Loading...
HomeMy WebLinkAboutR22-Economic Development Agency . o o o o o DBVELOPIIEIlT DBPAR'.DII51'rJ: OF TIlE CITY OF SAB BEIlIUmllBO REQUEST FOR COIlMISSIOB/CODWCIL ACTIOB From: KEImETH J. HENDERSON Executive Director Subject: SISTERS OF CJWUTY IDB BOlD ISSUE OF 1991 Date: JlDle 12, 1991 Synopsis of Previous ComBission/Counci1/ComBittee Action: On January 19, 1987, the Mayor and Common COlDlci1 adopted Resolution Number 87-14 approvina the issuance of Industrial Development Revenue ReflDldina Bonds, Series 1987A, Sisters of Charity. ------------------------------------------- Recommended Motion: (Mavor and Common Cnnn..i1) RESOLUTIOB OF TIlE MAYOR AID COMMOB COUBCIL OF TIlE CITY OF SAB BEIlIUmllBO APPROVIBG AI' APPLlCATIOB FOR IlIDUSTIlIAL DBVELOPIIEIlT BOlD FIBABCIBGj DIRECTIBG TIlE PIlEPAIlATIOB OF CBIlTAIB DOClJloIurS j AID MADBG CBIlTAIB 0TIIEIl FIlIDIBGS AID DETBRMIlIATIOB II' COBllBCTIOB Y~TH (SISTERS OF CIIAIlITY OF TIlE II'CAIlIIATB WOIlD, BOUSroB, TEXAS, SOLE COIlPOIlATB MEMBEk OF ST. R1WIIAIIDIKB MEDICAL W5ftyu). (Recommended Motions Continued on But pqe) Acblinistrator , Executive Director t Contact Person: Ken Henderson/Barbara Lindseth Phone: 5065: 5081 Project Area: N/A Ward(s): Supportina Data Attached: FUNDING REQUIREMENTS: Staff ReDort: Resolutions. AmOlDlt: * N/ A Source: N/A BUdget Authority: Commission/Council Botes: KJH:b1:1467A ClMlISSIOB MEBTIBG Meet1na Date: 06/17/1991 Agenda It_ 1'0. ..4.- o o o - c o DBVELOPIIBB'r DBPAJwouuu REQUEST FOR COUlllCIL/COIMISSIOR/ACTIOR SISTERS OF CHARITY - IRDUSrRIAL DBVELOPIIBB'r BOB>> ISSUE OF 1991 J1Dle 13, 1991 Paae -2- Recomaended Motion: (lIavor and C--on C01Dlcil) RESOLUTIOR OF TIll IIlYOR ARD COMMOR COUlIICIL OF TIll CITY OF SAR BBRlWmlRO, CALlFORRIA, DBCLARIIlG ITS IIITBlIT TO ISSUE BOB>>S ARD AUTHORIZING TIll PUBLlCATIOR OF A ROTICB OF PUBLIC IlBARING REGARDING TIll PROPOSED ISSUAlICB OF ITS "CITY OF SAN R1nPW&IIntRO, CALlFORRIA, SCB REALrB CAB SYSrBII RBVBIIUE BORDS (SISTERS OF CHARITY OF TIll IRCARRATE wORD, HOUSTOR, TEXAS), SERIES 199IA"; IlAnRG CRllTUW nRDIlIGS ARD DJl:mJuullATIORS IR CORRECTleR DII5ltI5llIrB (SISTERS OF CHARITY OF TIll IIJr.AIlWA'I'\!: WORD, HOUSTOR, TEXAS, SOLE CORPORATE MBMBBR OF ST. BBRlWmIRB IIBDlCAL ~~). (Mayor ..... CODIon C01Dlcil) rBAr TIll IIlYOR ARD COMMOR COUlIICIL SET A PUBLIC IlBARIRG OR JULY 10, 1991, Ar 9:00 A.M. KJH:bl:1467A COIMISSIOR IlEBrIllG MeetiD& Date: 06/17/1991 o o o o o DEVELOPMDT DEPAR'lnAa.r STAFF REPORT -------------------------------- Sisters of Charitv - Industrial DevelonB~t Bond Issue of 1991 St. Bernardine Medical Center has submitted an Application to the City for hospital revenue bond financing to finance certain new construction, equipment acquisition, renovation expenses and reimbursements for prior construction expenditures initially funded with hospital funds. The list of the projects are as follows and total approximately $58,800,000: North Tower This project involves the construction of a six-story building. The services by floor are: (1) kitchen, cafeteria, meeting rooms; (2) 26=bed Critical Care Unit; (3) 14 LDRP, 20-bed Neo-Natal Unit; (4) 24-bed Neuro Unit, l2-bed IBtermediate Care Unit; (5) 36-bed Medical-Surgical Unit; and (6) 36-bed Medical Surgical Unit. A new lobby/entrance has been included in the project cost to connect the new tower with the existing facility. CaDi tal Additions/ParkinR GaraRe Various capital additions for reimbursement of prior expenditures during fiscal years 1990 and 1991 and proposed additions during fiscal years 1991 and 1992. These major additions primarily consist of major movable equipment including operating room monitors, catheterization laboratory equipment upgrades, intravenous pumps, cardiopulmonary bypass equipment, and a laboratory hematology analyzer. The construction of a parking garage is also necessary for hospital employees, patients and visitors. Catherization Laboratorv Relocation This project involves the relocation of the existing Catherization Laboratory and the addition of a third room adjacent to the operating room for improved service and quality. Renovation This project involves the remodeling of the 1974 Building. The remodeling includes flooring finish upgrades, wall and ceiling treatment and improved lighting. Two resolutions are attached for consideration by the Mayor and Common Council: (1) Resolution accepting the Application; (2) Resolution declaring the intent of the City to proceed with the financing and setting a T.E.F.R.A. hearing for July 10, 1991 at 9:00 a.m.. The T.E.F.R.A hearing KJH:bl:1467A ClRIISSIOK IlEETIKG Meeting Date: 06/17/1991 o o o o o DEVELOPIIBRT DEPARuwn: STAFF REPORT Sisters of Charity - IDB F1Danc1D& June 13, 1991 PlI8e -2- is required under the federal tax laws for bond issues of this mature. Also, at the July 10 hearing, it is anticipated that the bond documents will be approved so that a bond closing may occur by the end of July. The City last issued bonds for the St. Bernardine Medical Center in 1987, utilizing a similar financing structure as is proposed at this time. As with any financing of this nature for a non-profit hospital corporation, the City has no responsibility for repayment of the bonds, except from payments