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HomeMy WebLinkAbout7.b. Host Approval for Conduit Debt Issuance EXECUTIVE SUMMARY City Council Regular Meeting: May 17, 2022 AGENDA ITEM: Host Approval for Conduit Debt Issuance AGENDA SECTION: Public Hearing PREPARED BY: Teah Malecha, Finance Director AGENDA NO. 7.b. ATTACHMENTS: Host Approval Letter, Joint Powers Agreement, Resolution APPROVED BY: LJM RECOMMENDED ACTION: Approve the Joint Powers Agreement with the Cities of Hampton, Landfall Village and New Prague. Adopt a resolution giving host approval to the Cities of Hampton and Landfall Village BACKGROUND The Rosemount, LLC and Praha Village, LLC have proposed the issuance of bonds to finance the acquisition of two existing senior housing and healthcare facilities. The Rosemount is located at 14344 Cameo Way in Rosemount and Praha Village is located at 1100 1st Street SE in New Prague. Under Minnesota Statute 469.44, cities can enter into an agreement with a nonprofit organization to issue revenue bonds for qualifying projects such as multifamily housing healthcare facilities. This helps to reduce the cost of borrowing for nonprofit organizations. The total issuance is not to exceed $48 million with $21 million attributable to the facility in Rosemount. The Cities of Hampton and Landfall Village will be the issuers of the debt. The City has received a Joint Powers Agreement (JPA) between the City of Hampton, City of Landfall Village, City of New Prague, and City of Rosemount to allow the City of Hampton and the City of Landfall Village to issue conduit revenue bonds. Being that the project is within Rosemount, the City must give approval for another entity to issue bonds. This does not provide the City with any debt obligations. All debt would be payable by The Rosemount, LLC and Praha Village, LLC. RECOMMENDATION Staff recommends approval of a Resolution Giving Host Approval to the Issuance of the City of Hampton, Minnesota Senior Housing and Healthcare Revenue Bonds (The Rosemount and Praha Village Project), Series 2022A, and the City of Landfall Village, Minnesota Subordinate Senior Housing and Healthcare Revenue Note (The Rosemount and Praha Village Project), Series 2022B, and Approving a Joint Powers Agreement. 73382596v1 Catherine J. Courtney 612.977.8765 CCourtney@taftlaw.com 2200 IDS Center, 80 South 8th Street Minneapolis, MN 55402 Tel: 612.977.8400 | Fax: 612.977.8650 taftlaw.com Affirmative Action, Equal Opportunity Employer April 21, 2022 BY E-MAIL Teah Malecha City of Rosemount 2875 145th St W Rosemount, MN 55068-4941 Re: Host Approval by Rosemount to the Issuance of Conduit Revenue Bonds by the Cities of Hampton and Landfall Village for Cassia Dear Ms. Malecha and Councilmembers: This letter is to follow-up on discussions that we have had regarding a request that the City of Rosemount has received from The Rosemount, LLC and Praha Village, LLC, Minnesota limited liability companies (jointly, the “Borrower”), the sole member of which is Augustana Care, a Minnesota nonprofit corporation and 501(c)(3) organization, the sole member of which is Cassia, a Minnesota nonprofit corporation and 501(c)(3) organization, regarding consideration by the City to consent to the issuance of 501(c)(3) revenue obligations (the “Bonds”), in an amount not to exceed $48,000,000, by the Cities of Hampton and Landfall Village (the “Issuers”). The proceeds of the Bonds will be loaned to the Borrower to be used to finance, in part, the acquisition of (a) an existing senior housing and healthcare facility, including approximately 37 independent apartment units, 25 assisted living apartment units, 18 memory care apartment units, and 12 care suite apartment units, located at 14344 Cameo Avenue in the City of Rosemount, Minnesota (“Rosemount”), known as the Rosemount, and (b) an existing senior housing and healthcare facility, including 36 independent apartment units, 39 assisted living apartment units, and 16 memory care apartment units, located at 1100 1st Street SE in the City of New Prague, Minnesota (“New Prague” and with Rosemount, the “Host Cities”), known as Praha Village (collectively, the “Project”); (ii) fund any required reserve funds; and (iii) pay all or a portion of costs of issuance. Taft Stettinius & Hollister LLP will act as bond counsel on the issuance of such Bonds. The Bonds issued by Hampton (the “Hampton Bonds”) will be senior debt and are expected to be underwritten by Northland Securities. The Bonds issued by Landfall Village (the “Landfall Bonds”) will be subordinate, bank-qualified notes and are expected to be directly purchased by Bremer Bank. 73382596v1 Teah Malecha April 21, 2022 Page 2 State and federal laws allow local government units to enter into arrangements to issue tax- exempt obligations and loan the proceeds to nonprofit corporations to finance capital expenditures. This assistance reduces borrowing costs for nonprofit corporations and enables them to provide their