05/11/2021 Resolutions 2021-112RESOLUTION 2021-112
CITY OF GRAND ISLAND, IN THE STATE OF NEBRASKA
A RESOLUTION AUTHORIZING THE ISSUANCE OF REVENUE BONDS
(TABITHA GRAlYD ISLAND PROJECT), SERIES 2021, IN A PRINCIPAL
AMOUNT NOT TO EXCEED $13,950,000, IN ONE OR MORE SERIES, FOR
THE PURPOSE OF 1VIAI�ING A LOAN TO TABITHA GRAND ISLAND, INC., A
NEBRASKA NONPROFIT CORPORATION, TO FINANCE OR REIMBURSE A
PORTION OF THE COSTS OF CONSTRUCTING AND EQUIPPING A NEW
SEIVIOR LIVING CAMPUS IN GRAND ISLAND, NEBRASKA; APPROVING
AND AUTHORIZING THE EXECUTIOIW AND DELIVERY OF CERTAIN
DOCUMENTS IN CONNECTION WITH THE ISSUANCE OF THE BONDS;
MAKiI�TG CERTAIN FIlVDINGS AND DETERMINATIONS WITH RESPECT TO
THE BONDS; AND RELATED MATTERS.
WHEREAS, the City of Grand Island, Nebraska (the "Issuer") is a city and political subdivision
of the State of Nebraska (the "State");
WHEREAS, the Issuer is authorized by Sections 13-1101 to 13-1 i 10, inclusive, Reissue Revised
Statutes of Nebraska, as amended (the "Act") to issue revenue bonds for the purpose of loaning the
proceeds of such bonds to fmance any land, building or equipment or other improvement, and all real and
personal properties deemed necessary in connection therewith, which shall be suitable for use as a nonprofit
enterprise or the refinancing of outs#anding debt of an enterprise incurred to finance such land, building,
equipment, improvement or other properties;
WHEREAS, Tabitha Grand Island, Inc., a nonprofit corporation duly organized and validly
existing und�r the laws of the State (the "Borrower"j, has requested that the Issuer issue its Revenue
Bonds (Tabitha Grand Island Project), in one or more series, in an aggregate principal amount not to
exceed $13,950,000, (the "Bonds"), and loan the proceeds thereof to the Borrower for the purpose of
financing or reimbursing a portion of the costs of constructing and equipping a new senior living campus
(expected to consist of 157 units providing a 200,000 square foot, full-continuum of senior housing and
services) and associated site improvements in the City of Grand Island, Nebraska. (the "Froject");
WHEREAS, the Issuer has agreed to (a} issue the Bonds pursuant to a Loan Agreement (the
"Loan Agreement") among the Issuer, Pinnacle Bank, as lender, (the "Lender") and the Borrower, (b)
loan the proceeds thereof to the Borrower pursuant to the Loan Agreement, and (c) deliver the Bonds to
the Lender;
WHEREAS, the following documents witl be prepared in connection with the issuance, sale and
delivery of the Bonds (collectively, the "Financing Documents"):
(a) Loan Agreement; and
(b) TaaL Compliance Agreement with respect to each series of Bonds, as applicable
(the "Tax Agreement"), among the Issuer and the Borrower, concerning
compliance with the provisions r�f the Internal Revenue Code of 19$6, as
amended (the "Code"}, and the applicable regulations thereunder.
Approved as ta Form �
May 10, 2021 � A orney
NOW, THEREFORE, BE IT RESflLVED BY THE MAYOR AND CITY COUNCII. OF
THE CITY OF GRAND ISLAND, NEBRASKA AS FOLLOWS:
ARTICLE I
LEGAL AUTHORIZATION; FINDINGS; LIMITED OBLIGATIONS
SecNon 1.01. Legal Authorization. The Issuer is a city and political subdivision of the State
and is authorized under the Act to issue and sell the Bonds for the purpases, in the manner and upon the
terms and conditions set forth in the Act, in this Resolution, and in the Financing Documents.