made to the City by the Hospital under the Loan Agreement. The bondholders will seek repayment from St. Bernardine Medical Center and the Sisters of Charity of the Incarnate WOrd, HoUston, Texas, as the sole shareholder of St. Bernardine Medical Center. This financing is a part of a much larger composite bond offering that is being issued simultaneously in Texas for several hospital facilities in Texas by the Harris County Health Facilities Development Corporation. It is necessary under the present schedule that the Council meet on Wednesday, July 10, 1991, to consider the final approvals of this financing at the conclusion of the public hearing. I recommend approval of the Resolutions. NU'IlUUJI J. II'I!II1IlnIl'I ,Bzecutive Director Development Depar ent KJH:bl:1467A COtIMISSIOR MEETIIIG Meet1D& Date: 06/17/1991 ~ - o o o RESOLUTION NO. RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO APPROVING AN APPLICATION FOR INDUSTRIAL DEVELOPMENT BOND FINANCING; DIRECTING THE PREPARATION OF CERTAIN DOCUMENTS; AND MAKING CERTAIN OTHER FINDINGS AND DETERMINATIONS IN CONNECTION THEREWITH (SISTERS OF CHARITY OF THE INCARNATE WORD, HOUSTON, TEXAS, SOLE CORPORATE MEMBER OF ST. BERNARDINE MEDICAL CENTER) WHEREAS, the City of San Bernardino, Callfornla ("City"), Is a "home rule city" duly organized and existing under and pursuant to a Charter adopted under the provisions of the Constitution of State of CalIfornIa; and WHEREAS, pursuant t~ Its home rule powers, the CIty duly and regularly enacted Ordinance No. 3815 (the "Ordinance") to finance various types of projects, as defined In the Ordinance, and to Issue Its special revenue bonds for the purpose of paying the cost of financIng such c::J projects, and has amended the same from tIme to time; and HHEREAS, said Ordinance No. 3815, as amended, Is Intended to fInance the development of Industry and commerce and to thereby broaden the employment opportunItIes for resIdents of the CIty and Its tax and revenue base; and HHEREAS, there has been presented to thIs Mayor and Common Council an Appll catIon, attached hereto as Exhl bit "A" and Incorporated hereIn by reference by SIsters of CharIty of the Incarnate Word, Houston, Texas, Sole Corporate Member of St. Bernardlne Medical Center (the "Appllcant"), requestIng the Issuance of revenue bonds In the o prIncIpal amount of not to exceed $60,000,000 for the purpose of fInancing, on behalf of the ApplIcant, the cost and expense of certaIn health - 1 - I - . o o facilities located at St. Bernardine Medical Center and more fully described o in Exhi bi t "B" attached hereto (the "Project"). NOW, THEREFORE, IT IS HEREBY RESOLVED, DETERMINED AND ORDERED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: Section 1. That the recitals set forth hereinabove are true and correct and are incorporated herein by this reference. Section 2. The City of San Bernardino, California, is a municipal corporation duly created, established and authorized to transact business and exercise its powers, all under and pursuant to the Constitution and laws of the State of California, and the City Charter of the City, and the powers of the City include the power to issue bonds for any of its corporate purposes. c::> Section 3. Pursuant to the Charter of the City and Ordinance No. 3815, as amended, of the City, the City is legally authorized to issue special revenue bonds for the construction and permanent financing as described in the recitals hereof. Section 4. This body constitutes the governing body of the City and is legally authorized to provide for the issuance of such special revenue bonds by the City. Section 5. The Project referred to in the recitals hereof constitutes a project which may be financed by the issuance of such special revenue bonds by the City and located within the jurisdiction of the City. Section 6. The Application referred to in the recitals hereof o - 2 - - o o complies with the provisions and requirements of said Ordinance No. 3815, o as amended, and the Project Involved in such Application is hereby approved and the provisIons of Subsection (d) of Section 10 and Subsection (a) of Section 11 of said Ordinance No. 3815 shall not apply. o o Section 7. The City hereby declares its intention to exercise the authority referred to in Section 3 hereof by issuing bonds of the City in such amount as will be adequate to implement the City financing of the Project. Section 8. The bonds shall be payable from the revenues - described in said Ordinance No. 3815, as amended. Section 9. The bonds shall be and are special obligations of the City, and, subject to the right of the City to apply moneys as provided in the applicable laws, are secured by such revenues as are specified in the proceedings for the issuance of such bonds and funds and accounts to be held by the trustee or fiscal agent, and are payable as to principal, redemption price, if any, and interest from the revenues of the City as therein described. The bonds are not a debt of the City, the State of CalifornIa or any of its political subdivisIons, and neither the City, the State, nor any of its politIcal subdIvisions is liable thereon, nor in any event shall the bonds be payable out of the funds or properties