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City Council Resolution 2008-47RESOLUTION NO. 200947 CITE' OF MONTICELLO, MINNESOTA APPROVING THE ISSUANCE OF ONE OR MORE SERIES OF REVENUE REFUNDING BONDS BY THE CITY OF BLOOMINGTON, MINNESOTA UNDER MINNESOTA STATUTES, SECTIONS 462C, AS AMENDED, TO REFINANCE A SENIOR HOUSING FACILITY LOCATED IN THE CITY OF MONTICELLO, MIlMSOTA BE IT RESOLVED by the City Council (the "Council ") of the City of Monticello, Minnesota (the "City "), as follows: WHEREAS, Minnesota Statutes, Chapter 462C, as amended (the "Act"), authorizes and empowers municipalities of the State of Minnesota to issue and sell revenue bonds and lend the proceeds thereof to a nonprofit corporation for the purpose of financing or refinancing multifamily rental housing developments designed and intended to be used primarily by elderly or physically handicapped persons and new or existing health care facilities that provide nursing, medical, personal care, and other health related assisted living services on a 24 -hour basis to the residents; and WHEREAS, at the request of Presbyterian Homes Housing and Assisted Living, Inc. (now known as PHS/Monticello, Inc.), a Minnesota nonprofit corporation (the "Monticello Borrower"), the City previously issued its Senior Housing Revenue Bonds (Mississippi Shores Project), Series 1995 (the "Series 1995 Bonds'), the proceeds of which were applied to the acquisition, construction, and equipping of a 49 -unit senior housing facility known as Mississippi Shores located at 1213 Hart Boulevard in the City (the "Monticello Project "); and WHEREAS, at the request of the Borrower, the City also previously issued its Senior Housing Refunding Revenue Bond (Mississippi Shores Project), Series 2002 (the "Series 2002 Bond "), the proceeds of which were applied to refinance the Monticello Project by redeeming and prepaying the Series 1995 Bonds; and WHEREAS, the City of Bloomington (`Bloomington ") has proposed to issue one or more series of revenue obligations and loan the proceeds derived from the sale of the obligations to the borrowers referenced herein to be used as follows: (i) the refinancing of certain capital assets, through the redemption of outstanding bonds that financed those assets, including: (a) the Monticello Project; (b) an 88 -unit senior housing facility known as Summerhouse of Bloomington located at 9850 Lyndale Avenue South, Bloomington, Minnesota (the "Bloomington Project ") owned by Presbyterian Homes of Bloomington, Inc. (the `Bloomington Borrower"); (c) a 100 -unit senior housing facility known as Echo Ridge located at 11033 Gerschwin Avenue North, Oakdale, Minnesota (the "Oakdale Project ") owned by PHS /Oakdale, Inc. (the "Oakdale Borrower"); (d) a 72 -unit senior housing facility known as Summerhouse of Shoreview located at 4655 Victoria Street, Shoreview, Minnesota (the "Shoreview Project") owned by PHS /Shoreview, Inc. (the "Shoreview Borrower "); and (e) a 77 -unit senior housing facility known as Stonecrest located at 8723 Promenade Lane, Woodbury, Minnesota. (the "Woodbury Project") owned by PHS/Woodbury, Inc. (the "Woodbury Borrower "); and (ii) the payment of the costs of issuing the Bonds; and WIFREAS, the Bloomington Project, the Monticello Project, the Oakdale Project., the Shoreview Project, and the Woodbury Project are referred to collectively as the "Projects" and the Bloomington Borrower, the Monticello Borrower, the Oakdale Borrower, the Shoreview Borrower, and the Woodbury Borrower are referred to collectively as the "Borrowers"; and WHEREAS; the Borrower has advised this Council that it has requested that Bloomington issue revenue bonds pursuant to the Act in an aggregate principal amount which is not expected to exceed $37,105,000 (the "Bonds ") for the purposes described above, including the refinancing of the Monticello Project and the redemption of the Series 2002 Bonds issued by the City; and WHEREAS, approximately $3,330,000 of the proceeds of the Bonds is expected to be allocated to the Monticello Project, approximately $8,625,000 of the proceeds of the Bonds is expected to be allocated to the Bloomington Project, approximately $9,025,000 of the proceeds of the Bonds is expected to be allocated to the Oakdale Project, approximately $6,920,000 of the proceeds of the Bonds is expected to be allocated to the Shoreview Project, and approximately $9,205,000 of the proceeds of the Bonds is expected to be allocated to the Woodbury Project; and WHEREAS, pursuant to Minnesota Statutes, Section 471.656, as amended, a city may issue obligations to finance the acquisition or improvement of property located outside of the corporate