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99-8796r 53 RESOLUTION NO. 8796 RESOLUTION GIVING HOST APPROVAL TO THE ISSUANCE OF HEALTH FACILITIES REVENUE OBLIGATIONS FOR A PROJECT BY ST. ANN'S RESIDENTIAL SERVICES, INC. LOCATED IN THE CITY OF RICHFIELD, MINNESOTA UNDER MINNESOTA STATUTES, CHAPTER 469 AND RATIFYING PREPARATION AND PUBLICATION OF A NOTICE OF THE HEARING BE IT RESOLVED by the City Council of the City of Richfield, Hennepin County, Minnesota (the "City"), as follows: 1. Authority. Minnesota Statutes, Sections 469.152 through 469.165 as amended, (the "Act") authorizes a city to issue revenue obligations to finance a project consisting of any properties, real or personal, used or useful in connection with a revenue producing enterprise engaged in providing health care services, including hospitals, nursing homes, and related medical facilities. 2. The Proiect. a. Representatives of St. Ann's Residential Services, Inc., a Minnesota nonprofit corporation (the "Corporation"), have advised the City that the Corporation desires to refinance debt incurred by the Corporation with respect to the acquisition and betterment of real and personal property, all with respect to the Corporation's 4-bed supervised living services facilities for the developmentally disabled, located at 6241 Thomas Avenue S., 6729 Oakland Avenue S., and 7227 Wentworth Ave. S., Richfield, Minnesota (the "Richfield Project"). b. Such representatives further advise the City that the Corporation also desires to finance other projects under the Act which are located in Minneapolis, Maplewood, Roseville, and Saint Paul, Minnesota (collectively, the "Host Cities"), generally consisting of (a) financing the acquisition of new facilities; and (b) refinancing debt incurred by the Corporation with respect to the acquisition and betterment of real and personal property (collectively, the "Project"). 3. Financina. a. The Corporation desires to finance the Project, which includes the Richfield Project, through the issuance of tax exempt revenue obligations of the City of Roseville, Minnesota (the "Issuer"). The Corporation has requested that the Issuer issue such obligations (the "Obligations") for the Project. b. The Obligations, when and if issued for the Project, shall not constitute a charge, lien or encumbrance, legal or equitable, upon any property of the City, the Issuer or the Host Cities. (There will, however, be a charge, lien or encumbrance on the Project, which is not an asset of the City, the Issuer or the Host Cities.) The Obligations, when and if issued, shall recite in substance that the Obligations and the interest thereon, are payable solely from revenues received from the Project and property pledged for payment thereof, and shall not constitute a debt of the City, the Issuer or the Host Cities. 1096188.1 1 4. Recital of Representations Made by the Corporation. a. The City has been advised by representatives of the Corporation that: (i) conventional financing is available only on a limited basis and at such high costs of borrowing that the economic feasibility of operating the Project would be significantly reduced; (ii) on the basis of information submitted to the Corporation and their discussions with representatives of area financial institutions and potential buyers of tax-exempt bonds, the Obligations could be issued and sold upon favorable rates and terms to finance the Project; (Hi) the Corporation will experience a significant debt service cost savings as a result of the Project; and (iv) the Project would not be undertaken but for the availability of financing under the Act. b. The Corporation has agreed to pay any and all costs incurred by the City in connection with the issuance of the Obligations, whether or not such issuance is carried to completion. c. The Corporation has represented to the City that no public official of the City has either a direct or indirect financial interest in the Project nor will any public official either directly or indirectly benefit financially from the Project. 5. Joint Powers Agreement. a. The Corporation has requested that the City, the Issuer, and the Host Cities cooperate (as permitted by Minnesota Statutes, Section 471.59) through a joint powers agreement in authorizing the financing of the Project through the issuance of the Obligations by the Issuer pursuant to the Act. b. Under the Act, the City, the Issuer and the Host Cities are each authorized and empowered to issue revenue bonds or a revenue note to finance or refinance all or any part of the costs of a project consisting of the refinancing of debt incurred with respect to, or acquisition and betterment of, health care facilities or revenue-producing facilities of organizations described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code") and to refund bonds previously issued under the Act. c. A draft copy of the Joint Powers Agreement among the City, the Issuer and the Host Cities (the "Joint Powers Agreement") has been submitted to the Council and is on file in the offices of the City Clerk. d. The Joint Powers Agreement is hereby made a part of this Resolution as though fully set forth herein and is hereby approved in substantially the form presented to the City Council. The Mayor, the Manager and the Clerk, or the authorized designee of any of the foregoing, are authorized and directed to execute, acknowledge, and/or deliver the Joint Powers Agreement on behalf of the. City with such changes, insertions, and omissions therein as the City Attorney may hereafter deem appropriate, such execution to be conclusive evidence of approval of such document in accordance with the terms hereof. e. The Mayor, the Manager and the Clerk, or the authorized designee of any of the foregoing, are authorized and directed to execute and deliver such other documents or certificates needed from the City for the sale of the Obligations. 1096188.1 2 6. Public Hearing. a. As a portion of the Project is to be located within the City, the City conducted a public hearing on the date hereof on the proposal to undertake and finance the Project, pursuant to the requirements of Minnesota Statutes, Section 469.154, Subd. 4 and Section 147(f) of the Internal Revenue Code of 1986, as amended. b. All prior actions taken by the Clerk with respect to directing Briggs & Morgan, P.A. to prepare the Notice of Public Hearing causing notice of the hearing to be given one publication in the official newspaper of the City and a newspaper of general circulation in the City, not less than 14 days nor more than 30 days prior to the date fixed for the public hearing is hereby ratified. 7. Host Approval. The City hereby gives the host approval required under the Internal Revenue Code to the issuance of the Obligations. Adopted by the City Council of the City of Richfield, Minnesota, this 8th day of November, 1999. ~~~~ Mayo . Attes~jl /7~D City Clerk P C1LL " '"'-=-" 1 096188.1 3