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HomeMy WebLinkAboutResolution - 6255 - Revenue Bond Procceds To Refund Debt & Finance Costs-Carillon-Health Facilities - 04_08_1999Resolution No. 6255 Item No. 30 April 8, 1999 RESOLUTION CONCERNING THE USE OF THE PROCEEDS OF REVENUE BONDS ISSUED BY THE LUBBOCK HEALTH FACILITIES DEVELOPMENT CORPORATION TO REIMBURSE CERTAIN COSTS AND TO FINANCE CERTAIN COSTS RELATING TO HEALTH FACILITIES WHEREAS, the Lubbock Health Facilities Development Corporation (the "Issuer") was created by the City of Lubbock, Texas ("City of Lubbock") pursuant to the provisions of the Health Facilities Development Act, Chapter 221, Texas Health and Safety Code (the "Act"); WHEREAS, it has been proposed that the Issuer issue its limited obligation revenue bonds (the "Bonds") and loan the proceeds thereof to Carillon, Inc., a non-profit corporation duly organized and existing under the laws of the State of Texas (the "Corporation"), to (i) finance and refinance costs of acquiring, constructing, installing, repairing, renovating, equipping and furnishing a lifecare retirement facility, (ii) provide for funded interest, (iii) fund a debt service reserve fund, and (iv) pay a portion of the costs of issuance of the Bonds (the "Project"). WHEREAS, pursuant to section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code"), the Issuer has conducted a public hearing (the "Hearing") in the City of Lubbock following reasonable public notice with respect to the Bonds and the captioned project and has presented to the City Council of the City of Lubbock (the "Governing Body") a summary of the proceedings from the Hearing; WHEREAS, in order to satisfy the requirements of section 147(f) of the Code, it is necessary for the Governing Body or the Mayor, as the chief executive officer of the City of Lubbock, to approve the Bonds after the Hearing has been held; WHEREAS, it is deemed necessary and advisable that this Resolution be adopted; THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK, TEXAS THAT: Section 1. This Resolution is adopted for the purpose of satisfying the requirements of the Issuer's articles of incorporation and by-laws and the conditions and requirements of section 147(f) of the Code, the regulations promulgated thereunder, and any other applicable requirements. Section 2. The Governing Body hereby receives and accepts of the summary of the proceedings from the Hearing. Section 3. The Bonds, which may be issued in one or more series, are hereby approved pursuant to section 147(f) of the Code, the Issuer's articles of incorporation and bylaws and other applicable laws, such Bonds to be issued in the maximum aggregate face amount of $ 52,000,000, to provide funds to (i) finance and refinance costs of acquiring, constructing, installing, repairing, renovating, equipping and furnishing a lifecare retirement facility, (ii) provide for funded interest, (iii) fund a debt service reserve fund, and (iv) pay a portion of the costs of issuance of the Bonds as described in the notice of hearing. CITY-RES.002 2— Section 4. This approval is not construed as a financial undertaking by the City of Lubbock, and the Bonds shall never constitute an indebtedness or pledge of the City of Lubbock within the meaning of any constitutional or statutory provision, and the owners of the Bonds shall never be paid in whole or in part out of any funds raised or to be raised by taxation or any other revenues of the City of Lubbock. The City of Lubbock shall have no responsibility to furnish any person any continuing disclosure information with respect to the Bonds. Section 5. The Mayor and City Secretary of the City of Lubbock and each councilmember of the City of Lubbock are hereby authorized, jointly and severally, to execute and deliver such endorsements, instruments, certificates, documents, or papers necessary and advisable to carry out the intent and purposes of this resolution. Section 6. This Resolution shall take effect immediately from and after its adoption. Passed by the City Council this 8th ATTEST: Kaythi arnell, City Secretary APPROVED AS TO CONTENT: Aq±� A:� Betsy Bucy Managing Director of Finance APPROVED AS TO FORM: a-� - !