RESOLUTION NO. 15-0 8 0
<br />STATE OF MINNESOTA
<br />COUNTY OF RAMSEY
<br />CITY OF NEW BRIGHTON
<br />RESOLUTION CONSENTING TO AND APPROVING THE ISSUANCE OF
<br />REVENUE OBLIGATIONS BY THE CITY OF LAUDERDALE; APPROVING
<br />AND AUTHORIZING THE EXECUTION OF A COOPERATIVE AGREEMENT
<br />WITH THE CITY OF LAUDERDALE AND THE CITY OF RED WING; AND
<br />TAKING OTHER ACTIONS RELATED THERETO
<br />WHEREAS, the City of New Brighton, Minnesota (the "City") is authorized by Minnesota
<br />Statutes, Sections 469.152 through 469.1655, as amended (the "Act"), to issue revenue bonds to finance
<br />or refinance, in whole or in part, the cost of the acquisition, construction, reconstruction, improvement,
<br />betterment or extension of a project, defined in the Act as any properties, real or personal, used or useful
<br />in connection with a revenue producing enterprise; and
<br />WHEREAS, Minnesota Statutes, Section 471.656, as amended, authorizes a municipality to issue
<br />obligations to finance or refinance the acquisition or improvement of property located outside of the
<br />corporate boundaries of such municipality if the obligations are issued under a joint powers agreement
<br />between the municipality issuing the obligations and the municipality in which the property to be
<br />acquired or improved is located; and
<br />WHEREAS, pursuant to Minnesota Statutes, Section 471.5 9, as amended, by the terms of a joint
<br />powers agreement entered into through action of their governing bodies, two or more municipalities may
<br />jointly or cooperatively exercise any power common to the contracting parties or any similar powers,
<br />including those which are the same except for the territorial limits within which they may be exercised
<br />and the joint powers agreement may provide for the exercise of such powers by one or more of the
<br />participating governmental units on behalf of the other participating units; and
<br />WHEREAS, the Minnesota Agricultural and Economic Development Board (the "Board") issued
<br />the following obligations (collectively, the "Prior Obligations") for the benefit of Benedictine Care
<br />Centers, a Minnesota nonprofit corporation ("BCC"): (i) the Health Care Revenue Bonds (Benedictine
<br />Care Centers Project), Series 1999 (the "Series 1999 Bonds"), issued on March 18, 1999, in the original
<br />aggregate principal amount of $12,630,000; (ii) the Health Facility Revenue Notes (Benedictine Care
<br />Centers Project), Series 1999 (the "Series 1999 Notes"), issued in three subseries in the amounts of
<br />$1,090,600 on March 18, 1999, $1,425,150 on March 18, 1999, and $1,425,150 on May 10, 1999; and
<br />(iii) the Health Care Revenue Bonds (Benedictine Care Centers Project), Series 2005A (the
<br />"Series 2005A Bonds"), issued on March 16, 2005, in the original aggregate principal amount of
<br />$7,375,000; and
<br />WHEREAS, a portion of the proceeds of the Prior Obligations were used to finance the
<br />acquisition, construction, renovation, and equipping of a 105 -bed nursing home known as Benedictine
<br />Health Center at Innsbruck located at 1101 Black Oak Drive in the City (the "New Brighton Project");
<br />and
<br />WHEREAS, Benedictine Health System, a Minnesota nonprofit corporation and an affiliate of
<br />BCC, and its affiliates (the "Borrower") have determined to refinance, among other things, the New
<br />Brighton Project through the issuance of revenue notes, in one or more series, as taxable or tax-exempt
<br />471829v1 JAE LAI 35-30
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