other than all or any part of the revenues, mortgage loans, and funds and accounts as in this Resolution set forth. The bonds do not constitute an indebtedness within the meaning of any constitutIonal or statutory debt limitation or restriction. Neither the persons serving as the Mayor and Common Council nor any persons executing the bonds shall be liable personally on the bonds - 3 - o o c o or subject to any personal liability or accountability by reason of the Issuance thereof. Section 10. The details of such bonds, Including the estaollshment of the aggregate face amount of such obligations, shall be authorized by Indenture, resolution or resolutions of the City at a meeting or meetings to be held for such purposes. The City Staff. Sabo & Green as Bond Counsel and Issuer's Counsel to the City, the Applicant and the agents and representatives of same are hereby authorized and directed to prepare or cause to be prepared the necessary legal documents, Including the Loan Agreement. Resolution of Issuance, and such other documents as may be necessary to effect said Project and the issuance of revenue bonds therefor and to present same to said Mayor and Common Council. The Mayor of the City is hereby authorized and directed to coordinate the efforts of all concerned relating to the issuance and sale of the bonds, and the City Staff, consultants, legal counsel to the City and Bond Counsel as reference above are hereby directed to take such steps as shall be appropriate to implement such sale and delivery of the bonds including working with persons who may acquire vested rights as the result of such actions. Section 11. This Resolution constitutes a proper exercise of the powers of this Mayor and Common Council and conforms to State and local legal requirements relating to the Issuance of such special revenue bonds and other bonds or debt obligations by a charter city in this State. Section 12. It is intended that this Resolution shall o constitute such "official actIon" toward the issuance of the bonds within - 4 - 1 _ o o the meaning of the United States Treasury Regulations, the United States c::; Tax Laws, and any legislation now or hereafter pending In the Congress of the United States which may require official action In order for the bonds to be exempt from Federal Income taxation. Section 13. At the closing of the financing there shall be paid to the City the fee set forth in Resolution No. 81-108 of the Mayor and Common Council, adopted March 13, 1981, as amended by Resolution No. 81-410, of the Mayor and Common Council. adopted September 24, 1981. I HERE8Y CERTIFY that the foregoing Resolution was duly adopted - by the Mayor and Common Counc!l of the City of San Bernardino at a meeting thereof, held on the day of , 1991, by the following vote. to wit: o AYES; Council Members NAYS: ABSENT: City Clerk. The foregoing resolution Is hereby approved this day of . 1991. Mayor of the City of San Bernardino Approved as to form and legal content: JAMES F. PENMAN City Attorney o BY~__ - 5 - o o o o o STATE OF CALIFORNIA ) COUNTY OF SAN BERNARDINO ) CITY OF SAN BERNARDINO ) ss I. Cay Clerk. of the Cay of San Bernardino, DO HEREBY CERTIFY that the foregoing and attached copy of Mayor and Common Council of the City of San Bernardino Resolution No. is a full, true and correct copy of that now on file in this office. IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the Mayor and Common Council of the City of San Bernardino thi s day of , 1991. City Clerk. City of San Bernardino - 6 - ,".~ - o (0 o ~ - - D o APPLICATION OF THE ST. BERNARDINI!: MlmICAL CENT:RR FOR INDUSTRIAL Rl!:V:RNtJ:R BOND FINANCING PART I GENERAL AND BUSINESS INFORMATION 1.1 The legal name of the Applicant is "st. Bernardine Medical Center". 1.2 The Applicant provides acute hospital services. 1.3 The mailing address and principal place of business of the Applicant are as follows: st. Bernardine Medical Center 2101 North Waterman Avenue ~an Bernardino, California 92404 1.4 Employer Tax I.D. No; 95-1643353. 1.5 The Principal contact for the Applicant is Gregory A. Adams. 1.6 Telephone Number (714) 883-8711 ex. 3111. 1.7 The Applicant is a hospital. 1.7.1 The Applicant is organized and existing pursuant to the laws of the state of California. 1.7.2 The Applicant was duly organized on January 2, 1953. 1.7.3 Nature of Legal affiliations - Parent Company - Sisters of Charity of the Incarnate Word, Houston, Texas. 1.8 The Applicant is a non-profit corporation. 1.9 Key Officers and Directors of the Applicant. 1.9.1 Principal Officers: Gregory A. Adams - Sister Ruth Heffernan - Sister Mary David O'Gorman - (Presently Vacant) - President Treasurer Secretary Vice President 1BIllI\Il1_ -1- -II. .99. -.!",w" "" o c9 o -~ L - o o 1.9.2 Board of Directors: Sam T. Knappenberger, M.D., - Chairman I.J. Gabriel - Vice-Chairman Thomas McPeters Martin A. Matich Anthony H. Evans, Ph. D. Thomas Hellwiq, M.D. I.H. crittenden, M.D. Harold C. Harria, Jr. Sister Mary David O'Gorman Sister Christina Murphy Gregory A. Adams 1.10 Description of other business affiliations of principal officers, directors and stockholders: Sam T. Knappenberger, M.D. , UrOlogist on staff (retired) Retired Businessman I. J. Gabriel - Thomas McPeters Attorney Martin A. Matich Owner-Construction Company President Cal-State, San Bernardino Anthony H. Evans, Ph. D. Thomas Hellwig, M.D. Internal Medicine , Pulmonary - on staff Cardiologist-on staff Retail Business I.H. crittenden, M.D. - Harold C. Harris, Jr. Sister Mary David O'Gorman Sister Christina Murphy N/A N/A N/A Greqory A. Adams 1.11 Employees 1.11.1 The Applicant has 1,730 employees as of June 6, 1991. 