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12-059 - 08-08 - issuance of revenue and refunding bonds - colorado health facilities - covenant retirement communities Resolution 12-59 August 8, 2012 Member Pentel introduced the following resolution and moved its adoption: RESOLUTION PROVIDING FOR ISSUANCE OF REVENUE AND REFUNDING BONDS BY THE COLORADO HEALTH FACILITIES AUTHORITY FOR COVENANT RETIREMENT COMMUNITIES, INC. AUTHORIZING THE EXECUTION OF CERTAIN DOCUMENTS IN CONNECTION THEREWITH WHEREAS, Covenant Retirement Communities, Inc., an Illinois not for profit carporation (the "Corporation"), has requested that the Colorado Health Facilities Authority ("Authority') issue one or more series of revenue and refunding bonds under the Colorado Health Facilities Authority Act, Colorado Revised Statutes 25-25-01, et seq., as amended, in a principal amount not to exceed $190,QOO,Q00 (the "Bonds'�; and WHEREAS, the Corporation intends to use the proceeds from the sale of the proposed Bonds to finance or refinance projects located in the States of Colorado, Illinois, Washington, Michigan and Minnesota; and WHEREAS, a portion of the Bonds (the "Lacal Portion") will be issued to: (1) current refund the outstanding principal amount of the City of Golden Valley, Minnesota Revenue Bonds, Series 1999A (Covenant Retirement Communities, Inc.) (the "Series 1999A Bonds'�, (ii) pay or reimburse the Corporation for the payment of the costs of acquiring, constructing, remodeling, renovating and equipping long-term care facilities, including without limitation, the acquisition, construction, remodeling, renovation and equipping of a skilled nursing facility on the campus of Colonial Acres Home, Inc. in Golden Valley, Minnesota (collectively, the "Series 2012 Project'�, (iii) fund a debt service reserve fund if deemed necessary or advisable by the Corporation or the Authority; and (iv) pay certain expenses incurred in connection with the issuance of the Bonds and the refunding of the Series 1999A Bonds; and WHEREAS, the proceeds af the Series 1999A Bonds were used to (i) renovate and equip the skilled nursing facility owned by Golonial Acres Home, Inc., and to canstruct and equip a new residential building for Colonial Acres Home, Inc. (collectively, the "Series 1999 ProjecY�, (ii) establish a debt service reserve fund for the benefit of the holders of the Series 1999A Bonds, (iii) pay interest during the canstruction of the Series 1999 Project and for six months thereafter, and (iv) pay certain expenses incurred in connection with the issuance of the Series 1999A Bonds; and WHEREAS, the aggregate face amount of the Bonds will not exceed $190,Q00,000, with an amount not to exceed $45,000,000 thereof constituting the Local Partion; and WHEREAS, the Corporation requests that the City of Golden Valley, Minnesota (the "City'� consent to the proposed issuance of the Bonds by the Authority; and WHEREAS, the City conducted a public hearing on August 8, 2012 in accordance with Section 147(fl of the Internal Revenue Code of 1986, on the proposed issuance of such portion of the Bonds that wiCl be used to refund the Series 1999A Bonds, finance the Series 2012 Project and finance the costs of issuing such Bonds; and Resolution 12-59 - Continued August 8, 2012 WHEREAS, in connection with the refunding of the Series 1999A Bonds, it may be necessary for the City to execute and deliver one or more Escrow Deposit Agreements (the "Escrow Agreements'�, among the City, the Corporation, Colonial Acres Home, Inc. and Wells Fargo Bank, N.A., as escrow agent and successor trustee for the Series 1999A Bonds; and NOW, THEREFORE, BE IT RESOLVED, THAT: 1. The issuance of Bonds by the Authority in an amount not to exceed $190,000,000, with an amount not to exceed $45,000,000 thereof constituting the Local Portion, are hereby approved, for purposes of Section 147(fl of the Internal Revenue Code of 1986. 2. The City does hereby authorize and approve the execution (by manual or facsimile signature) by the Mayor and [City Manager] (each, an "Autharized Officer'� and the delivery and use of the Escrow Agreements. 3. The Authorized Officers of the City are hereby authorized and directed to da all such acts and things and to execute or accept all such documents (including, without limitation, the execution and delivery of the Escrow Agreements and any other termination documents and certificates that may be necessary to refund and defease the Series 1999A Bonds) as may be necessary to carry aut and comply with the provisions of these resolutions and the Escrow Agreements, and all of the acts and doings of the Authorized Officers of the City which are in conformity with the intent and purposes of these resolutians and within the parameters set forth herein, whether heretofore or hereafter taken or done, shall be and are hereby authorized, ratified, confirmed and approved. 4. The Bonds shall not be deemed to constitute a debt or liability of the City or the State of Minnesota or any political subdivision thereof, ar a pledge of the faith and credit of the City or the State of Minnesota or any political subdivision thereof, and neither the City, the State of Minnesota nor any political subdivision thereof will be liable on the Bonds. The Bonds will not be issued by the City, nor will the City have any liability with respect ta the Bonds. �� - , Shepar M. Harris, Mayor ATTEST: � Susan M. Virnig, City Clerk Resolution 12-59 - Continued August 8, 2012 The motion for the adoption of the foregoing resolution was seconded by Member Clausen and upon a vote being taken thereon, the following voted in favor thereof; Clausen, Freiberg, Harris, Pentel and Scanlon; and the follawing voted against the same: none, whereupon said resolution was declared duly passed and adopted, signed by the Mayor and his signature attested by the City Clerk.