Section 1.02. Findings. The Issuer has heretofore found and determined, and does hereby imd
and determine, as follows:
(a) Based entirely in reiiance upon representations made to it by the Borrower in the
Financing Documents, which representations the Borrower shall be deemed to have afiumed and
ratified upon its execution of the Financing Documents, the Issuer does hereby find and
determine the following:
(1) pursuant to Section 13-1105 of the Act, (i) the amount necessary to pay
the principal of and the interest on the Bonds shall be as set forth in the Loan Agreement
and (ii) no reserve fund is advisable to be established in connection with the financing
and maintenance of the Project including taa�es, except that a reserve fund may be
established for liquidity support purposes by an affiliate of the Borrower.
(2) the Borrower expects to operate the Project as an integral part of its
overall operations for the foreseeable future; and
(3) the Borrower is a private nonprofit corporation and is authorized by law
to operate its facilities in the State.
(b) The Bonds, when issued, will be a special, limited revenue obligation of the
Issuer payable solely from the loan repayments and certain other amounts under a liquidity
support agreement from an affiliate of Bonower, and shall not be a general liability of the Issuer
or a charge against its general credit.
(c) The Bonds will not be a debt of the State, or any city, viilage, county or political
subdivision of the State, and none of the State or any city, village, county or political subdivision
of the State shall be liable on the Bonds. The Bonds shali not constitute a debt within the
meaning of any canstitutional or statutory debt limitation of the State. The Issuer's taxing power
is not pledged for repayment of the Bonds.
ARTICLE II
AUTHORIZATION OF BONDS
APPROVAL OF FINANCING DOCUMENTS
Section 2.01. Authorization of Bonds.
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(a) For the purpose of making a loan to the Borrower to pay the costs to finance the Project
and issuance costs related to the Bonds, there are hereby authorized to be issued revenue bonds of the
Issuer in an aggregate principal amount not to exceed Thirteen Million Nine Hundred Fifty Thousand
Dollars ($13,950,000), in one or more series, to be designated "City of Grand Island, Nebraska, Revenue
Bonds (Tabitha Grand Island Project): ' The Bonds shall (1) be issued in fully registered form in the
denominations, (2) bear such dates and interest rates, (3) mature and be payable as to principal or
redemption price and interest at such place and in such form, (4) carry such registration privileges, (5) be
subject to early prepayment and purchase prior to maturity, (6) be executed, (7j be in such form, (8) be
issued in one or more series, {9) carry such designation, and (10) contain such other terms, covenants and
conditions as shall be set forth in the Loan Agreement.
(b) The Bonds shall be executed on behalf of the Issuer by the manual or facsimile signature
of its Mayor and attested by the manual or facsimile signature of its City Cierk, who are authorized to
execute, seal, attest and deliver the Bonds on behalf of the Issuer.
Section 2.02. Approval of Financing Documents. T'he preparation of the proposed Financing
Documents is, in all respects, hereby approved, authorized, ratified, and confurned, and the Mayor, City
Administrator, or Finance Director of the Issuer (each, an "Authorized Officer") are each separately and
individually hereby authorized and directed to imalize, execute, acknowledge, and deliver the Financing
Documents, including counterparts thereof, in the name and on behalf of the Issuer. The Financing
Documents shall be approved by an Authorized Off'icer of the Issuer executing the same, such execution
thereof to constitute conclusive evidence of the Issuer's approval. From and after the execution and
delivery of the Financing Documents by the Issuer, the officers, agents and employees of the Issuer are
hereby authorized, empowered and directed to do all such acts and things and to execute all such
documents, certificates, and instruments as may be necessary to carry out and compiy with the provisions
of the Financing Documents, including but not limited to any documentation related to the conversion of
the tax status of interest on Bonds from taxable to taaL-exempt.