1BIlO\OI_ -2- _11. 1991 o cO o o o 1.11.2 The Applicant currently provides the following services: Hosnital Services General Acute Care Perinatal Pediatric Intensive Care Coronary Care Acute Psychiatric other services Basic Emergency Radiation Therapy outpatient Services Psych (BHS) Social Services Respiratory Care Services Physical Tharapy Occupational Therapy Nuclear Medicine Cardiovascular Surgery Renal Transplant LDRP Services Mobile Lithotripsy N.I.C.U. (June 19, 1991) 1.12 Expert Professional services in Application for Industrial Revenue provided by the following: connection with this Bond Pinancing will be 1.12.1 Ernst , Young shall serve as accountants for the Applicant. Vincent , Elkins shall serve as attorney for the Applicant and the contact person with said firm is Donald Howell at (716) 758-2318. Sabo , Green, a Professional Corporation shall serve as Bond Counsel to the City. Principal Architect - Palick Xlein Partnership; and Structural Engineer - W.D. Harrison , Associates. Other. 1.12.2 1.12.3 1.12.4 1.12.5 1BIlOIOI_ -3- J_ 11. .99. .~-'i.",,,,.,, o o o 1.13 The principal bankinq accounts of the Applicant are held by: Wells Farqo Bank 296 West Hiqhland Avenue San Bernardino, CA 92405 Attn: Ms. Gloria Forqet, Vice President/Manaqer citizen , Southern 6000 Feldwood Road, SS Center Colleqe Park, Georqia 30349 Attn: Mr. Jeffe Lovejoy, Vice President 1.14 The source of fundinq for the Project will be from proceeds of the proposed revenue bonds which will be used to reilllburse the Applicant for prior qualified construction costs and to complete the project acquisition and construction. PART II BORD XSSUE 2.1 The estimated total omount of the financinq packaqe and the proposed use of bond proceeds are as follows: cO Project cost - $58,800,000 Leqal, printinq and related fees - $1,200,000 Financinq costs and fees - (included within 2.1.2) Capitalized interest - $-0- Other miscellaneous costs - $-0- Total: $60,000,000 2.2 The estimated tarqet date for the financinq of the Project by initiatinq official action by the City on the proposed bond issue is June 17, 1991; TEFRA haarinq to occur on July 10, 1991; and final approval of all bond issue documents to occur on JUly 10, 1991. 2.1.2 2.1.1 2.1.3 2.1.4 2.1.5 2.3 It is proposed that the financinq for the Project will occur no later than July 29 and 30 for a final closinq on the bond issue. 2.4 The present proposal anticipates the issuance of revenue bonds by the City under a Trust Indenture with a loan of the bond proceeds to the Applicant throuqh a Loan Aqreement. The bond financinq will comply with all federal and state requirements for the issuance of bonds and the loan of such proceeds to a 501 (c) (3) non-profit hospital corporation by a municipal corporation. o IBBlI\01ll1111lClC1U. -4- J_ II. 1991 - o o o PART IU FINANCIAL INFORMATION 3.1 The audit reports and financial stat_ents as of June 30, 1990, for the Applicant are included as EXhibit wAw hereto, and have been prepared by Ernst" Younq. 3.2 The Applicant is a hospital with 311 beds. PART IV PROJECT INFORMATION 4.1 The Project as proposed by the Applicant will enable the completion of a six-story addition to the Hospital, construction of a new lObby/entrance, provide reimbursement of certain costs incurred. in connection with the construction of a parkinq structure, upqradinq and. relocatinq a catheterization laboratory and a renovation of the 1974 Buildinq. 4.2 The components and th6 estiaated total' cost of the functional parts of the Project are as follows: 4.2.1 4.2.2 Land - $-0- (J 4.2.3 Buildinqs and equipment - $58,800,000 Equipment - (included within 4.2.2) 4.2.4 N/A 4.2.5 N/A 4.3 The estiaated construction period. for the completion of all construction aspects of the Project is approximately six months from the date of issuance of the bonds. 4.4 The supervisinq or consultinq engineer responsible for the design of the Project on behalf of the Applicant will be W.D. Harrison " Associates. 4.5 The Project site is located at 2101 North Waterman Avenue, San Bernardino, California. 4.6 The Project is not a new location but is an expansion of facilities at the Applicant's present location. 4.7 Leqal OWner of Project site is Sisters of Charity of the Incarnate Word, Houston, Texas. o -.n_ -5- _11. .". o cO ~.~.... o o 4.8 The Project will provide the additional facilities and equipment as set forth on Exhibit liB" to the Resolution approving this Application. 4.9 N/A 4.10 The City of San Bernardino has issued all building permits as required for the completion of the Project, and all other discretionary approvals from the City have been obtained. 4.11 N/A 4.12 N/A 4.13 N/A PAR'!' 