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Attachment A <br />RESOLUTION NO. <br />RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROSEVILLE, MINNESOTA, <br />APPROVING THE ISSUANCE OF PUBLIC FINANCE AUTHORITY REVENUE BONDS IN A <br />MAXIMLTM AGGREGATE PRINCIPAL AMOUNT OF $26,000,000 FOR THE PURPOSES OF <br />FINANCING AND REFINANCING THE COSTS OF ACQUISITION, CONSTRUCTION, <br />IMPROVEMENT, RENOVATION AND EQUIPPING OF CERTAIN EDUCATIONAL FACILITIES <br />OF THE UNIVERSITY OF NORTHWESTERN-ST. PAUL AND OTHER MATTERS RELATING <br />THERETO <br />WHEREAS, it has been requested that the Public Finance Authority, a unit of government and a <br />body corporate and politic under the laws of the State of Wisconsin, authorized and empowered pursuant <br />to the laws of the State of Wisconsin, and particularly Sections 66.0301, 66.0303 and 66.0304 of the <br />Wisconsin Statutes, as amended (the "Act") to issue revenue bonds and lend the proceeds thereof for the <br />purpose of financing "projects" as defined in the Act (the "Authoritv"), participate in the issuance of one <br />or more series of revenue bonds in an aggregate principal amount not to exceed $26,000,000 (the <br />"Bonds") to be used, in part, to (a) currently refund all of the outstanding (i) City of Roseville, Minnesota <br />Variable Rate Demand Private School Facility Revenue Bonds (Northwestern College Project) Series <br />2002 (the "2002 Bonds"), the proceeds of which were used to (A) refund certain taxable indebtedness of <br />the Borrower incurred in connection the acquisition and refurbishing of student housing facilities located <br />at 2906, 2924, 2930 and 3003 North Snelling Avenue, Roseville, Minnesota 55113, (B) finance a portion <br />of the costs of the construction, expansion, renovation and equipping of various facilities of the Borrower, <br />including the acquisition, construction, equipping and furnishing of the non-broadcasting portions of the <br />Mel Johnson Media Center located at 2993 North Snelling Avenue, Roseville, Minnesota 55113, together <br />with miscellaneous educational facilities, including equipment, furnishings, renovations and landscaping <br />on the main campus of the Borrower located at 3003 North Snelling Avenue, Roseville, Minnesota 55113 <br />and parcels adjacent thereto in Roseville, Minnesota (together with parcels adjacent thereto in Arden <br />Hills, Minnesota, the "Main Cam�us") (the "2002 Project"), and (C) pay a portion of certain costs <br />associated with and incidental to the financing and (ii) Colorado Educational and Cultural Facilities <br />Authority Adjustable Rate Demand Revenue Bonds, Series 2008A (Northwestern College Project) (the <br />"2008A Bonds" and together with the Series 2002 Bonds, the "Prior Bonds"), the proceeds of which were <br />used to (A) finance the costs of the acquisition, construction, improvement, renovation, remodeling, <br />furnishing and equipping of certain higher educational facilities of the Borrower, including but not limited <br />to acquisition and renovation costs or an office building, planning and capital construction costs of <br />campus roadways and parking facility and capital campus landscaping costs, all located on the portion of <br />the Main Campus located in Roseville, Minnesota (the "2008 Project" and together with the 2002 Project, <br />the "Prior Project") and (B) pay certain costs of issuance of the 2008A Bonds, including initial costs of <br />credit enhancement; (b) refinance certain outstanding indebtedness of the Borrower, the proceeds of <br />which were used to finance the acquisition and conversion into student housing, including but not limited <br />to the equipping and furnishing of the facility, of the Country Inn & Suites located at 2905 Snelling <br />Avenue North, Roseville, Minnesota 55113; (c) finance and reimburse the Borrower for all or a portion of <br />the costs of acquiring, constructing, improving and equipping certain educational facilities of the <br />Borrower, including but not limited to the demolition and destruction of existing athletic and related <br />facilities, the construction and installation of artificial turf football, soccer, baseball and softball fields, six <br />regulation size tennis courts, bleacher seating for approximately 1,500 people, locker rooms for <br />approximately 192 student athletes, and related restroom and concession facilities located on the portion <br />of the Main Campus located in Roseville, Minnesota (collectively, the "2014 Project" and together with <br />the Prior Project, the "Project"); (d) fund capitalized interest on a portion of the Bonds; (e) fund a debt <br />service reserve fund for the Bonds, if any; and ( fl pay certain costs of issuance of the Bonds and of <br />refunding the Prior Bonds. The Project and all facilities financed or refinanced with the proceeds of the <br />Bonds are or are to be owned and operated by the Borrower. <br />U3583941.4 <br />