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A RESOLUTION OF THE CITY COUNCIL FOR THE CITY OF JONESBORO, ARKANSAS APPROVING A PLAN FOR FINANCING HEALTH CARE FACILITIES FOR ST. BERNARDS HEALTHCARE, INC.; AUTHORIZING AN INTERLOCAL AGREEMENT WITH THE CAPITAL TRUST AGENCY OR THE ESCAMBIA COUNTY (FLORIDA) HEALTH FACILITIES AUTHORITY AND THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS AND INSTRUMENTS IN CONNECTION THEREWITH; APPROVING A FORM OF INTERLOCAL AGREEMENT; APPROVING THE ISSUANCE BY THE CAPITAL TRUST AGENCY OR THE ESCAMBIA COUNTY HEALTH FACILITIES AUTHORITY OF NOT EXCEEDING $900,000,000 IN HEALTH CARE REVENUE BONDS FOR VHA CAPITAL BORROWING PROGRAMS, PURSUANT TO SECTION 147(f) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED; AND PROVIDING AN EFFECTIVE DATE.
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WHEREAS, St. Bernard's Healthcare, Inc., 224 E. Matthews, Jonesboro, Arkansas (the "Local Institution") has advised that it intends to finance or refinance a health care project for use in connection with the Local Institution's health care facilities known as St. Bernard's Hospital, Inc., d/b/a St. Bernard's Regional Medical Center (the "Local Project"), located within the territorial limits of the City of Jonesboro, Arkansas; and
WHEREAS, the City of Jonesboro, Arkansas (the "Local Agency") has the power and authority to issue bonds to finance or refinance healthcare projects within the jurisdiction of the Local Agency, including health care facilities, equipment and structures and, in particular, the Local Project; and
WHEREAS, it is not practicable within current time constraints and under applicable laws and regulations for the Local Agency to issue its bonds for the purpose of implementing a health care financing pooled loan program of such scale as to provide economies of scale in affording financing to the Local Institution; and
WHEREAS, the Capital Trust Agency, a public agency of the State of Florida ("ACTA"), and the Escambia County Health Facilities Authority, a public agency of the State of Florida (the "Authority") (collectively the "Issuers") have developed a combined plan of finance for the costs of acquisition, rehabilitation, construction and equipping of capital projects (including capital equipment and working capital) for governmental and non-profit health care institutions, and for participating public agencies, by making loans to such health care institutions (the "Health Care Participants"), all as described on Exhibit A attached hereto (the "Plan of Finance"); and
WHEREAS, pursuant to the Plan of Finance , the Issuers have proposed to issue from time to time tax-exempt bonds denominated generally Capital Trust Agency Health Care Revenue Bonds (VHA Program) or Escambia County Health Facilities Authority Health Facilities Revenue Bonds (Florida Health Care Facility Loan Program) in principal amounts of up to $900,000,000 (the "Bonds") to provide financing for projects for Health Care Participants, including the Local Project for the Local Institution (the "Program"); and
WHEREAS, pursuant to this combined Plan of Finance, loans to Health Care Participants may be made by either CTA or the Authority; and
WHEREAS, the Local Institution has requested that the Local Agency cooperate with the Issuers to finance or refinance the Local Project through the Program; and
WHEREAS, Section 147(f) of the Internal Revenue Code of 1986, as amended (the "Code") requires public approval of certain private activity bonds by an applicable elected representative or governmental unit following a public hearing; and
WHEREAS, pursuant to Section 147(f) of the Code a public hearing was scheduled before the Jonesboro City Council (the "City Council") for March 6, 2000, and notice of such hearing was given in the form required by the Code by publication more than 14 days prior to such hearing, proof of publication of which is attached as Exhibit A; and
WHEREAS, on March 6, 2000, the public hearing was held and at such hearing reasonable opportunity was provided for all interested individuals to express their views, both orally and in writing, on the issuance of the Bonds with respect to the Plan of Finance and the Local Project; and
WHEREAS, the City Council diligently and conscientiously considered any comments and concerns expressed at such public hearing; and
WHEREAS, the City Council desires to express its approval of the Plan of Finance and the Bonds, insofar as the same relate to the jurisdiction of the Local Agency and the financing or refinancing of the Local Project, as required by Section 147(f) of the Code;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF JONESBORO, ARKANSAS:
Section 1. Authorization. It is hereby determined that the Local Agency consents to either of the Issuers exercising its powers to issue the Bonds and to implement the Program by applying portions of the proceeds of the Bonds from time to time to finance or refinance the Local Project within the statutory boundaries of the Local Agency; provided, that the Issuer making the loan to the Local Institution and the Local Agency first enter into a written agreement setting forth the powers, duties and limitations of the Issuer as they pertain to the use of said bond proceeds within the Local Agency and payment of the issuance costs for such Bonds.
Section 2. Execution of Instruments and Documents. In furtherance of the purposes set forth in Section 1 hereof the officers and City Clerk of the Local Agency are hereby authorized to execute such consents, intergovernmental agreements, letters of representation, applications or other documents as shall be required to implement such health care financing Program and to provide for payment of the Local Project's proportionate share of costs of issuance of such Bonds and reserves therefore, all as shall be approved by counsel to the Local Agency, but only upon satisfaction of the condition that the Local Institution have approved the terms thereof and accepted responsibility for any costs which might otherwise be allocated to the Local Agency.
Section 3. The Interlocal Agreement between the Local Agency and the Issuer making the loan to the Local Institution, in substantially the form attached hereto as Exhibit "B", and made a part hereof, is hereby approved. The officers of the Local Agency are hereby authorized to enter into the Interlocal Agreement on behalf of the Local Agency, with such changes not inconsistent herewith as the officers executing same may approve, such execution and delivery to be conclusive evidence of such approval. The appropriate officers of the Local Agency are hereby further authorized to execute and deliver such other documents and instruments as may be necessary to implement the Interlocal Agreement for the purposes set forth in the Interlocal Agreement.
Section 4. For purposes of financing the Local Project, the City Council hereby approves, within the meaning of Section 147(f) of the Code, the Plan of Finance and the issuance by the Issuers of the Bonds for the VHA Capital Borrowing Programs, and such other action to be taken pursuant to the Plan of Finance and the Interlocal Agreement.
Section 5. All resolutions or parts thereof of the Local Agency in conflict with the provisions herein contained are, to the extent of such conflict, hereby superseded and repealed.
Section 6. Adoption of this Resolution does not authorize or commit the expenditure of any funds of the Local Agency to pay the costs of issuance of such Bonds.
Section 7. This Resolution shall take effect immediately upon its adoption.
Duly adopted on this 6th day of March, 2000.