�n - 0 A -Ir - Anita Burgess, City Attorney 3- CERTIFICATE OF PUBLIC HEARING I, the undersigned, hereby certify in connection with the issuance by the Lubbock Health Facilities Development Corporation (the "Issuer") of its First Mortgage Revenue Bonds Series 1999A Tax -Exempt and Series 1999B Tax -Exempt (the "Bonds") in principal amount not to exceed $52,000,000, as follows: 1. I am Don Dennis and I have been duly authorized to conduct a public hearing on the issuance of the Bonds to finance capital improvement programs at a healthcare facility and reimburse Carillon, Inc. for expenditures related thereto, and pay the costs of issuance of the Bonds. 2. Such hearing was conducted by me in accordance with published notice commencing at 11:00 a.m. on Monday, March 15, 1999, Room 103 (Committee Room), City Hall, 1625 13th Street, Lubbock, Texas 79401, which offices were open to the public for purposes of the hearing. 3. At the time for the commencement of the hearing, I explained the nature of the hearing, the purpose of the financing, and publicly requested comments on the various uses of the proceeds of the Bonds and on the issuance of such Bonds. 4. At the hearing no members of the public attended or presented comments orally or in writing. No comments in writing were received either before or after the hearing. 5. I imposed no time limitations on any public comments. IN WITNESS WHEREOF, I have hereunto set my hand this 3d day of March, 1999. Don C. Dennis MALMMOCARILLOMER-REP.002 March 30, 1999 RESOLUTIONS OF THE LUBBOCK HEALTH FACILITIES DEVELOPMENT CORPORATION GRANTING PRELIMINARY APPROVAL OF THE ISSUANCE, SALE AND DELIVERY OF NOT TO EXCEED $52,000,000 LUBBOCK HEALTH FACILITIES DEVELOPMENT CORPORATION MORTGAGE REVENUE BONDS (CARILLON, INC. PROJECT) SERIES 1999A AND SERIES 1999B AND TAKING OTHER ACTION WHEREAS, the Lubbock Health Facilities Development Corporation (the "Issuer") is a nonprofit corporation and constituted authority, created by the City of Lubbock, Texas, in accordance with the Health Facilities Development Act (Chapter 221, Texas Health and Safety Code) (the "Act") authorized to incur indebtedness for the purpose of acquiring, constructing, providing, improving, financing and refinancing health facilities in order to assist the maintenance of the public health; WHEREAS, Carillon, Inc., a Texas nonprofit corporation duly organized and existing under the laws of the State of Texas ("Carillon") has applied for the assistance of the Issuer by the issuance of Lubbock Health Facilities Development Corporation Mortgage Revenue Bonds (Carillon, Inc. Project) Series 1999A and Series 1999B (the "Bonds") to provide funds to (i) finance and refinance costs of acquiring, constructing, installing, repairing, renovating, equipping and furnishing a lifecare retirement facility (the "Facility"), (ii) provide for funded interest, (iii) fund a debt service reserve fund, and (iv) pay a portion of the costs of issuance of the Bonds; and WHEREAS, Carillon specifically has applied to the Issuer for the issuance of the Bonds in an aggregate principal amount not to exceed Fifty. Two Million. Dollars ($52,000,000); NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Lubbock Health Facilities Development Corporation: 1. Preliminary Approval for Issuance of Mortgage Revenue Bonds. The Issuer accepts the Application of Carillon for the issuance of the Bonds, finds that such financing is required, necessary, and convenient for health care within the State of Texas, and grants preliminary approval for the issuance, sale and delivery of the Bonds in one or more series and in denominations of $100,000 or any integral multiple of $5,000 in excess thereof with such designation as may be determined, in an aggregate principal amount of not to exceed Fifty Two Million Dollars ($52,000,000). This approval is preliminary only, and is subject to final approval, withdrawal, or change at the option of the Issuer. 