services more cost effectively. It is a common means of obtaining necessary financing for all nonprofit entities, including senior housing and health care providers like the Borrower. To accomplish this purpose, the Issuers will enter into Loan Agreements with the Borrower under which the Borrower will agree to pay all principal and interest on the Bonds. The Issuers will assign all of their rights to payments under the Loan Agreements to the Trustee, for the benefit of the bondholders who will purchase the Hampton Bonds, and to Bremer Bank as the purchaser of the Landfall Village Bonds, and loan the purchase price of the Bonds directly to the Borrower. The Issuers are merely a conduit and the money and obligations flow only between the Trustee and Bremer Bank, as the case may be, and the Borrower. The Bonds and the resolutions adopted by the Issuers will recite that the Bonds, if and when issued, will not to be payable from or charged upon any of the Issuers’ funds, other than the revenues received under the Loan Agreements and pledged to the payment of the Bonds, and neither the Issuers nor the Host Cities are subject to any liability on the Bonds. No holder of the Bonds will ever have the right to compel any exercise by the Issuers or the Host Cities of their taxing powers to pay any of the principal of the Bonds or the interest or premium thereon, or to enforce payment of the Bonds against any property of the Issuers or the Host Cities except the interests of the Issuers in payments to be made by the Borrower under the Loan Agreements. The Bonds will not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the Issuers or the Host Cities, except the interests of the Issuers in payments to be made by the Borrower under the Loan Agreements. The Bonds are not moral obligations on the part of the State or its political subdivisions, including Rosemount, and the Bonds will not constitute a debt of the Issuers or the Host Cities within the meaning of any constitutional or statutory limitation. The issuance of the Bonds by the Issuers will not affect Rosemount’s credit rating on bonds it issues for municipal purposes. Each city may issue up to $10,000,000 of its own and 501(c)(3) bonds each calendar year as “bank-qualified” bonds. The City of Rosemount is issuing its own bonds in excess of $10,000,000 in 2022 so it is not affected by this with respect to the Hampton Bonds, but for cost savings purposes and maintenance of existing relationships, it has agreed to allow Hampton to act as the issuer of the Hampton Bonds at the request of the Borrower. But because the Landfall Bonds must be bank-qualified, Rosemount cannot issue those bonds and, so, has agreed that Landfall Village can be the issuer for that purpose. Because the total cost of the financing exceeds $10,000,000, New Prague prefers not to issue the senior debt for the Project because it wishes to retain that bank-qualified status for its own bonds in 2022. In addition, for cost savings purposes, New Prague has agreed that Landfall Village may act as the issuer of the subordinate debt. Under the federal tax law, alternative issuers are permitted, but a “nexus” between the jurisdictional city 73382596v1 Teah Malecha April 21, 2022 Page 3 and the issuer is preferred. In this case, Hampton has geographical proximity that puts it between both Rosemount and New Prague and Landfall Village has geographical proximity to Rosemount. The Bonds will be issued in accordance with Minnesota Statutes, Chapter 462C. A city may not issue bonds for a project located outside of its jurisdiction, as is requested in this case. However, the city in which a project is located may give permission for the issuance of bonds by another city. This is commonly referred to as “host approval.” Under Minnesota Statutes, Section 471.656, subdivision 2(2), host approval may be given for a project located in the host city, by resolution of the host city. Rosemount and New Prague, as the host cities, are being requested to give permission to Hampton and Landfall Village to issue the Bonds. In addition, the Issuers and the Host Cities will enter into a joint powers agreement for the purpose of issuing the Bonds. Similarly, under the federal tax code, before a city can issue bonds for a project located outside of its jurisdiction, the host city must give its approval. Such approval can only be given following the holding of a public hearing. Each of Rosemount and New Prague will hold such public hearings. We understand that the public hearing to be held by Rosemount can be set administratively and we are proposing that the hearing be included on the agenda for the City Council meeting on May 17th. We will prepare and take care of submitting the public hearing notice to Rosemount’s official newspaper. Following the public hearing, the City Council would then consider for adoption a resolution giving consent to the issuance of the Bonds by both Hampton and Landfall Village. We