senior Notes ____________________________ * Preliminary; subject to change. The City of Hampton, Minnesota (“Hampton”), has agreed with the Corporation to issue the City of Hampton, Minnesota Senior Housing and Healthcare Revenue Note (New Harmony Project), Series 2021A, in an aggregate principal amount of $10,000,000 (the “Hampton Note”); the City of Landfall Village, Minnesota (“Landfall Village”), has agreed with the Corporation to issue the City of Landfall Village, Minnesota Senior Housing and Healthcare Revenue Note (New Harmony Project), Series 2021B, in an aggregate principal amount of $10,000,000 (the “Landfall Village Note”); and the City of Falcon Heights, Minnesota (“Falcon Heights”), has agreed with the Corporation to issue the City of Falcon Heights, Minnesota Senior Housing and Healthcare Revenue Note (New Harmony Project), Series 2021C, in an aggregate principal amount of approximately $8,000,000* (the “Falcon Heights Note” and, with the Hampton Note and the Landfall Village Note, the “Senior Notes”). Bremer Bank, National Association (the “Senior Lender”) will be the purchaser of the Senior Notes. The proceeds of the Senior Notes will be loaned to the Corporation pursuant to three separate loan agreements between the Corporation and each of Hampton, Landfall Village and Falcon Heights, respectively, to pay costs of constructing and equipping the Project and certain costs of issuance of the Senior Notes. The Senior Notes are senior in payment to the Series 2021D Bonds, and are secured by senior mortgages on the Project. Under the Indenture, an Event of Default with respect to the Series 2021D Bonds is not an event of default with respect to the Senior Notes. As long as the Senior Notes are outstanding, the Series 2021D Bonds cannot be accelerated upon an Event of Default. [No payments can be made by the Corporation with respect to the Series 2021D Bonds unless it is current on its payments and is in compliance with its covenants relating to the Senior Notes.] The Trustee, the Corporation, Elim Care, Inc. (the “Guarantor”) and the Senior Lender, will enter into a Subordination and Intercreditor Agreement dated as of May 1, 2021, relating to the rights and priority of security interests of the Senior Lender and the Trustee. See “SECURITY FOR THE SERIES 2021D BONDS” herein.