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HomeMy WebLinkAboutResolution 8299 RESOLUTION NO.8299 CITY OF MOUNDS VIEW COUNTY OF RAMSEY STATE OF MINNESOTA RESOLUTION REGARDING THE ISSUANCE OF A REVENUE NOTE FOR THE BENEFIT OF CATHOLIC ELDERCARE AND TAKING ACTIONS RELATED THERETO BE IT RESOLVED by the City Council of the City of Mounds View, Minnesota (the "City"), as follows: Section 1. Recitals. 1.01. Pursuant to Minnesota Statutes, Sections 469.152 through 469.1655, as amended (the "Industrial Development Act"), the City is authorized to issue revenue bonds for the following purposes: (i) to finance, in whole or in part, the cost of the acquisition, construction, reconstruction, improvement, betterment or extension of a project, defined in the Industrial Development Act as any properties, real or personal, used or useful in connection with a revenue producing enterprise; and(ii)to refund, in whole or in part, bonds previously issued under the authority of the Industrial Development Act and interest on such bonds. 1.02. Pursuant to Minnesota Statutes, Chapter 462C, as amended(the "Housing Act"),the City is authorized to issue revenue bonds to provide funds to finance or refinance multifamily housing developments (including nursing and assisted living facilities) located within the City or outside of the City pursuant to an agreement with the host city. 1.03. Catholic Eldercare, a Minnesota nonprofit corporation, or any of its affiliates (the "Borrower"), has proposed that the City issue its revenue note, in one or more series (the "Mounds View Note"), in an aggregate principal amount not to exceed $4,000,000. The Borrower has proposed to apply the proceeds of the Mounds View Note, along with the proceeds of a revenue note (the "Lauderdale Note") proposed to be issued by the City of Lauderdale, Minnesota (the "City of Lauderdale") in an aggregate principal amount not to exceed $10,000,000 and a revenue note (the "MCDA Note") proposed to be issued by the Minneapolis Community Development Agency (the "MCDA") in an aggregate principal amount not to exceed$5,000,000,to(i)finance the acquisition, construction, and equipping of a transitional care unit consisting of the addition of 24 skilled nursing beds to the existing 150-bed skilled nursing facility (the"TCU Facility") located at 900 2nd Street NE in the City of Minneapolis (the "City of Minneapolis"); (ii) fund capitalized interest on the Mounds View Note, the Lauderdale Note, and the Minneapolis Note (collectively, the "Notes") during construction of the TCU Facility; (iii) refund the outstanding Variable Rate Demand Multifamily Housing Revenue Bonds (St. Hedwig's Assisted Living Project), Series 2002 (the "2002 Assisted Living Bonds"), issued by the City of Minneapolis on December 23, 2002, in the original aggregate principal amount of$7,570,000; (iv) refund the outstanding Variable Rate Demand Nursing Home Revenue Refunding Bonds (Catholic Eldercare Project), Series 2002 (the "2002 Nursing Home Bonds"), issued by the City of Minneapolis on December 23, 2002, in the original aggregate principal amount of $9,580,000; (v) refinance certain outstanding taxable indebtedness of the Borrower; (vi) fund required reserves for the Notes, if any; and (vii)pay the costs of issuing the Notes(collectively,the"Project"). 449039v1 JAE MN475-38 1.04. The City of Minneapolis loaned the proceeds of the 2002 Assisted Living Bonds to Catholic Eldercare Community Services Corporation II, a Minnesota nonprofit corporation and an affiliate of the Borrower, to finance the acquisition, construction, and equipping of a 71-unit assisted living facility located at 2919 Randolph Street NE(commonly known as RiverVillage East) in the City of Minneapolis(the"Assisted Living Facility"). The 2002 Assisted Living Bonds were issued in accordance with the Industrial Development Act. 1.05. The City of Minneapolis loaned the proceeds of the 2002 Nursing Home Bonds to the Borrower, to (i) refinance the acquisition, construction, and equipping of the 150-bed skilled nursing facility located at 900 2nd Street NE (commonly known as Catholic Eldercare on Main) in the City of Minneapolis (the "Skilled Nursing Facility"); and (ii) refinance the acquisition, construction, and equipping of a 51-unit assisted living multifamily rental housing facility located at 909 Main Street NE (commonly known as MainStreet Lodge) in the City of Minneapolis (the "Assisted Living Housing Facility"). The 2002 Nursing Home Bonds were issued in accordance with the Industrial Development Act and the Housing Act, and the City of Minneapolis adopted programs for the facilities financed in accordance with the Housing Act. 1.06. The facilities financed and refinanced with the proceeds of the Notes are referred to herein as the "Facilities." The Facilities will be owned and operated by the Borrower and individual affiliates of the Borrower. 