31 PUBLIC BENEFITS 5.1 The proposed financing by the City will enable the Applicant to fund necessary construction costs and equipment acquisition to increase medical services to be rendered to residents of the city and the area. 5.2 N/A PART VI COMMITMEN'l'S 6.1 The Applicant by the sua-ission of this Applicant agrees to comply andlor to assist the City in complying with all State and federal laws in the issuance of the bonds or other such tax-exempt obligations to finance the Project, inClUding, without liaitation, .&king of any required application to a governaental department, for authorization, qualification or registration of the offer, issuance or sale of the bonds or other tax-exempt obligations, and any emendments thereto, and any perait or other authorization of such governaental department, prior to the delivery by the City of such bonds or other tax-exempt obligations. 6.2 The Applicant further cOllllits to cause andlor to assist the City in causing to be printed any prospectus or other written or printed cOllllunication proposed to be published in connection with the issuance, offer or sale of bonds or other tax-exempt obligations, prior to the delivery by the City of such bonds or other tax-exempt obligations, and, to the extent deemed necessary by the City, following delivery of such bonds or other tax-exempt obligations. o IIIIllNllll9lDOC\lA -6- J.- II, 1991 o c9 o ---~-- o o 6.3 The Applicant also commits to pay all expenses in connection with the issuance, offer or sale of the bonds or other tax- exempt obligations, wbether or not such bonds or other tax- exempt obligations are finally issued, and to bold the .City banaless froll any and all expenses related thereto, to pay it... on an ongoing basis so that neither the City, nor its advisors, attorneys, employees and the like will accumulate any claims against the city. 6.4 The Applicant will supply any additional information, agre_ents and undertakings as the City may require as a result of conferences and negotiations wbich will be reproduced and supplied to the City and wbich sball be de_ed as supplements or amendments to this Application. PART VII SIGNATURE 7.1 'lbe undersigned as authorized officers of the Applicant as noted below are the officers of the .Applicant bolding the prime responsibility:for the financing to be taken for the proposed Project, and each certifies that such person bas the author! ty to bind the APplicant to contract terms; that this Application to the best knowledge or belief of the undersigned, contains no false or incorrect information or data, and this Application, including exhibits and attachments bereto, is truly descriptive of the proposed Project. The undersigned also represents by the execution of this APplication familiarity with ordinance No. 3815, as amended, of the city of San Bernardino. PART VIII FEE SCHEDULE 8.1 The Applicant acknowledges that the City requires a non- refundable application fee of $50 for each project to be considered for eligibility, to be paid wben the basic documents are requested. With the .ubmittal of this Application, $500 is payable to the City. If this Application is accepted, an additional fee of $10,000 is payable for administrative costs. The Applicant acknowledges that the cOllllitments in Part VI above are in addition to these fixed amount.. Thus, in the event that no clo.ing occurs, the City sball be reimbursed for its processing costs. 8.2 All fee. of the City may be capitalized and included in the bond issue as acceptable to the bond purchaser. 8.3 The Applicant acknowledge. that the City derives its entire support froll the fees for the .ervice. to be provided in processing this Application. The total function of the city in processing this Application is conducted on a se1f- 1BIlO\OJ0PID0CI6f. -7- '- II, 1"1 o (9 o 8.4 ,--~-- o o .upporting basis, and involves no State general revenues or expenditures from taxes from the .tate or any of it. political .ubdivisions. No indebtedne.s or taxing power of the City is involved in connection with thi. financing program. Project revenue. are the .ole .ecurity for bond. of the city. The federal guarantee., if any, enhance the.e revenues and income and the .ecurity of the bonds. Pur.uant to Resolution No. 81-108 of the city, a. amended by Re.olution No. 81-410 of the City, one percent (1\) of the principal amount of the bond i.sue sball be deposited in the city Trea.ury in the Industrial Revenue Bond Reserve and Developaent Fund, wbich .ball be u.ed in such manner as the Mayor and Common Council aay direct from time to time. "APPLICANT" .' ... ~rIlB MEDICAL Cl!Il'rIlR By: ~;;JM( . ?~:hJ Title: 1IIIO\DI0lIID0CIM. -8- 1IIIO\DI0lIID0CIM. _11. 1991 '-""",,' o : (0 0-- o o Exhibit WAR (Attach Financial statement of Applicant) [On file with I.suer'. Counsel] _11. 