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90029193v2
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<br />CITY OF LITTLE CANADA, MINNESOTA
<br />RESOLUTION NO. _______
<br />A RESOLUTION CONSENTING TO AMENDMENTS TO THE CITY'S
<br />AMENDED AND RESTATED SENIOR HOUSING REVENUE NOTE
<br />(PRESBYTERIAN HOMES OF ARDEN HILLS, INC. PROJECT) SERIES 2011B
<br /> AND AMENDED AND RESTATED SENIOR HOUSING REVENUE NOTE
<br />(PRESBYTERIAN HOMES OF ARDEN HILLS, INC. PROJECT) SERIES 2012B
<br />WHEREAS, on August 18, 2015, pursuant to a resolution of the City Council of the City
<br />of Little Canada, Minnesota (the “City”), duly adopted on July 8, 2015, the City previously
<br />reissued its Amended and Restated Senior Housing Revenue Note (Presbyterian Homes of Arden
<br />Hills, Inc. Project) Series 2011B (the “2011B Note”), which amended and restated that certain
<br />Senior Housing Revenue Note (Presbyterian Homes of Arden Hills, Inc. Project) Series 2011B,
<br />originally issued by the City to Bremer Bank, National Association, a national banking association
<br />(the “Lender”) on September 30, 2011, pursuant to Minnesota Statutes, Chapter 462C, as amended
<br />(the “Act”), and a resolution of the City Council of the City duly adopted on September 28, 2011,
<br />in the original aggregate principal amount of $9,503,938.05 for the purpose of providing funds
<br />pursuant to a Loan Agreement dated September 1, 2011 (the “2011B Loan Agreement”), by and
<br />between the City and Presbyterian Homes of Arden Hills, Inc., a Minnesota nonprofit corporation
<br />(the “Borrower”), to finance a project consisting of the development by the Borrower of a senior
<br />rental housing facility comprised of independent living units, assisted living units, and memory-
<br />care units (a combined total of approximately 166 dwelling units), located at 3200 Lake Johanna
<br />Boulevard in the City of Arden Hills, Minnesota (“Arden Hills”) (the “2011B Project”); and
<br />WHEREAS, the City pledged and assigned to the Lender all of the City’s rights, title, and
<br />interest in the 2011B Loan Agreement (except for certain reserved rights) pursuant to an
<br />Assignment of Loan Agreement dated as of September 1, 2011, between the City and the Lender;
<br />and
<br />WHEREAS, under the terms of the 2011B Loan Agreement, as amended by that certain
<br />Amendment Agreement dated as of August 3, 2015, by and among the Borrower and the Lender
<br />(the “2015 Amendment Agreement”), the Borrower has agreed to repay the 2011B Note in
<br />specified amounts and at specified times sufficient to pay in full when due the principal of,
<br />premium, if any, and interest on the 2011B Note; and
<br />WHEREAS, on September 17, 2015, pursuant a resolution of the City duly adopted on
<br />July 8, 2015, the City previously reissued its Amended and Restated Senior Housing Revenue
<br />Note (Presbyterian Homes of Arden Hills, Inc. Project) Series 2012B (the “2012B Note” and,
<br />together with the 2011B Note, the “Notes”), which amended and restated that certain Senior
<br />Housing Revenue Note (Presbyterian Homes of Arden Hills, Inc. Project) Series 2012B, originally
<br />issued by the City to the Lender on January 19, 2012, pursuant to the Act and a resolution of the
<br />City Council of the City duly adopted on September 28, 2011, in the original aggregate principal
<br />amount of $1,891,308.44 for the purpose of providing funds pursuant to a Loan Agreement dated
<br />January 1, 2012 (the “2012B Loan Agreement”), by and between the City and the Borrower, to
<br />finance a project consisting of the development by the Borrower of a senior rental housing facility
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