2. Authorization of Action of Bond Counsel in Publishing Notice of Public Hearin Appointment of Hearing Officer: Authorization to Hold a Public Hearing. Don Dennis is hereby appointed to act, on behalf of the Issuer, as its hearing officer and is authorized to determine the time and place of such hearing, to complete Exhibit "A" accordingly, and to hold the public hearing with respect to the issuance of the Bonds in accordance with the requirements of section 147(f) of the Internal Revenue Code of 1986, as amended. Fulbright & Jaworski L.L.P., the Issuer's Bond RGS-223.0021892864 Counsel, is hereby authorized to appropriately publish, on behalf of the Issuer, the Notice of Public Hearing attached hereto as Exhibit "A" as conformed by Don Dennis. 3. Transmittal of Notice of Intent to Issue Bonds to Sponsoring _EntitX. The President, Vice President or the Secretary of the Board of Directors of the Issuer are hereby severally authorized and directed to transmit to the City Council of the City of Lubbock, Texas, a notice relating to the Bonds described herein, substantially in the form of Exhibit "B" to this Resolution as required by Section 221.062 of the Act. Such notice shall be delivered to the City Council as soon as practicable but in no event later than the 15`h day before the date of issuance of the Bonds. Adopted , 1999. ident,'Board of Directors Lubbock Health Facilities Development Corporation 516464.2/892864 EXHIBIT "A" LUBBOCK HEALTH FACILITIES DEVELOPMENT CORPORATION MORTGAGE REVENUE BONDS (CARILLON, INC. PROJECT) SERIES 1999A AND SERIES 1999B NOTICE OF PUBLIC HEARING Pursuant to section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code"), NOTICE IS HEREBY GIVEN that the Lubbock Health Facilities Development Corporation (the "Issuer") will hold a Public Hearing on I _, 1999, at at , with respect to the contemplated sale and issuance of not to exceed $52,000,000 in principal amount of its Mortgage Revenue Bonds (Carillon, Inc. Project) Series 1999A and Series 1999B (the "Bonds"). The proceeds of the Bonds will be used to provide funds to (i) finance and refinance costs of acquiring, constructing, installing, repairing, renovating, equipping and furnishing a lifecare retirement facility (the "Facility"), (ii) provide for funded interest, (iii) fund a debt service reserve fund, and (iv) pay a portion of the costs of issuance of the Bonds. The address of the Facility is 1717 Norfolk Avenue, Lubbock, Texas. Carillon, Inc. will be the initial owner of the Facility. Such financing has been found by the Board of Directors of the Issuer to be required, necessary and convenient for health care within the State of Texas. The Bonds will not constitute a debt or obligation of the City of Lubbock, Texas. In order for interest on the Bonds to be exempt from federal income taxation, the Code requires that the issuance of the Bonds be approved by appropriate elected public officials of the City of Lubbock, Texas, following a public hearing in the City of Lubbock, Texas. Approval of the Bonds for purposes of the Code does not create, and shall not be construed as creating, any debt, obligation, or liability of the City of Lubbock, Texas, nor approval of the provision for the financing of the Facility pursuant to any other applicable provisions of law. All interested persons are invited to attend the hearing and will be given an opportunity to address the question of whether the City Council of the City of Lubbock, Texas, should approve the issuance of the Bonds. Following the public hearing a report concerning such hearing will be submitted to the City Council of the City of Lubbock, Texas, which will act on a request to approve the issuance of the Bonds for purposes of the Code. In lieu of attendance at the meeting, written comments may be submitted to the Issuer. Further information with respect to the proposed Bonds will be available at the hearing, or upon written request prior thereto addressed to the Issuer. If