1'91 . o c9 o - ..Jl..ll' .. :l.L J.t:lo.c::::,\OHI'1 :loHtlV ~ b~N P.ll o o EXHIBIT "8" J:)2f1eRYP'J'rox OJ' PR~eT Thb proj.ct inVOlv.. the oonatZ'uction of a aix-atozoy bullcUnc;. . Tha a.Z'Vlo.. })y floor are: (1) Jcitohen, caf.taria, ..ating roOllUl; (2) U-bad CZ'iUc.l Car. Unit; (3) 14 IDRP, 20-bad H.o-Nat.l unit; (4) a4-bad Hauro Unit, 12-bad IntUlladiata Care Unit; (5) 3&-bad Madical-surgio.l Unit; and (I) "-bad Medic.l-Surgical unit. A nn lobby/entrance h.. been included in tha projaot oo.t to connaot tha naw tower with tha axbting facility. Capital Addition./parking Garaga VaZ'i0U8 capit.l addition. for r.1abur.aent of prior axpenditure. during fiacal year. U'O and lit! anel propo.ed additiona durinq fiacel yaara 1"1 and 11'2. Th..e "'or adelitiona primarily oonaiat of Illljor aovabl. ~ipaent 1riclueliD9 operatinq rOOlll ionitor., cathataZ'iution can, cathataZ'ization labOratory. aquipaant upgrad.., 1ntravanoua puap., cardicPulllonazoy byp.... .quipment, ancl a laboratory hnatoloqy analyzer. Tbe coh8truction of a parkiD9 garag. i. al.o n.c....ry for hospital amploya.., patient. and vbitor.. e.~h.~.riza~f~n Labftr.~orv R.loca~ion Thi. proj.ct inVOlve. the r.location of the exiatin9 catheterization La1)oratozoy and the addition of a third roa adj.cent to the oparatiD9 rooa for iaprovad .ervice and quality. RAfteVll~ion Thi. proj.ct involv.. the raaodalinq of the 1174 Buildtnq. The rUlOdelinq includ.. flooriD9 fini.h upgrada., wall and c.iling tr.atalent and !aprovad H;htinq. 20 21 22 2S !, 25 28 27 28 . o o o - o o RESOLUTION NO. RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, DECLARING ITS INTENT TO ISSUE BONDS AND AUTHORIZING THE PUBLICATION OF A NOTICE OF PUBLIC HEARING REGARDING THE PROPOSED ISSUANCE OF ITS "CITY OF SAN BERNARDINO, CALIFORNIA, SCH HEALTH CARE SYSTEM REVENUE BONDS (SISTERS OF CHARITY OF THE INCARNATE WORD, HOUSTON. TEXAS), SERIES 1991A"; MAKING CERTAIN FINDINGS AND DETERMINATIONS IN CONNECTION THEREWITH. (SISTERS OF CHARITY OF THE INCARNATE WORD, HOUSTON. TEXAS, SOLE CORPORATE MEMBER OF ST. BERNARDINE MEDICAL CENTER) WHEREAS, the City of San Bernardino. California (the "City"), Is a charter city duly organized and existing under and pursuant to a Charter adopted under the provisions of the Constitution of the State of California; and WHEREAS, pursuant to the powers provided for within the Charter. the City duly and regularly enacted Ordlnance No. 3B15, as amended (the "Ordinance"). to finance various types of projects, as defined In the Ordinance. and to Issue Its special revenue bonds for the purpose of paying the costs of financing such ~rojects; and WHEREAS. there was filed with the City an Application (the "Application") pursuant to the provisions of the Ordinance by Sisters of Charity of the Incarnate Word, Houston, Texas, Sole Corporate Member of St. Bernardlne Medical Center (referred to herein as the "Company" or "Sisters of Charity Hospital") requesting the Issuance of revenue bonds for the purpose of financing the cost and expense of certain health facilities located at St. Bernardlne HospItal and more fully described In Exhibit "A" attached hereto (the "Project"); and WHEREAS, the Company has requested that the City adopt a bond - 1 - " o o reso1utlon with respect to the bonds or take some other similar offlcia1 c::; action toward the issuance of such bonds prior to the commencement of construction of acquisition of such health facl1ities; and WHEREAS. the Internal Revenue Code of 1986, as amended (the "Code"). requires that both the issuance of the revenue bonds and the Project to be financed with such bonds be approved by an elected representative of the City after a public hearing; and WHEREAS, the City Clerk must cause notice of such hearing to be published once following at least fourteen (14) days' notice substantially In the form attached hereto as Exhibit "8". o NOH. THEREFORE, THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, DO HEREBY FIND, RESOLVE, DETERMINE AND ORDER AS FOLLOWS: Section 1. The recitals hereinabove are true and correct and are incorporated herein by this reference. Section 2. The Company's Application has been reviewed and the plan of financing has been found to comply with the spirit, Intent and provisions of the Ordinance, as amended, and the City has determined to proceed with the financing. The City hereby declares Its Intent to Issue and sell Its SCH Health Care System Revenue Bonds (Sisters of Charity of the Incarnate Word, Houston, Texas), Series 1991A (the "Bonds") pursuant to the provlslons of California law In a principal amount sufflclent to pay all or part of the cost of acquiring and constructing the Project. The Bonds will be Issued and sold In an aggregate prlnclpa1 amount (excluding bonds Issued to c::; refund any of the Bonds) now estImated to be not more than $60,000.000. - 2 - - o o Section 3. The Company may commence with the acquisition and c::> construction of the Project, which Project will be in furtherance of the public purposes of the City, and the Company will provide, or cause to be provided, at its expense, the necessary Interim financing to expedite the commencement of the acquisition and construction of the Project. On or prior to the issuance of the Bonds, the Company will enter into a purchase, lease or loan agreement on an installment payment basis (herein called the "Agreement") with the City under which the City will sell or lease the Project to the Company or make a loan to the Company for the purpose of providing temporary or permanent financing of all or part of the costs of the Project and the Company will make installment.payments sufficient to pay the principal of and any premium and interest on such Bonds. The Bonds shall be special