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HomeMy WebLinkAboutResolution 9511CITY OF MOUNDS VIEW, MINNESOTA RESOLUTION 9511 APPROVING AMENDMENTS TO THE HEALTHCARE AND HOUSING FACILITIES REVENUE REFUNDING NOTE (CATHOLIC ELDERCARE PROJECT), SERIES 2014C, AND AUTHORIZING THE EXECUTION AND DELIVERY OF DOCUMENTS RELATED THERETO BE IT RESOLVED by the City Council (the "City Council") of the City of Mounds View, Minnesota (the "City"), as follows: Section 1. Recitals. 1.01. On December 18, 2014, the City issued its Healthcare and Housing Facilities Revenue Refunding Note (Catholic Eldercare Project), Series 2014C (the "Series 2014C Note"), in the original aggregate principal amount of $4,000,000, pursuant to Minnesota Statutes, Sections 469.152 through 469.1655, as amended, Minnesota Statutes, Sections 471.59 and 471.656, as amended, and a resolution adopted by the City Council on November 10, 2014 (the "Note Resolution'). The City loaned the proceeds of the Series 2014C Note (the "Loan') to Catholic Eldercare, a Minnesota nonprofit corporation (the "Borrower"), pursuant to the terms of a Loan Agreement, dated as of December 1, 2014 (the "Loan Agreement"), between the City and the Borrower. The City assigned its rights to the basic payments and certain other rights under the Loan Agreement to Northeast Bank, a Minnesota banking and insurance corporation (the "Lender"), pursuant to a Pledge Agreement, dated as of December 1, 2014 (the "Pledge Agreement"), between the City and the Lender. The Borrower secured its obligations with respect to the repayment of the Loan pursuant to Amended and Restated Mortgage, Security Agreement, and Fixture Financing Statement, dated December 18, 2014, by the Borrower in favor of the Lender, and an Assignment of Leases and Rents, dated December 18, 2014, by the Borrower in favor of the Lender. 1.02. The proceeds of the Series 2014C Note were used to refinance all or a portion of the following facilities located in the City of Minneapolis: (i) a 71-unit assisted living facility located at 2919 Randolph Street NE (commonly known as RiverVillage East) owned by Catholic Eldercare Community Services Corporation II, a Minnesota nonprofit corporation and an affiliate of the Borrower; (ii) a 150-bed skilled nursing facility located at 817 Main Street NE (commonly known as Catholic Eldercare on Main) owned by the Borrower; and (iii) a 51-unit assisted living multifamily rental housing facility located at 909 Main Street NE (commonly known as MainStreet Lodge) owned by the Borrower. 1.03. The Lender has agreed to amend certain terms of the Series 2014C Note (the "Amendments"), including reducing the interest rate floor, reamortizing the Series 2014C Note, and extending the maturity date of the Series 2014C Note. 1.04. The City has been advised by Kennedy & Graven, Chartered, acting as bond counsel ("Bond Counsel"), that the proposed Amendments constitute a significant modification of the Series 2014C Note and will cause a "reissuance" of the Series 2014C Note for tax purposes pursuant to Section 1.1001-3 of the Treasury Regulations promulgated under the Internal Revenue Code of 1986, as amended (the "Code"). For tax purposes, the Series 2014C Note will be treated as being refunded on the effective date of the Amendments. 1.05. On the date hereof, the City Council held a duly noticed public hearing regarding the approval of the Amendments, where all persons interested were given the opportunity to be heard. 1.06. There has been presented before the City Council an amended and restated form of the Series 2014C Note, which incorporates the Amendments. Section 2. Findings; Authorizations and Approvals. 2.01. The City Council hereby consents to and approves the Amendments to the Series 2014C Note and authorizes and directs the Mayor and the City Administrator to execute the amended and restated Series 2014C Note substantially in the form on file with the City on the date hereof, which is hereby approved, with such changes as shall be approved by the Mayor and the City Administrator; provided that the execution thereof by the Mayor and the City Administrator shall be conclusive evidence of such approval. 2.02. The Mayor and the City Administrator are hereby designated as the representatives of the City with respect to the Amendments to the Series 2014C Note. The Mayor, the City Administrator, and other officers of the City are authorized and directed to execute and deliver any and all certificates, agreements, or other documents which are required by the Loan Agreement, or any other agreements, certificates, or documents which are deemed necessary by Bond Counsel to documents as are necessary, customary, or appropriate in connection with the reissuance of the Series 2014C Note, or are required by Bond Counsel to complete the Amendments to the Series 2014C Note and establish the validity or enforceability of the Series 2014C Note or the exclusion from gross income of interest on the Series 2014C Note for purposes of federal income taxation and State of Minnesota taxation (including but not limited to the execution of an Information Return for Tax -Exempt Private Activity Bond Issues, Form 8038). 2.03. As provided in the Loan Agreement and the Note Resolution, the Series 2014C Note shall not be payable from nor charged upon any funds other than the revenues pledged to its payment, nor shall the City be subject to any liability thereon, except as otherwise provided in this paragraph. No holder of the Series 2014C Note shall ever have the right to compel any exercise by the City of its taxing powers to pay any of the Series 2014C Note or the interest or premium thereon, or to enforce payment thereof against any property of the City except the interests of the City in the Loan Agreement and the revenues and assets thereunder, which have been assigned to the Lender pursuant to the Pledge Agreement. The Series 2014C Note shall not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the City, except the interests of the City in the Loan Agreement, and the revenues and assets thereunder, which have been assigned to the Lender pursuant to the Pledge Agreement. Section 3. 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 61" day of December, 2021. Mayor Attest: City Ayhisstrato;_4 Error: Unknown documepi property name.