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HomeMy WebLinkAboutResolution No. 2025-72 Approving the Issuance of Revenue Bonds by the NFA for CF France Ave RESOLUTION NO. 2025-72 APPROVING THE AUTHORIZATION OF THE ISSUANCE OF REVENUE BONDS BY THE NATIONAL FINANCE AUTHORITY FOR THE BENEFIT OF CENTURION FOUNDATION FRANCE AVENUE, LLC AND OTHER MATTERS RELATING THERETO BE IT RESOLVED by the City Council of the City of Edina, Minnesota (the “City of Edina”), as follows: SECTION 1 Recitals and Findings This Council has received a request from Centurion Foundation France Avenue, LLC (the “Borrower”) that the City of Edina authorize the issuance by the National Finance Authority (the “Issuer”) of one or more series of tax-exempt and/or taxable revenue bonds in an aggregate principal amount not to exceed $50,000,000 (the “Bonds”) for the purpose of (1) financing the acquisition of and certain improvements to a senior living facility located at 6500 France Avenue S., Edina, Minnesota (the “Project”); and (2) paying certain expenses incurred in connection with the issuance of the Bonds. Based upon representations of the Borrower: 1.1 The Borrower is a Minnesota limited liability company and disregarded entity whose sole member is The Centurion Foundation, Inc., a Georgia nonprofit corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”). 1.2 The Project will be leased to Edina Senior Living, LLC (“Edina Senior Living”), a Minnesota limited liability company and a disregarded entity, whose sole member is the Ebenezer Society, a Minnesota nonprofit corporation and an organization described in Section 501(c)(3) of the Code. 1.3 The Project will be owned by the Borrower and operated by Edina Senior Living in accordance with their charitable purposes. 1.4 Pursuant to Section 147(f) of the Code, the issuance of any tax-exempt Bonds must be approved by a governmental unit having jurisdiction over the area in which the facility to be financed is located after a public hearing following reasonable public notice. 1.5 The Project is located within the territorial limits of the City of Edina in the State of Minnesota. 1.6 The Bonds shall be a limited obligation of the Issuer, payable solely from certain revenues duly pledged therefor and generally representing amounts paid by the Borrower. SECTION 2 Approvals 2.1. A notice of public hearing with respect to the Bonds and the Project was published on July 31, 2025 in the Sun Current, which is a newspaper of general circulation in the City of Edina, Minnesota. 2.2. The Bonds and the obligation to pay principal of and interest thereon and any redemption premium with respect thereto do not constitute indebtedness or an obligation of the City of Edina, the County of Hennepin, the State of Minnesota, or any political subdivision thereof, within the meaning of any constitutional or statutory debt limitation, or a charge against the general credit or taxing powers of any of them.. 2.3. At a public hearing held on the date hereof, all parties who appeared at the hearing were given an opportunity to express their views with respect to the proposal that the Issuer issue revenue bonds for the purposes described in Section 1, and interested persons were given the opportunity to submit written comments to the City Clerk before the time of the hearing. 2.4 Pursuant to Section 147(f) of the Code, the City Council of the City of Edina, being the City of Edina’s applicable elected legislative body, hereby consents to and approves the issuance of Bonds by the Issuer in a principal amount of up to $50,000,000, for the purposes described herein. The terms of the Bonds shall be as are approved by the Issuer. 2.5. The Mayor and City Clerk and other officers of the City of Edina are authorized and directed to furnish to the Borrower, the Issuer, and the attorneys rendering an opinion on the issuance of the Bonds, certified copies of all proceedings and records of the City of Edina relating to the Bonds and such other affidavits and certificates as may be required to show the facts relating to the legality of the Bonds as such facts appear from the books and records in the officer’s custody and control or as otherwise known to them, and all such certified copies, certificates and affidavits, including any heretofore furnished shall constitute representations of the City of Edina as to the truth of all statements contained therein. 2.6. The approval given herein is given solely for the purposes set forth above and does not create any obligation of the City of Edina whatsoever with respect to the Bonds or the Project. Adopted by the City Council of the City of Edina this 19th day of August, 2025. Mayor Attest: City Clerk Sharon Allison (Aug 21, 2025 06:48:28 CDT)