will provide you with the form of such resolution prior to the May 17th meeting, for inclusion in your meeting packets. Thank you for assistance on behalf of Cassia. Please feel free to contact me if you have any questions or comments. Very truly yours, Catherine J. Courtney 73418051v2 JOINT POWERS AGREEMENT PROVIDING FOR THE ISSUANCE OF REVENUE BONDS TO FINANCE SENIOR HOUSING AND HEALTHCARE FACILITIES (ROSEMOUNT AND PRAHA VILLAGE PROJECT) This Agreement is entered into as of _________, 2022, by and between the City of Hampton, Minnesota (“Hampton” or the “Senior Issuer”), the City of Landfall Village, Minnesota (“Landfall Village” or the “Subordinate Issuer” and, together with the Senior Issuer, the “Issuers”), the City of New Prague, Minnesota (“New Prague”), and the City of Rosemount, Minnesota (“Rosemount” and, together with New Prague, the “Host Cities” and, together with the Issuers, the “Cities”). Each of the Cities is a municipal corporation duly organized under the laws of the State of Minnesota. WHEREAS, the Issuers propose to adopt a housing program (the “Housing Program”) in accordance with Minnesota Statutes, Chapter 462C; and WHEREAS, it has been proposed by The Rosemount, LLC and Praha Village, LLC (jointly, the "Borrower"), Minnesota limited liability companies, the sole member of which is Augustana Care, a Minnesota nonprofit corporation and 501(c)(3) organization, the sole member of which is Cassia, a Minnesota nonprofit corporation and 501(c)(3) organization, that the Issuers undertake a program to assist in financing the Project (defined below) through the issuance by the Senior Issuer of revenue bonds or other obligations in an aggregate principal amount not to exceed $43,200,000 (the “Senior Bonds”) and through the issuance by the Subordinate Issuer of subordinate revenue bonds or other obligations in an aggregate principal amount not to exceed $4,800,000 (the “Subordinate Bonds” and, together with the Senior Bonds, the “Obligations”); and WHEREAS, the Cities desire to assist the Borrower pursuant to this Agreement; NOW, THEREFORE, for and in consideration of the mutual covenants and representations hereinafter contained, the parties hereto agree as follows: 1. Minnesota Statutes, Section 471.59 (the “Joint Powers Act”) provides that two or more governmental units, by agreement entered into through action of their governing bodies, may jointly or cooperatively exercise any power common to the contracting parties, and may provide for the exercise of such power by one of the participating governmental units. 2. In connection with revenue bonds issued under Minnesota Statutes, Chapter 462C (the “Housing Programs Act”), Section 462C.14, Subdivision 3 provides for joint action between cities pursuant to the Joint Powers Act. 3. The Borrower has proposed, and the Cities hereby agree, to enter into this Agreement pursuant to the Housing Programs Act. Under the Housing Programs Act, the Issuers will issue the Obligations and loan the proceeds thereof to the Borrower pursuant to agreements with the Borrower that obligate the Borrower to use the proceeds of the Obligations to finance the Project (defined below). The Cities expect that Senior Issuer will issue Senior Bonds in a principal amount not to exceed $43,200,000. The Cities expect that Subordinate Issuer will issue Subordinate Bonds in a principal amount not to exceed $4,800,000. 73418051v2 2 4. The Subordinate Issuer reasonably anticipates that the amount of the Subordinate Bonds and other tax-exempt obligations it will issue during this calendar year will not exceed $10,000,000. On that basis, the Cities expect the Subordinate Issuer to issue its Subordinate Bonds as a “qualified small issuer” and to formally designate the Subordinate Bonds it issues as “qualified tax-exempt obligations” under Section 265(b)(3) of the Code. The Cities do not expect the Senior Bonds Issuer to issue the Senior Bonds as a “qualified small issuer” under Section 265(b)(3) of the Code. 5. As further described in the Housing Program, the “Project” consists of (i) financing the acquisition of (a) an existing senior housing and healthcare facility, including approximately 37 independent apartment units, 25 assisted living apartment units, 18 memory care apartment units, and 12 care suite apartment units, located at 14344 Cameo Avenue in Rosemount, known as the Rosemount, and (b) an existing senior housing and healthcare facility, including approximately 36 independent apartment units, 39 assisted living apartment units, and 16 memory care apartment units, located at 1100 1st Street SE in New Prague, known as Praha Village (collectively, the "Facility"); (ii) funding any required reserve funds; and (iii) paying all or a portion of costs of issuance (the “Project”). The Rosemount will be owned and operated by The Rosemount, LLC (“Rosemount”) and Praha Village will be owned and operated by Praha Village, LLC (“Praha”). 