Agenda Packets - 2013/10/28 - Laserfiche WebLink

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Offices in 470 U.S. Bank Plaza 200 South Sixth Street Minneapolis Minneapolis, MN 55402 Saint Paul (612) 337-9300 telephone (612)337-9310 fax St. Cloud mm.kennedy-graven.com Affirmative Action, Equal Oppot nnity Employer JULIE A. EDDINGTON Attorney at Law Direct Dial (612) 337-9213 Email; jeddington@kennedy-graven.com October 23, 2013 Mark Beer Finance Director City of Mounds View 2401 County Road 10 Mounds View, MN 55112 Re: Resolution providing final approval for the issuance of the Subordinate Healthcare Facilities Revenue Note proposed to be issued by the City of Mounds View, Minnesota Dear Mark, As you know, Benedictine Living Center of Fridley, LLC, a Minnesota nonprofit limited liability company (the `Borrower") has requested that the City issue its Subordinate Healthcare Facilities Revenue Note, Series 2013 in an aggregate principal amount of not more than $3,000,000 (the "Subordinate Note"). The City Council is being asked to hold a public hearing and adopt the attached resolution on Monday, October 28, 2013, which provides final approval for the issuance of the Subordinate Note and authorizes the execution of related documents. If the City agrees to issue the Subordinate Note, the Borrower will use the proceeds of the Subordinate Note, along with proceeds of the Health Care Facilities Revenue Note, Series 2013 (the "Fridley Note") to be issued in the amount of $10,000,000 and equity, to (i) finance the acquisition, construction, and equipping of a 45 -bed transitional care facility and 5 care suites located on the Unity Hospital/Allina campus at 550 Osborne Road in the City of Fridley (the "Project"); (ii) fund capitalized interest on the Fridley Note and the Subordinate Note; (iii) fund any necessary reserves; and (iv) pay costs of issuance of the Notes and other costs related to the Project. The Subordinate Note is proposed to be issued pursuant to Minnesota Statutes, Sections 469.152 through 469.1655, as amended (the "Act"). Pursuant to Minnesota Statutes, Section 471.656, as amended, a city is authorized to issue obligations to finance the acquisition or improvement of property located outside of the corporate boundaries of the city if the obligations are issued under a joint powers agreement between the city issuing the obligations and the city in which the property to be acquired or improved is located. Because the Project is located in the City of Fridley, the City is asked to execute a Cooperative Agreement with the City of Fridley to issue the Subordinate Note to finance the Project. The City of Fridley has been asked to provide host approval for the issuance of the Subordinate Note by the City. The Subordinate Note is proposed to be privately placed with Piper Jaffray Lending LLC (the "Lead Lender"), and the Lead Lender has agreed to purchase the Subordinate Note and to sell undivided interests in and to the Subordinate Note to one or more institutional lenders (the "Participants") pursuant to one or more 434027v1 JAE MU210-222