requested by a substantial number of members of the public prior to the scheduled date set forth above for the public hearing, the Issuer will consider changing the site and time of the public hearing or holding a second public hearing. Such requests, questions, or written comments may be directed in writing to the Lubbock Health Facilities Development Corporation in care of Don Dennis, Esq., 920 Avenue Q, Lubbock, Texas 79401, whose telephone number is (806) 763-0044. Date: , 1999 LUBBOCK HEALTH FACILITIES DEVELOPMENT CORPORATION RES-223.002/892864 EXHIBIT "B" NOTICE OF INTENTION TO ISSUE BONDS STATE OF TEXAS § CITY OF LUBBOCK § LUBBOCK HEALTH FACILITIES § DEVELOPMENT CORPORATION § NOTICE IS HEREBY GIVEN TO THE CITY COUNCIL OF THE CITY OF LUBBOCK, TEXAS, PURSUANT TO SECTION 221.062 OF THE TEXAS HEALTH AND SAFETY CODE THAT ON April 1, 1999, or as soon thereafter as possible, the Lubbock Health Facilities Development Corporation (the "Issuer") intends to issue its MORTGAGE REVENUE BONDS (CARILLON, INC. PROJECT) SERIES 1999A AND SERIES 1999B (the "Bonds") in an aggregate principal amount not to exceed $52,000,000 with a maximum stated maturity of not later than December 31, 2029 in accordance with a Bond Indenture between the Issuer and SunTrust Bank, Central Florida, N.A., as trustee. I. THE HEALTH FACILITIES The proceeds of the Bonds will be used to (i) finance and refinance costs of acquiring, constructing, installing, repairing, renovating, equipping and furnishing a lifecare retirement facility (the "Facility"), (ii) provide for funded interest, (iii) fund a debt service reserve fund, and (iv) pay a portion of the costs of issuance of the Bonds. The address of the Facility being financed is 1717 Norfolk Avenue, Lubbock, Texas 79416. All such facilities are located within the city limits of the City of Lubbock, Texas. II. PROJECT COSTS The total projected cost of the project as described above will not exceed $52,000,000. Expenses associated with issuance of the Bonds will not exceed $1,800,000. III. NECESSITY Financing the project as described above is necessary in order to reduce the cost of health facilities necessary to promote the present and prospective health, safety and general welfare of the people of the City of Lubbock, Texas, and the State of Texas and to improve the adequacy, cost, and accessibility of health care to the general public. IV. USER The user of the Facility being financed through the issuance of the Bonds is Carillon, Inc., a Texas non-profit corporation. It is proposed that Carillon, Inc. will be the Borrower under the Loan Agreement relating to the Bonds. 516489.2l892864 SIGNED AND SEALED th .-0- • Zibl, 1999. LUBBOCK HEALTH FACILITIES DEVELOPMENT CORPORATION Secretary, Board of Directors FILED, this day of , 1999, with the City Council of the City of Lubbock, Texas. CITY O UBBOCK, TEXAS By: Cit S cretary [Seal] 516499.2/892864 MINUTES AND CERTIFICATION On April 1999, the City Council (the "Governing Body") of the City of Lubbock, Texas, convened in regular session in the City Hall,1625 13'' Street, Lubbock, Texas at which a duly constituted quorum was present. Whereupon among other business transacted at the meeting, a written RESOLUTION CONCERNING THE USE OF THE PROCEEDS OF REVENUE BONDS ISSUED BY THE LUBBOCK HEALTH FACILITIES DEVELOPMENT CORPORATION TO REIMBURSE CERTAIN COSTS AND TO FINANCE CERTAIN COSTS RELATING TO HEALTH FACILITIES (the "Resolution") was duly introduced for the consideration of the Governing Body and discussed. It was duly moved and seconded that the Resolution be adopted; said motion, carrying with it the adoption of the Resolution, prevailed and carried by a majority vote of the Council. The foregoing is a true and correct record of the action taken, and the attached copy of the Resolution is hereby certified to be a correct copy of an official copy thereof, duly signed by the appropriate officers(s), on file among the official records of the Governing Body, on this fA day of April, 1999. BY: City Ocretary, City of Lubbock, Texas [SEAL]