6. The aggregate estimated principal amount of the Obligations to finance the Project and related costs will be an amount not to exceed $48,000,000, with approximately $27,000,000 allocated to the facility located in the New Prague and approximately $21,000,000 allocated to the facility located in Rosemount. 7. Each of the Issuers has adopted a resolution joining in and adopting the Housing Program. 8. Each of the Cities has adopted a resolution evidencing its intent to enter into this Agreement. As required under the Code, the Host Cities have adopted resolutions granting host approval of the issuance of the Obligations by the Issuers and each of the Issuers has adopted a resolution approving the issuance of its Obligations. 9. The Issuers shall exercise the powers of the Housing Programs Act by adopting, approving, and executing such resolutions, documents, and agreements as shall be necessary or convenient to authorize, issue, and sell the Obligations and such other resolutions, documents, and agreements as shall be necessary or required in connection with the issuance of the Obligations and giving effect to or carrying out the provisions of this Agreement and documents under which the Obligations are issued and/or secured. 10. The Obligations issued by each respective Issuer will be special, limited obligations of that Issuer, payable solely from proceeds, revenues, and other amounts pledged thereto and more fully described in a loan agreement between that Issuer and the Borrower, executed in connection with the Project. In no event shall the Obligations ever be payable from or charged upon the general credit, taxing powers, or any funds of any of the Cities; the Cities are not subject to any liability thereon; no owners of the Obligations shall ever have the right to compel the exercise of the taxing power of any of the Cities to pay any of the Obligations or the 73418051v2 3 interest thereon, nor to enforce payment thereof against any property of any of the Cities; the Obligations shall not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of any of the Cities; and the Obligations do not constitute an indebtedness of any of the Cities within the meaning of any constitutional, statutory, or charter limitation. 11. This Agreement will terminate upon the retirement or defeasance of all of the Obligations or any bonds issued to refund the Obligations, and this Agreement may not be terminated in advance of such retirement or defeasance. 12. This Agreement may be executed in counterparts, each of which shall be an original, but such counterparts shall together constitute but one and the same instrument. 13. The parties agree that the electronic signature of a party to this Agreement shall be as valid as an original signature of such party and shall be effective to bind such party to this Agreement. For purposes of this paragraph: (i) "electronic signature" means a manually signed original signature, an electronic image of a handwritten signature, or a digital signature provided by DocuSign, Adobe Sign, or any other electronic signature provider acceptable to the parties, which in each case is transmitted by electronic means; and (ii) "transmitted by electronic means" means sent in the form of a facsimile or sent via the internet as a PDF (i.e. portable document format) or other replicating image attached to an electronic mail or internet message. Paper copies or "printouts" of this Agreement, if introduced as evidence in any judicial, arbitral, mediation, or administrative proceeding will be admissible as between the parties to the same extent and under the same conditions as other original business records created and maintained in documentary form. Neither party may contest the admissibility of true and accurate copies of documents transmitted by electronic means and containing, or to which there is affixed, an electronic signature on the basis of the best evidence rule or as not satisfying the business records exception to the hearsay rule. [Remainder of page intentionally blank; signature page follows.] 73418051v2 S-1 IN WITNESS WHEREOF, each of the Cities has caused this Agreement to be executed on its behalf by its duly authorized officers, all as of the day and year first above written. CITY OF HAMPTON, MINNESOTA, the Senior Issuer By________________________________ Mayor By________________________________ City Clerk [Signature page to Joint Powers Agreement] 73418051v2 S-2 CITY OF LANDFALL VILLAGE, MINNESOTA, the Subordinate Issuer By________________________________ Mayor By________________________________ City Administrator [Signature page to Joint Powers Agreement] 73418051v2 S-3 CITY OF NEW PRAGUE, MINNESOTA, a Host City By________________________________ Mayor By________________________________ City Administrator [Signature page to Joint Powers Agreement] 73418051v2 S-4 CITY OF ROSEMOUNT, MINNESOTA, a Host City By________________________________ Mayor By________________________________ City Administrator [Signature