Section 2.03. Authority To Execute and Deliver Additional Documents; Further
Authorizations. Each officer of the Issuer severally is hereby authorized to execute and deliver far and
on behalf of the Issuer any and all additional certificates, documents and other papers and to perform all
other acts as the party signing may deem necessary or appropriate to implement and carry out the
purposes and intent of this Resolution, including the prearnble hereto. Each Authorized Officer severally
is hereby authorized to determine, in conjunction with authorized representatives of the Borrower: (a) the
date of the Financing Documents and the Bonds, (b) the aggregate principal amount of Bonds to be
issued, not to exceed the amount set forth in Section 2.01 hereof, and the principal maturities thereof, (c)
the interest rates to be carried by each principal maturity of the Bonds or the manner of determining such
interest rates, and (d) the dates upon which the Bonds will be subject to redemption and purchase prior to
maturity, and the amount of any redemption premium, if any.
Section 2.04. Public Hearing Approvai. The notice of public hearing related to the issuance of
the Bonds u�as duly published and a public hearing pursuanY to such notice has been conducYed in
accordance with Section 147(fl of the Internal Revenue Code of 1986, as amended, and the City hereby
approves the issuance of the Bonds in the original aggregate face amount of not to exceed $13,950,000, in
one or more series, to finance the Project and issuance costs related to the Bonds, all in accordance with
the terms of such notice, which is attached hereto as Ezhibit A and made a part hereof by reference.
Section 2.05. Taxable Status of Bonds. The Bonds shall initially be issued as taxable bonds
and may be converted to tax-exempt, bank-qualified bonds upon further action by resoluYion of the City
Council at a later date. It is understood that the approval of terms provided herein related to ta�r-exempt,
bank-qualified bonds are subject to the Bonds being so converted upon further action by resolution of the
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City Council at a later date. Nothing in this Resolution shall be construed to commit the City to convert
the Bonds to tax-exempt bonds or as a designation of the City's "bank-qualification" for any year.
ARTICLE III
MISCELLANEOUS
Section 3.01. Limitation of Rights. With the exception of any rights herein expressly
conferred, nothing expressed ar mentioned in or to be implied from this Resolution or the Bonds is
intended or sha11 be construed to give to any person, other than the Issuer and the Lender, any legal or
equitable right, remedy or claim under or with respect to this Resolution or any covenants, conditions and
provisions herein contained; this Resolution and all of the covenants, conditions and provisions hereof
being intended to be and being for the sole and exclusive benefit of the Issuer and the Lender as herein
provided.
Section 3A2. Severability. If any provision of this Resolution shall be held or deemed to be or
shall, in fact, be illegal, inoperative or unenforceable, the same shall not affect any other provision or
provisions herein contained or render the same invalid, inoperative or unenforceable to any extent
whatsoever.
Section 3.03. Immunity of Officers. No recourse for the payment of any part of the principal or
redemption price of or interest on the Bonds for the satisfaction of any liability arising from, founded
upon or e�sting by reason of the issuance, sale and delivery of the Bonds shall be had against any
official, officer, member or agent of the Issuer ar the State, all such liability to be expressly released and
waived as a condition of and as a part of the consideration for the issuance, sale and delivery of the
Bonds.
Section 3.04. Prior Resolutions. To the extent that the provisions of this Resolution conflict
with provisions of prior resolutions, or parts thereof, the provisions of this Resolution shall control, to the
extent of such conflicts.
Section 3.45. Captions. The captions or headings in this Resolution are for convenience only
and in no way define, limit or describe the scope or intent of any provisions or sections of this Resolution.
Section 3.06. Validity of Bonds. Each Bond shall contain a recitai that such Bond is issued
pursuant to and under the Act, and such recital shall be conclusive evidence of its validity and of the
regularity of its issuance.
Section 3.07. Electronic Transactions. The transactions described herein may be conducted
and this Resolution and related documents may be sent, received and stored by electronic means. All
closing documents, certificates, and related instruments may be executed by electronic transmission.
Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents (or
documents executed by electronic transmission) shall be deemed to be anthentic and valid counterparts of
such documents for all purposes, including the filing of any claim, action or suit in the appropriate eourt
of law.
Secfion 3.08. Effective Date. This Resolution shall be in fuli force and effect immediately upon
its passage and approval by the Mayor and City Council of the Issuer.
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RESOLUTION 2021-112
DATED: May 11, 2021
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CITY OF GRAND ISLAND, NEBRASKA
,
By. .
oger G. Steele, Mayor
ATTEST:
By:
' 1 Granere, Deputy City Clerk
Signature Page - Bond Resolution S-1
EXAIBIT A
TEFRA HEARING NOTICE
NOTICE OF MEETING AND PUBLIC HEARING
OF THE MAYOR AND CITY COUNCII,
OF THE CITY OF GRAND ISLAND, NEBRASKA
Notice is hereby given that the Mayor and City Council of the City of Grand Island, Nebraska
(the "City"), will conduct a meeting on Tuesday, May 11, 2021, at 7:00 p.m. The meeting will be held in
the Council Chambers of City Hall, 100 East First Street in Grand Island, Nebraska. An agenda for the
meeting, kept continually current, is available for public inspection at the City Clerk's office during
normal business hours, and is also posted on the City's website at grand-island.com.
At 7:00 p.m., the Mayor and City Council will conduct a public hearing and consider a resolution
regarding the issuance by the City of its Revenue Bonds (Tabitha Grand Island Project), in one or more
series pursuant to the plan of fmancing for the below-described Project, in the maximum aggregate face
amount of not to exceed $13,950,000 (the `Bonds"), far the benefit of Tabitha Grand Island, Inc., a
Nebraska nonprofit corporation (the "Borrower"). The Bonds are expected to be issued as Qualified
501(c)(3) Bonds as defined in Section 145 ofthe Internal Revenue Code of 1986, as amended.
The proceeds of the Bonds will be loaned by the City pursuant to Sections 13-1101 to 13-1110,
inclusive, Reissue Revised Statutes of Nebraska, as amended (the "Act") in furtherance of the purposes
of the Act, to the Borrower for the purposes of (a) financing or reimbursing a portion of the costs of
constructing and equipping a new senior living campus (expected to consist of 157 units providing a
200,000 square foot, fuil-continuum of senior housing and services} and associated site improvements
(the "Project") and (b) financing issuance costs related to the Bonds. The Project is or will be owned and
operated by the Borrower, and is or will be located at the west end of the Prairie Commons in Grand
Island, Nebraska/pro�cimate to the southwest quadrant of the intersection of Husker Highway and
Prairieview Street in Grand Island, Nebraska.
THE BONDS SHALL NEVER CONSTITUTE AN INDEBTEDNESS OF THE CITY WITHIN
THE MEAlUING OF ANY STATE CONST�TUTIONAL PROVISION �R STATUT�RY
LIMITATION, SHALL NEVER CONSTITUTE NOR GIVE RISE TO A PECUNIARY LIABILITY OF
THE CITY OR A CHARGE AGAINST ITS GENEI�AL CREDIT OR TAXING POWERS, AND NO
TAX FUNDS WII,L EVER BE USED TO PAY ANY PART 'TI�iZEOF, SUCH BONDS AND THE
INTEREST THEREON TO BE PAYABLE SOLELY FROM THE REVENUES DERIVED BY THE
CITY FROM THE LOAN AGREEMENT WITH THE BORROWER.
All interested persons are invited to present camments at the public hearing or to submit written
comments to bond counsel to the City, Gilmore & Bell, P.C., 450 Regency Parkway, Suite 320, Omaha,
Nebraska 68114, concerning the issuance of the Bonds and the Project.
RaNae Edwards, City Cleric
A-1