boundaries of such city if the obligations are issued under a joint powers agreement in which one or more of the parties to the joint powers agreement iss»P such obligations and the property is located entirely within the boundaries of one or more of the parties to the joint powers agreement; and WHEREAS, pursuant to Minnesota Statutes, Section 471.59, as amended, by the terms of a joint powers agreement entered into through action of their governing bodies, two or more cities may jointly or cooperatively exercise any power common to the contracting parties or any similar powers, including those which are the same except for the territorial limits within which they may be exercised and the joint powers agreement may provide for the exercise of such powers by one or more of the participating governmental units on behalf of the other participating units; and WHEREAS, on June 23, 2008, the City conducted a public hearing on the issuance of Bonds for the purposes of refinancing the Monticello Project, at which a reasonable opportunity was provided for interested individuals to express their views, both orally and in writing, on the refinancing of the Monticello Project and the proposed issuance of such revenue obligations by Bloomington, notice of which was published as required by Minnesota Statutes, Section 462C.04, subdivision 2, of the Act, and Section 147(f) of the Internal Revenue Code of 1 986, as amended, in the Monticello Tames, the official newspaper and a newspaper circulating generally in the City, on June 5, 2008, a date at least fourteen (14) days before a meeting of the City Council of the City on June 23, 2008. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF MONTICELLO, MINNESOTA THAT: Section 1. Approval of Issuance of Bonds by Bloomington. 1.01. The City hereby approves and authorizes the issuance by Bloomington of one or more series of Variable Rate Demand Senior Housing Revenue Refunding Bonds (Presbyterian Homes Projects), Series 2008 (the "Bonds "), in an aggregate principal amount not to exceed $37,105,000, to refinance the Projects. 1.02 Tl:c Bonds are to be issnod pursuant to authority granted by the Act. The Bonds will constitute a revenue obligation secured solely by the Projects, revenues derived from the operation of the Projects, and other security provided by the Borrowers. The Bonds will not constitute a general or moral obligation of Bloomington or the City, or be secured by any taxing power of Bloomington or the City. 2 1.03. The City has determined that it is desirable, feasible, and consistent with the objectives and purposes of the Act, and it is in the best interests of the City, to approve the issuance of the Bonds by Bloomington to finance in part the redemption of the Series 2002 Bonds, which refinanced the Monticello Project and pay of the costs of issuing the Bonds. Section 2. Cooperation A ement. A Cooperation Agreement, to be dated on or after July 1, 2008, between Bloomington, the City, Oakdale, Shoreview and Woodbury (the "Cooperation Agreement ") is hereby approved, in substantially the form on file with the City. The Mayor. and City Administrator of the City are authorized and directed to execute and deliver the Cooperation Agreement, with such necessary and appropriate variations, omissions, and insertions as do not materially change the substance thereof, or as the Mayor and City Administrator, in their discretion, shall determine, and the execution thereof by the Mayor and City Administrator shall be conclusive evidence of such determination. Section 3. Documents Fumished to Bond Counsel. The Mayor, City Administrator, and other officers of the City are authorized and directed to fimnish to Kennedy & Graven, Chartered, as bond counsel ( "Bond Counsel "), certified copies of all proceedings and records of the City relating to such affidavits, certificates, and other documents as may be required by Bond Counsel to show the facts relating to the legality of the Cooperation Agreement and related documents, as such facts appear from the books and records in the custody and control of such officers or as otherwise ki,own io therm; and all such certified copies, certificates, affidavits, and other documents, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements contained therein. Section 4. Costs. The Borrowers will, upon demand, reimburse the City for costs paid or incurred by the City in connection with this resolution. Section 5. Effective Date. This Resolution shall be in full force and effect from and after its passage this 23rd day of June, 2008. fl Attest: ���' ' istrator BL130 -126 (JAE) 332149v.2 CITY OF MONI'ICELLO, NIINNESOTA Its Mayor 4