page to Joint Powers Agreement] 73438584v1 1 EXTRACT OF MINUTES OF A MEETING OF THE CITY COUNCIL OF THE CITY OF ROSEMOUNT, MINNESOTA Pursuant to due call and notice thereof, a regular meeting of the City Council of the City of Rosemount, Minnesota, was duly held on Tuesday, May 17, 2022, commencing at 7:00 P.M. Councilmember ___________ introduced the following resolution and moved its adoption: RESOLUTION # ______ A RESOLUTION GIVING HOST APPROVAL TO THE ISSUANCE OF THE CITY OF HAMPTON, MINNESOTA SENIOR HOUSING AND HEALTHCARE REVENUE BONDS (THE ROSEMOUNT AND PRAHA VILLAGE PROJECT), SERIES 2022A, AND THE CITY OF LANDFALL VILLAGE, MINNESOTA SUBORDINATE SENIOR HOUSING AND HEALTHCARE REVENUE NOTE (THE ROSEMOUNT AND PRAHA VILLAGE PROJECT), SERIES 2022B, AND APPROVING A JOINT POWERS AGREEMENT (a) WHEREAS, Minnesota Statutes, Chapter 462C, as amended (the “Act”), particularly Section 462C.05, subdivision 7, gives municipalities the power to issue revenue obligations for the purpose of financing or refinancing a program for the purposes of planning, administering, making, or purchasing loans with respect to a combination of a multifamily housing development and health care facility as defined in Minnesota Statutes, Section 469.153 and to enter into agreements necessary or convenient in the exercise of powers granted by the Act; and (b) WHEREAS, Minnesota Statutes, Section 471.656, as amended, authorizes a municipality to issue obligations to finance the acquisition or improvement of property located outside of the corporate boundaries of such municipality if the obligations are issued under a joint powers agreement between the municipality issuing the obligations and the municipality in which the property to be acquired or improved is located. Pursuant to Minnesota Statutes, Section 471.59, as amended, by the terms of a joint powers agreement entered into through action of their governing bodies, two or more municipalities may jointly or cooperatively exercise any power common to the contracting parties or any similar powers, including those which are the same except for the territorial limits within which they may be exercised and the joint powers agreement may provide for the exercise of such powers by one or more of the participating governmental units on behalf of the other participating units; and (c) WHEREAS, the City of Rosemount, Minnesota (the “City”), has received from The Rosemount, LLC and Praha Village, LLC, Minnesota limited liability companies (jointly, the "Borrower"), the sole member of which is Augustana Care, a Minnesota nonprofit corporation and 501(c)(3) organization, the sole member of which is Cassia, a Minnesota nonprofit corporation and 501(c)(3) organization, a proposal that the City of Hampton, Minnesota (the “Senior Issuer”), and the City of Landfall Village, Minnesota (the “Subordinate 73438584v1 2 Issuer” and, together with the Senior Issuer, the “Issuers”), undertake a program to finance the Project (as defined below) through the issuance of revenue notes, revenue bonds, or other obligations, in one or more series, pursuant to the Act and, in connection with that proposal, the Issuers are to issue the following obligations: (i) the City of Hampton, Minnesota Senior Housing and Healthcare Revenue Bonds (The Rosemount and Praha Village Project), Series 2022A (the “Senior Bonds”), and (ii) the City of Landfall Village, Minnesota Subordinate Senior Housing and Healthcare Revenue Note (The Rosemount and Praha Village Project), Series 2022B (the “Subordinate Note” and, together with the Senior Bonds, the “Obligations”), with the Senior Bonds to be issued in an aggregate principal amount not to exceed $43,200,000 and the Subordinate Note to be issued in an aggregate principal amount not to exceed $4,800,000; and (d) The “Project” to be financed by the Obligations consists of (i) financing the acquisition of (a) an existing senior housing and healthcare facility, including approximately 37 independent apartment units, 25 assisted living apartment units, 18 memory care apartment units, and 12 care suite apartment units, located at 14344 Cameo Avenue in the City, known as The Rosemount, and (b) an existing senior housing and healthcare facility, including approximately 36 independent apartment units, 39 assisted living apartment units, and 16 memory care apartment units, located at 1100 1st Street SE in the City of New Prague, Minnesota (“New Prague”), known as Praha Village (collectively, the "Facility"); (ii) funding any required reserve funds; and (iii) paying all or a portion of costs of issuance (the “Project”). The Rosemount will be owned and operated by The Rosemount, LLC (“Rosemount”), and Praha Village will be owned and operated by Praha Village, LLC (“Praha”); and (e) WHEREAS, as required by the Act and Section 147(f) of the Code, a Notice of Public Hearing was published in the City’s official newspaper and newspaper of general circulation, for a public hearing on the