obligations of the City and shall not be deemed to constitute a debt or liability of the City or a pledge of the faith and credit of the City, but c::; shall be payable solely from the payments received under the terms of the purchase, lease or loan agreement. The issuance of such Bonds shall not directly or indirectly or contingently obligate the City to levy or pledge any form of taxation whatsoever therefor or to make any appropriation for their payment. Section 4. The City hereby declares Its intent to issue, pursuant to the terms of the Ordinance, the Bonds, or from time to time the portion thereof as may be the subject of an opinion of nationally recognized bond counsel that interest paid on the Bonds or any portion thereof is exempt from federal income taxation, in an appropriate principal amount not exceeding that which is the subject of an opinion as aforesaid, maturing in such amount and times, bearing interest at the rates, payable on the dates and having such o - 3 - - - o o optional and mandatory redemption features and prices as are approved In <::) writing by the Company. The City will deliver the Bonds to the purchaser designated by the Company and will cooperate to the fullest -extent in facilitating delivery of the Bonds. The proceeds of the Bonds shall not be Invested so as to constitute the Bonds as arbitrage bonds within the meaning of Section 148 of the Code and applicable regulations promulgated pursuant thereto. Section 5. The payment of the principal of and premium and Interest on the Bonds shall be made solely from moneys realized from the sale or l&ase of the Project or from moneys realized from the loan of the proceeds of the Bonds to finance all of part of the costs of the Project. o Section 6. Pursuant to the Code, the Notice of Public Hearing, attached hereto as Exhl bit "B" and hereby made a part hereof, I s author! zed and directed to be published in The Sun by one (1) publication at least fourteen (14) days prior to the date of the public hearing to be established by the City Clerk. Section 7. This Resolution shall be deemed and construed as a resolution declaring the Intent of the City to provide for the Issuance of the aforesaid Bonds or some other simIlar officIal action toward the Issuance of the Bonds withIn the meaning of 26 C.F.R. Section 1.103-8 (a) (5). o - 4 - o o o o o RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, CALIFORNIA, DECLARING ITS INTENT TO ISSUE BONDS AND AUTHORIZING THE PUBLICATION OF A NOTICE OF PUBLIC HEARING REGARDING THE PROPOSED ISSUANCE OF ITS "CITY OF SAN BERNARDINO, CALIFORNIA, SCH HEALTH CARE SYSTEM REVENUE BONDS (SISTERS OF CHARITY OF THE INCARNATE WORD, HOUSTON, TEXAS>, SERIES 1991A"; MAKING CERTAIN FINDINGS AND DETERMINATIONS IN CONNECTION THEREWITH. (SISTERS OF CHARITY OF THE INCARNATE WORD, HOUSTON, TEXAS, SOLE CORPORATE MEMBER OF ST. BERNARDINE MEDICAL CENTER> Section 8. The findings and determinations herein shall be final and conclusive. This Resolution shall take effect upon the date of Its adoption. I HERE8Y CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common Council of the City of San BernardIno at a meeting thereof, held on the , 1991, by the following vote, to wit: day of , AYES: Council Members NAYS: ABSENT: City Clerk The foregoing resolution Is hereby approved thIs day of . 1991. Mayor of the City of San Bernardino Approved as to form and legal content: JAMES F. PENMAN :~ - 5 - o o o o o STATE OF CALIFORNIA ) COUNTY OF SAN BERNARDINO ) CITY OF SAN BERNARDINO ) I, City Clerk of the City of San Bernardino, DO HEREBY CERTIFY that the foregoing and attached copy of Mayor and Common Council of the City of San Bernardino Resolution No. Is a full, true and correct copy of that now on flle In thls office. ss IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the Mayor and Common Council of the City of San Bernardlno this day of . 1991. City Clerk City of San Bernardino - 6 - , JUN 1 '91 11i!:1i!7FIM SABt) GREEN o 1 2 3 4 5 6 7 8 9 to 11 12 18 14 t5 t6 17 18 19 20 21 22 23 24 25 26 27 28 cO o o P.9 EXHIBIT "A" D8.ar~B~f~ft ~~ ~. PrC1Aot Norlh '1Iowar Thi. project involva. the conatruc:tion of a dx-.1:ory bulldinq. Th. ..rvica. by floor aral (1) kitchan, cat.teria, ..eti1\9 room.; (2) 2CI-bed critical ear. unit; (3) 14 LDRP, 20-bed Hao-Natal unit 1 (4) 24-Hc! H.uro unit, 12-Hc! Interaadiate eare unit; (!I) 3'-bed M.dical-SUZVical Unitl and (') 3'-bed Hedical-.ur9ical unit. A naw lobby/entrance has been included in the proj.ct cost 1:0 connect tha n.w tower with tha exi.tift9 facllit.y. eaBi~.l A44i~lc"./P.rkiftn a.~.a. Various capit.al additions for r.iJabur....nt. of prior expenditur.. clurift9 fi.cal y.ar. 151.0 and 1991 and propo..d a44it.iona durin; fiscal year. 1.U a~ 1"2. Th... majot' addit.ion. primarlly consist of ..jor aovabl. equipaent. inoludin; oparatift9 room' lIonitor., cathet.rization can, catheterbation laboratory' .~iplMnt uPlJradas, intravenous puJIlp., cardiopulaonary bypass e~iplHnt, and a labora1:ory hematolO9Y analy.ar. The con.truction of . parklft9 9arage 1. al.o nec...ary tor ho.pital eaploy.e., patient. and vi.itor.. C.~h.t.riz.~loft Lahor.