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CITY OF LITTLE CANADA, MINNESOTA
<br />RESOLUTION NO.
<br />AUTHORIZING AMENDMENTS TO TIIE NOTES ISSUED IN
<br />CALENDAR YEARS 2011 AND 2012 FOR THE BENEFIT OF
<br />PRESBYTERIAN HOMES OF ARDEN HILLS, INC.
<br />WHEREAS, the City of Little Canada, Minnesota (the "City") is a statutory city duly
<br />organized and existing under the Constitution and laws of the State of Minnesota; and
<br />WHEREAS, at the request of Presbyterian Homes of Arden Hills, Inc., a Minnesota
<br />nonprofit corporation (the "Borrower"), in order to finance the costs of the demolition of an existing
<br />senior housing facility and the acquisition, construction, and equipping of a multifamily housing
<br />development consisting of a senior rental housing facility comprised of independent living units,
<br />assisted living units, and memory -care units (a combined total of approximately 166 dwelling units)
<br />(the "Phase I Project"), located at 3120 and 3220 Lake Johanna Boulevard in the City of Arden
<br />Hills, Minnesota ("Arden Hills"), and to pay certain financing and issuance costs related thereto,
<br />(a)in calendar years 2011 and 2012 Arden Hills issued the following revenue obligations of Arden
<br />Hills: (1) Senior Housing Revenue Note (Presbyterian Homes of Arden Hills, Inc. Project), Series
<br />2011A (the "Series 2011A Note"), issued on September 9, 2011, in the original aggregate principal
<br />amount of $10,000,000; and (ii) Senior Housing Revenue Note (Presbyterian Homes of Arden Hills,
<br />Inc. Project), Series 2012A (the "Series 2012A Note"), issued on January 3, 2012, in the original
<br />aggregate principal amount of $10,000,000, and (b) in calendar years 2011 and 2012 the City issued
<br />the following revenue obligations of the City: (i) Senior Housing Revenue Note (Presbyterian
<br />Homes of Arden Hills, Inc. Project), Series 2011B (the "Series 2011B Note"), issued on September
<br />30, 2011, in the original aggregate principal amount of $10,000,000; and (ii) Senior Housing
<br />Revenue Note (Presbyterian Ilomes of Arden Hills, Inc. Project), Series 2012B (the "Series 2012B
<br />Note"), issued on January 19, 2012, in the original aggregate principal amount of $2,000,000; and
<br />WHEREAS, the Series 2011A Note, Series 2011B Note, Series 2012A Note, and Series
<br />2012B Note (collectively, the "Prior Notes") were sold to Bremer Bank, National Association (the
<br />"Lender"); and
<br />WHEREAS, the proceeds derived from the sale of the Series 2011A Note were loaned to
<br />the Borrower under the terms and conditions of a Loan Agreement, dated as of September 1, 2011
<br />(the "Series 2011A Loan Agreement"), between Arden Hills and the Borrower; the proceeds
<br />derived from the sale of the Series 2011B Note were loaned to the Borrower under the terms and
<br />conditions of a Loan Agreement, dated as of September 1, 2011 (the "Series 2011B Loan
<br />Agreement"), between the City and the Borrower; the proceeds derived from the sale of the Series
<br />2012A Note were loaned to the Borrower under the terms and conditions of a Loan Agreement,
<br />dated as of January 1, 2012 (the "Series 2012A Loan Agreement"), between Arden Hills and the
<br />Borrower; and the proceeds derived from the sale of the Series 2012B Note were loaned to the
<br />Borrower under the terms and conditions of a Loan Agreement, dated as of January 1, 2012 (the
<br />"Series 2012B Loan Agreement"), between the City and the Borrower; and
<br />463257v2 SEL AR200-16
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