Loading...
03-26 Resolution No. 12194130911034v2 1 RESOLUTION NO. 12194 A RESOLUTION GIVING HOST APPROVAL TO THE ISSUANCE OF THE CITY OF LANDFALL VILLAGE, MINNESOTA SENIOR HOUSING AND HEALTHCARE REVENUE BONDS (THE PINES OF RICHFIELD PROJECT), SERIES 2024, AND APPROVING A JOINT POWERS AGREEMENT (a)WHEREAS, Minnesota Statutes, Chapter 462C, as amended (the “Act”), particularly Section 462C.05, subdivision 7, gives municipalities the power to issue revenue obligations for the purpose of financing or refinancing a program for the purposes of planning, administering, making, or purchasing loans with respect to a combination of a multifamily housing development and health care facility as defined in Minnesota Statutes, Section 469.153 and to enter into agreements necessary or convenient in the exercise of powers granted by the Act; and (b)WHEREAS, Minnesota Statutes, Section 471.656, as amended, authorizes a municipality to issue obligations to finance the acquisition or improvement of property located outside of the corporate boundaries of such municipality if the obligations are issued under a joint powers agreement between the municipality issuing the obligations and the municipality in which the property to be acquired or improved is located. 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 municipalities 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 (c)WHEREAS, the City of Richfield, Minnesota (the “City”), has received from The Pines of Richfield, LLC, a Minnesota limited liability company (the “Borrower”), the sole member of which is Augustana Care, a Minnesota nonprofit corporation and 501(c)(3) organization, the sole member of which is Cassia, a Minnesota nonprofit corporation and 501(c)(3) organization, a proposal that the City of Landfall Village, Minnesota (the “Issuer”), undertake a program to finance the Project (as defined below) through the issuance of revenue notes, revenue bonds, or other obligations, in one or more series (the “Obligations”), pursuant to the Act, in an aggregate principal amount not to exceed $12,500,000; and (d)The “Project” to be financed by the Obligations consists of (i) financing the acquisition of an existing senior housing and healthcare facility, including approximately 75 assisted living apartment units, and 8 care suite apartment units, located at 400 W. 67th Street in the City, known as The Pines Senior & Assisted Living (the “Facility”); (ii) funding any required reserve funds; and (iii) paying all or a portion of costs of issuance (the “Project”). The Richfield will be owned and operated by the Borrower; and (e)WHEREAS, as required by the Act and Section 147(f) of the Code, a Notice of Public Hearing was published in the City’s official newspaper and newspaper of general circulation, for a public hearing on the proposed issuance of the Obligations by the Issuer and the proposal to undertake and finance the Project; and 130911034v2 2 (f)WHEREAS, as required by the Act and Section 147(f) of the Code, the City Council of the City has on this same date held a public hearing on the issuance of the Obligations by the Issuer and the proposal to undertake and finance the Project located within the jurisdictional limits of the City, at which all those appearing who desired to speak were heard and written comments were accepted; and (g)WHEREAS, the City has been advised that the Obligations, as and when issued, will not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the City or the Issuer, except the revenues to be derived from one or more loan agreements to be entered into between the Issuer and the Borrower. The Obligations will not give rise to a pecuniary liability of the City or the Issuer or be a charge against the general credit or taxing powers of the City or the Issuer, but are payable from sums to be paid by the Borrower pursuant to the loan agreements; and (h)WHEREAS, the City and the Issuer are proposing to enter into a Joint Powers Agreement (the “Joint Powers Agreement”) pursuant to which the City the Issuer will consent to the issuance of the Obligations by the Issuer to finance the Project and the Issuer will agree to issue the Obligations to finance the Project; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Richfield, Minnesota, as follows: 1.Recital of Representations Made by the Borrower. The Borrower 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. 2.Host Approval. The City Council hereby gives the host approval required under Section 147(f) of the Code and, pursuant to Minnesota Statutes, Section 471.656, Subd. 2(2), the City Council hereby consents to the issuance of the Obligations by the Issuer. 3.Joint Powers Agreement. The Mayor and the City Manager are hereby authorized and directed to execute and deliver the Joint Powers Agreement and any other documents deemed necessary to fulfill the intentions of this resolution. All of the provisions of the Joint Powers Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Joint Powers Agreement shall be substantially in the form on file with the City, which is hereby approved with such omissions and insertions as do not materially change the substance thereof, or as the Mayor and the City Manager, in their discretion, shall determine, and the execution thereof by the Mayor and the City Manager shall be conclusive evidence of such determination. 4.Electronic Signatures Authorized. The execution of any instrument by the appropriate officer or officers of the City herein authorized may be by electronic signature if such an option is available and shall be conclusive evidence of the approval of such documents in accordance with the terms hereof. For purposes of this paragraph: (i) “electronic signature” means a manually signed original signature, an electronic image of a handwritten signature, or a digital signature provided by DocuSign, Adobe Sign, or any other electronic signature provider 130911034v2 3 acceptable to the parties, which in each case is transmitted by electronic means; and (ii)“transmitted by electronic means” means sent in the form of a facsimile or sent via the internet as a PDF (i.e. portable document format) or other replicating image attached to an electronic mail or internet message. 130911034v2 4 (The remainder of this page is intentionally left blank.) 130911034v2 5 Adopted by the City Council of the City of Richfield, Minnesota, this 26th day of March, 2024. _______________________________________ Mary B. Supple, Mayor ATTEST: Dustin Leslie, City Clerk 130911034v2 6 STATE OF MINNESOTA ) COUNTY OF HENNEPIN )SS CITY OF RICHFIELD ) I, the undersigned, being the duly qualified and acting City Clerk of the City of Richfield, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City duly called and held on the date therein indicated, insofar as such minutes relate to giving host approval to the issuan ce of a revenue obligation for a project in the City. WITNESS my hand this 26th day of March, 2024. _______________________________ City Clerk