~ftrv Raloaa~ion Thi. projec:t involv.. the relocation of the exi.tin9 C&th.terbation Laboratory and tha addition of a third room adjacent to the operatin9 t'00II for illprove4 .ervice and ~11ty. R8"tw.~lon Thi. project inVOlve. the roo4a11n9 of the 1974 8ulldini. The rea04.lin9 include. tlcorift9 fini.b upgrade., wall and ce1l1n; tr..bent and illproved 119btin9. .,,11.,,111.. ;). """"lI::.Ift"'WI ;:l~v 61 ,=,~r.., o 1 2 3 4 5 6 7 8 9 10 11 12 18 14 15 16 17 18 19 20 21 22 28 24 25 26 27 28 cO '- o P.10 o o EXHIBIT "B" HOT'I~~ 01' PttRT...:rt! If'IP.&ttYNG NOTICE OF PUB:E.ICl HJWtIHe !rO IE HELD IN AClCORDANCB WITH SECTION 147(f) or THE INTERKAL UVENtJB CODE or 1986, AS AMENDED, BY THE MAYOR AND ClOIIMON COtlHClIL Or'l'HE CITY OF SAN BERNARDINO, CA:E.IFORNIA, ON BI:HAI.P or 'l'HE CITY OF SAN BERNARDINO, CA:E.IPORHIA FOR 'l'HE EXEeU'1'ION AND DELIVDY or CERTA:EN RBVENUE BONDS :EN AN MeUeA.'!'! PRINCIPAL .AIIOtlHT HOT !rO EXCEED $60,000,000 FOR 'l'HE BBHUIT or SI8'rZR8 OF CIWtI'l'Y OF THE INCARNATB WORD, HOUSTON, 'l'IXAs (S'1'. BERNARDIHE MEDICAL CEIf1'Jl:R) Rotice i8 hereby 'liven that on July 10, un, at ':00 A.M., or a. aoon thereafter a. the uttar ..y be heard, the Mayor and Common j:ouncU of the City of San Bernardino, California (the "Council") on behalf of the City of San Bernardino, California (the "City") will conduct a h..ring wbii::b ehall be open to the public at the: Council Chaabera, City Hall, 300 North "D" Street, San Bernardino, california '2418, for the purpo.e a. hereinafter .et forth. '1'be purpos. of said public hearinq 1:0 be bald in accordance with Seotion 147 (f) of the Internal Revenue Code of 1,.6, a. ..ended (the "Cod."), i. to con.ider the city's authorization 1:0 exeoute and deliver certain revanue bond. (the "Bonda") in ana'l9reqate principal uount not 1:0 exoeed $'0,000,000 to provide fund. for the finanoinq of the development of certain bea1th faci1itie. (the "Project"), Whii::b 18 de.oribe4 a. follow.: A. De.crip'tion: Korth ~owAr Thi. project involves the con.truction of a six-.tory buUdin'l. The aarviou by floor ares (1) kitchen, oafataria, ...ting 1'OO3IS1 (2) 2I-bed Critical Care Unit; (3) 14 LDRP, 20-bed Neo-Ratal Unit, (4) 24-bed Bauro Unit, 12-bed Intermediate Care Unitl (5) 36-bed Medica1-Survical Unit I and (6) '.-bed lledica1-survica1 Unit. A new lobby/entrance baa been included in tbe project co.t to connect tha new tower with the ex1ating facility. - 1 - o (() o JUN 1 '91 10'08AM SABO & GREEN o o P.ll . 1 2 3 4 5 6 7 8 9 10 _ 11 12 13 C~~i~al Addi~ieft./Parkift8 Caraue Various capital additions for r.1abur....nt of prior expenditur.. duri"9 fi.cal year. U90 and 1991 and propo.ed additions duri"9 fi.cal year. 1"1 and 1"2. The.e major addition. primarily oond.t of major .ovul. equipment inclucUng operating room monitor., oatheterbation can, catheterization lUoratory equipllent upgrade., intravenous' pump., cardicpulmonary bypa.. .quipment, and a laboratory ham.tolO9Y analyzer. The construction ot a parking garage i. al.o nece..ary fer ho.pital employee., patient. and visitor.. Cath.~.ri~Atie~ Lahara~orv Raloeatiftft Th1e project inVOlve. the relocation of the exi.ting eath.teriution Laboratory and the addition of a third roOlll adjacent to the operating room for improved servioe and quality. Ilenovll~ioft This project inVOlve. the r.moc1eling- ct the 1974 luilcUng. The remodeling include. flooring fini.h upgrades, wall and ceiling- treat:lllent and improved lighting. 14 15 16 17 18 19 20 The Bond. will be exeouted and delivered in an aggr"Vate principal amount pre..ntly e.timated at approximately 21 $60,000,000, the proceed. ot which will be U.ed to finance tha acqui.ition, cOlUltruction, equipping and operation of the 22 Project, including- the ):)uildin9., furniture, fixture. and aqulpaant compriainCJ the Project and the reim):)ur...ent to the 2S owner for certain prior expenditure. in connection with the Project. 24 All person. inter..ted in the .eject matter and the pelic 25 purpo... and the pelic benetits and the execution and delivery of the Bond. of participation in an a;9t'eCJate principal amount 26 27 28 B. MaXimUIII lond Proceed. : $60,000,000 c. owner: si.tera of Charity of the Incarnate Word, Houston, Texa. D. Project str.et Mcsre.., st. Bernardine Medical Center 2101 North Waterman Avenue San Bernardino, calitornia 92404 - 2 - o o c" o . JUN 1 '91 10:08AM Sl'lBQGREE:N 1 2 3 4 I) 6 7 8 9 10 U 12 13 14 15 16 17 18 19 20 21 22 23 24 J5 26 27 28 o P.12 not: 'to exceed $60,000,000 .ay attend .uCh hearinq at the ti.e and 01\ 'the Hot. a. abov. .eot t,,~U. .nIJ./ur .tJ.1_ U'II.Lr wrll.l.llU' U\llIIlIl...I.. 'thereto in the manner hereinarter .et forth. Any per.on pre.ent at the he.ring .ball bave the opportunity to be beard on the question Of the City's au'tboriaation to .xecute and deliver the propo..eS BoneS.. Any person who wbbe. to pre.ent written oommen't. 'to be .ummari.ed at the bearing may eSo .0 ~ deli verin; the .a.e to the attention of Rachel Kra.ney at the City Clerk'. office at the City'. acScSre.. noteeS above, for receipt prior to the clo.e of the b.arinq. 'l'hb not:ice i. beinq c;iven, ancS the bearinc; beinc; beleS, pur.uant to the requirements of Section 147 (f) of the CocSe. Dated: June 17, 1991 CITY OF SAN BERNAlmINO, CALIFORNIA By: Title. .. OOot\DOC\4'7Nt 0f/I2It1 - 3 -