1.07. Prior to the issuance of the Mounds View Note, the City Council of the City must conduct a public hearing to (i) approve the issuance of the Mounds View Note pursuant to the requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended, and regulations promulgated thereunder (the "Code"); and (ii)approve the Project pursuant to Section 469.154, subdivision 4 of the Industrial Development Act. 1.08. On the date hereof, the City Council conducted a public hearing on the Project and the issuance of the Mounds View Note. Notice of the hearing (the "Public Notice") was published as required by Section 469.154, subdivision 4 of the Industrial Development Act, Section 462C.04, subdivision 2 of the Housing Act, and Section 147(f) of the Code. The Public Notice provided a general, functional description of the Project, as well as the maximum aggregate principal amount of the obligations to be issued for the purposes referenced therein, the identity of the initial owner, operator, or manager of the Project, and the location of the Project. The Public Notice was published in the Sun- Focus, the official newspaper and a newspaper circulating generally in the City, on August 22, 2014, a date at least fifteen (15) days before a meeting of the City Council on September 8, 2014. At the public hearing, a reasonable opportunity was provided for interested individuals to express their views, both orally and in writing, on the Project and the proposed issuance of the Mounds View Note. Section 2. Preliminary Findings. The City Council hereby reaffirms its preliminary findings made in the resolution adopted by the City Council on August 11, 2014. The Mounds View Note will be a special, limited obligation of the City payable solely from the revenues pledged to the payment thereof, and will not be a general or moral obligation of the City and will not be secured by or payable from revenues derived from any exercise of the taxing powers of the City. Section 3. Preliminary Approvals. 3.01. The City Council hereby states its preliminary intention to issue the Mounds View Note in the maximum aggregate principal amount of $4,000,000. Proceeds of the Mounds View Note are authorized to be used to provide funds for all, or a portion of, the costs related to (i) refunding the outstanding principal amount of the 2002 Assisted Living Bonds and the 2002 Nursing Home Bonds; 2 449039v1 JAE MN475-38 (ii)refinancing the Prior Loans; (iii) funding required reserves for the Mounds View Note, if any; and (iv)paying the costs of issuing the Mounds View Note. The issuance of the Mounds View Note is also subject to the mutual agreement of the City, the Borrower, and the initial purchaser of the Mounds View Note as to the details of the Mounds View Note and provisions for its payment. 3.02. The Note shall not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the City except the City's interest in the loan or revenue agreement with respect to the Mounds View Note and the Project, and the Mounds View Note, when, as, and if issued, shall recite in substance that the Mounds View Note, including interest thereon, is payable solely from the revenues received from the Project and property pledged to the payment thereof, and shall not constitute a general or moral obligation of the City. 3.03. The law firm of Kennedy & Graven, Chartered, is authorized to act as Bond Counsel and to assist in the preparation and review of necessary documents relating to the Project and the Mounds View Note issued in connection therewith. The Mayor, the City Administrator, and other officers, employees, and agents of the City are hereby authorized to assist Bond Counsel in the preparation of such documents. Section 4. Costs. The Borrower will pay the administrative fees of the City and pay, or, upon demand, reimburse the City for payment of, any and all costs incurred by the City in connection with the Project and the issuance of the Mounds View Note, whether or not the Mounds View Note is issued. Section 5. Commitment Conditional. The adoption of this resolution does not constitute a guaranty or firm commitment that the City will issue the Mounds View Note as requested by the Borrower. The City retains the right in its sole discretion to withdraw from participation and accordingly not to issue the Mounds View Note, or issue the Mounds View Note in an amount less than the amount referred to herein, should the City at any time prior to issuance thereof determine that it is in the best interest of the City not to issue the Mounds View Note, or to issue the Mounds View Note in an amount less than the amount referred to in Section 3.01 hereof, or should the parties to the transaction be unable to reach agreement as to the terms and conditions of any of the documents required for the transaction. Section 6. Effective Date. This resolution shall be in full force and effect from and after its passage. Approved by the City Council of the City of Mounds View, Minnesota,this 8th day of September, 2014. Cr-c, I 491.1r, e Flaherty, v . •• (ATTEST) J Jim Ericson, City Administrator (SEAL) 3 449039v1 JAE MN475-38 NM\