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<br />JOINT POWERS AGREEMENT
<br />PROVIDING FOR THE ISSUANCE OF A REVEI�TLJE NOTE TO
<br />FINANCE HOUSING AND HEALTHCI��RE FACILITIES
<br />(PHS/LA,��E MI��TNETOI�TKA CAMPUS PROJECT)
<br />THIS AGREEMENT is entered into as of the 1 St day of May, 2010, by and between the City of
<br />Spring Park, Minnesota ("Spring Park"), the City of Arden Hills, Minnesota ("Arden Hills") and the City of
<br />��nkeny, Iowa ("��nkeny") (collectively, the "Cities", or individually, a"City"). Each of the municipalities
<br />named above is a municipal corporation duly organized under the laws of the State of Minnesota, or the
<br />State of Iowa.
<br />l. Minnesota Statutes, Section 471.59 and Iowa Code, Chapter 28E (the "Joint Powers
<br />Acts") provides that two or more governmental units, by agreement entered into through action of their
<br />governing bodies, may j ointly or cooperatively exercise any power common to the contracting parties, and
<br />may provide for the exercise of such power by one of the participating governmental units.
<br />2. In connection with revenue bonds issued under Minnesota Statutes, Chapter 462C
<br />(the "Housing Prograrns Act"), Section 462C.14, Subd. 3 provides for joint action between cities pursuant
<br />to the Joint Powers Act.
<br />3. Iowa Code, Chapter 419 provides that Iowa municipalities may issue revenue bonds
<br />to defray the costs of facilities for organizations described under Section 501(c)(3) of the Internal Revenue
<br />Code.
<br />4. PHS/Lake Minnetonka, LLC, a Minnesota limited liability company whose sole
<br />member is Presbyterian Homes Housing and Assisted Living, Inc., a Minnesota nonprofit organization,
<br />(the "Borrower") has proposed that the Cities enter into this Agreement pursuant to the Housing Programs
<br />Act and Iowa Code, Chapters 28E and 419, pursuant to which Spring Park will issue a revenue note (the
<br />"Note") in the aggregate principal amount not to exceed $30,000,000 and loan the proceeds thereof to the
<br />Borrower to finance the proj ect described in the next paragraph.
<br />5. The proj ect consists of the financing of (a) the acquisition, construction, equipping
<br />of new facilities and the demolition of 2 existing buildings and renovation of existing facilities to create a
<br />senior housing development which will consist of approximately 239 senior housing units, including
<br />approximately 169 independent living units (the renovation of 160 units and new construction of 9 units),
<br />52 assisted living units (52 units of new construction with demolition of 37 old units), 18 memory care
<br />units (new construction) and an approximately 20,000 square foot town center (new construction) for use
<br />by the residents of the senior housing units located at 4465, 4497, 4501, 4523, 4527, 4579, 4589, 4599
<br />Shoreline Drive in Spring Park, Minnesota (the "Spring Park Facilities") and (b) refund the outstanding
<br />City of Arden Hills, Minnesota Refunding Health Care and Housing Revenue Refunding Bonds
<br />(Presbyterian Home of Arden Hills, Inc. Project), Series 1999B, which were issued to finance and
<br />refinance the acquisition, renov�.tion and improvement of certain health care and housing facilities located
<br />in Ankeny, Iowa, Spring Park, Minnesota, Arden Hills, Minnesota and Bloomington, Minnesota and refund
<br />the outstanding City of Spring Park Multifamily Housing Revenue Bonds (Presbyterian Homes Housing
<br />and Assisted Living, Inc. Proj ect) Series 2007, which were issued to finance the acquisition of certain
<br />health care and housing facilities located in Spring Park.
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