proposed issuance of the Obligations by the Issuers and the proposal to undertake and finance the Project; and (f) WHEREAS, as required by the Act and Section 147(f) of the Code, the City Council of the City has on this same date held a public hearing on the issuance of the Obligations by the Issuers and the proposal to undertake and finance the portion of the Project located within the jurisdictional limits of the City, at which all those appearing who desired to speak were heard and written comments were accepted; and (g) WHEREAS, the City has been advised that the Obligations, as and when issued, will not constitute a charge, lien, or encumbrance, legal or equitable, upon any property of the City, New Prague, or the Issuers, except the revenues to be derived from one or more loan agreements to be entered into between the Issuers and the Borrower. The Obligations will not give rise to a pecuniary liability of the City, New Prague or the Issuers or be a charge against the general credit or taxing powers of the City, New Prague, or the Issuers, but are payable from sums to be paid by the Borrower pursuant to the loan agreements; and (h) WHEREAS, the City, New Prague, and the Issuers are proposing to enter into a Joint Powers Agreement (the “Joint Powers Agreement”) pursuant to which the City and New Prague will consent to the issuance of the Obligations by the Issuers to finance the Project and the Issuers will agree to issue the Obligations to finance the Project; 73438584v1 3 NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Rosemount, Minnesota, as follows: 1. Recital of Representations Made by the Borrower. The Borrower has agreed to pay any and all costs incurred by the City in connection with the issuance of the Obligations, whether or not such issuance is carried to completion. 2. Host Approval. The City Council hereby gives the host approval required under Section 147(f) of the Code and, pursuant to Minnesota Statutes, Section 471.656, Subd. 2(2), the City Council hereby consents to the issuance of the Obligations by the Issuers. 3. Joint Powers Agreement. The Mayor and the City Administrator are hereby authorized and directed to execute and deliver the Joint Powers Agreement and any other documents deemed necessary to fulfill the intentions of this resolution. All of the provisions of the Joint Powers Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Joint Powers Agreement shall be substantially in the form on file with the City, which is hereby approved with such omissions and insertions as do not materially change the substance thereof, or as the Mayor and the City Administrator, in their discretion, shall determine, and the execution thereof by the Mayor and the City Administrator shall be conclusive evidence of such determination. (i) Electronic Signatures Authorized. The execution of any instrument by the appropriate officer or officers of the City herein authorized may be by electronic signature if such an option is available and shall be conclusive evidence of the approval of such documents in accordance with the terms hereof. For purposes of this paragraph: (i) "electronic signature" means a manually signed original signature, an electronic image of a handwritten signature, or a digital signature provided by DocuSign, Adobe Sign, or any other electronic signature provider acceptable to the parties, which in each case is transmitted by electronic means; and (ii) "transmitted by electronic means" means sent in the form of a facsimile or sent via the internet as a PDF (i.e. portable document format) or other replicating image attached to an electronic mail or internet message. (The remainder of this page is intentionally left blank.) 73438584v1 4 Adopted by the City Council of the City of Rosemount, Minnesota, this 17th day of May, 2022. _______________________________________ Mayor ATTEST: City Administrator The motion for the adoption of the foregoing resolution was duly seconded by Councilmember ________________________, and after full discussion thereof and upon vote being taken thereon, the following voted in favor thereof: and the following voted against the same: and the following abstained: and the following were absent: whereupon said resolution was declared duly passed and adopted. 73438584v1 5 STATE OF MINNESOTA ) COUNY OF DAKOTA )SS CITY OF ROSEMOUNT ) I, the undersigned, being the duly qualified and acting City Clerk of the City of Rosemount, Minnesota, DO HEREBY CERTIFY that I have compared the attached and foregoing extract of minutes with the original thereof on file in my office, and that the same is a full, true and complete transcript of the minutes of a meeting of the City Council of said City duly called and held on the date therein indicated, insofar as such minutes relate to giving host approval to the issuance of a revenue obligation for a project in the City. WITNESS my hand this ___ day of ____________, 2022. _______________________________ City Clerk