Resolution 2005-227
RESOLUTION NO. 05-22..7
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA APPROVING THE ISSUANCE AND
SALE OF HEALTH FACILITY REVENUE BONDS BY THE COLLIER
COTJNTY HEALTH FACILITIES AUTHORITY, AS REQUIRED BY
SECTION 147(0 OF THE INTERNAL REVENUE CODE, AS AMENDED;
PROVIDING THAT THE BONDS SHALL NOT BE A DEBT OR
OBLIGATION OF COLLIER COUNTY, SHALL NOT CONSTITUTE A
PLEDGE OF TAXES OR ANY OTHER REVENUES OF THE COUNTY;
PROVIDING THAT THE PROJECT TO BE FINANCED SHALL BE
SUBJECT TO ALL REGULATIONS OF COLLIER COUNTY;
PROVIDING FOR OTHER RELATED MATTERS, AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, the Collier County Health Facilities AuthOlity (the Authority) is a body
corporate and politic of Collier County, Florida created by Collier County Ordinance No, 79-95
duly adopted by the Board of County Commissioners on November 20, 1979 pursuant to Part III
of Chapter 154, Florida Statutes, as amended, (the Act) with the power to issue revenue bonds
for the purposes of financing a project as defined in the Act; and
WHEREAS, The Moorings, Incorporated, a Florida not for profit corporation, with
certain facilities located within the boundaries of Collier County, Florida,(the Borrower) has
requested the Authority to issue its revenue bonds as described below for the benefit of the
BOJT(l\ver and to loan all or a portion of the proceeds thereof to the Borrower for the purposes set
forth herein; and
WHEREAS, the Authority caused notice of a public hearing to consider approval of the
Bonds and the location and nature of the project to be published on or before May 15, 2005, in
the Naples Daily News a newspaper of general circulation in the County, and a copy of said
notice is attached as Exhibit A to the Authority Resolution as described below (the Notice); and
WHEREAS, on June 1, 2005 a public hearing was held by the Authority with regard to
the issuance of the Authority's Health Facility Revenue Bonds (The Moorings, Incorporated
Project) Series 2005 in an aggregate principal amount not to exceed $30,000,000, at the
conclusion of which hearing the Authorit\' adopted the Resolution attached as Exhibit A (the
Authority Resolution); and
WHEREAS, the proceeds of the Bonds will be used by the Authority to make a loan to
Bon-ower to finance (including reimbursement to the Borrower of previously incurred expenses
In connection with) the cost of acquisItion_ construction and equipping of healthcare facilities
located at 120 Moorings Park Dn\'e, Naples, Florida, within Collier County, Florida and to pay
the costs of issuance of the Bonds( all of the property financed with proceeds of the Bonds being
owned and operated by the Borrower): and
WHEREAS, the Bonds will not be an obligation of the County, and will be payable
soleh from funds of the Borrower: and
WHEREAS, pursuant to thc rcquirements of the lntelllal Revenue Code of 1986, as
Jll1cnJeJ (the "Code"), as a prerequisite to the issuance of the Bonds, It is necessary that the
Board of County Commissioners of Collier County, Florida approve the issuance thereof after
said public hearing; and
WHEREAS, the Board of County Commissioners desires to evidence approval of the
issuance of the Bonds solely to satisfy the requirements of the Code.
NOW, THEREFORE, be it resolved by the Board of County Commissioners of Collier
County, Florida that:
Section L The Board of County Commissioners hereby approves the issuance of the
Bonds solely for purposes of Section 147(f) of the Code,
Section 2, The Bonds shall not constitute a debt, liability or obligation of Collier
County, Florida, its Board of County Commissioners, or any officers, agents or employees
thereof, or of the State of Florida or any political subdivision thereof, but shall be payable solely
from the revenues provided therefore, and neither the faith and credit nor any taxing power of
Collier County, Florida, the State of Florida or any political subdivision thereof is pledged to
payment of the principal of, premium, if any, and interest on the Bonds, No member of the
Board of County Commissioners of Collier County, Florida or any officer, agent or employee
thereof shall be liable personally on the Bonds by reason of their issuance,
Section 3. This approval shall in no way be deemed to abrogate any regulations of
Collier County, Florida, and any and all projects contemplated to be financed with the Bonds
shall be subject to all such regulations, including, but not limited to, the Collier County Growth
Management Plan, all concurrency requirements contained therein, the Collier County Land
De\'elopment Code, and all applicable impact fee regulations,
Section 4. If any Section, paragraph, clause or provision of this Resolution shall be
held to be invalid or ineffective for any reason, the remainder of this Resolution shall continue in
full force and effect, it being expressly hereby found and declared that the remainder of this
Resolution would have been adopted despite the invalidity or ineffectiveness of such Section,
paragraph, clause or provision.
Section 5.
This Resolution shall take effect immediately upon its adoption,
PASSED and,;\dopted this 14th day of June, 2005.
...,.......,.,-
ATTEST:.' :""""
Dwight E, Br-ock,Clerk ' .'
o ~ ~ r:
B y:,:!fw~ { t/.- fhr 4'tfc.~
. ' Deput\: Clerk > ,'" /'
',." ,', ,l1'_;N;.i~-_J .
App'riivfJ a?VJ.fbnk a~ileg\ll sufficiency:
),! i/~/ ~/ f!t c:-1fp".-l.A(-t!.
Da\ id C. Weigel, Cou'rity Attti01ey
COLLIER COUNTY, FLORIDA BY
ITS BOARD OF COUNTY COMMISSIONERS
'j,.~W~
Fred W,'Coyle, ~hai~an
1 6 K 8
RESOLUTION NO. 2005-01
AN INDUCE I RESOLE I ION OF lI1Ii COLLIER COUNTY
HEAL.]It FACtisrms AuTt town' REGARDING TI ll
OFFICIAL ACT R)N OF TI IF ACTIIORI ry WITH RESPECT TO
HIE PROPOSED ISSUANCE BY THE AUTHORITY OF IFS
HEALTI1 FACII ITY REVENUE BONDS (THE IOOR!NCiS.
INCORPORAfED PROJE.CT)SERIES 2005 IN AN AGGREGATE
PRINCIPAL,AMOUNT N01.1 0 EXCEED$30,000,000 FOR THE
PRINCIPAL PURPOSE OF REIMBURSING 111E MOORINGS,
INCORPORATI'D(THE"BORROWER")FOR CERTAIN COSTS
INCURRED IN CONNECTION WITH THE CONTINUING CARE
FACILITY OWNED AND OPERATED BY THE BORROWER
AND LOCATED AT 120 MOORINGS PARK DRIVE. NAPLES.
Fl ORIDA: 'THORIZING THE EXECUTION AM)DELIVERY
OF A PRELIMINARY AGREEMEN1 BETWEEN 1]IL
AUTIIORITY AND THE BORROWER; AND PROVIDING FOR
RELATED MATTERS.
WHEREAS. The Moorings. Incorporated. a Florida corporation not-for-profit the
-Borrower-)has applied to the Collier County I health Facilities Authority(the"Authority )to issue
a series of its priN ate activity re'emu:bonds in the initial aggregate principal amount of not to exceed
530.000,0($ (the "Bonds") for the principal purpose of financing a loan by the Authority to the
Borrower the proceeds of which will be used by the Borrower to reimburse itself for capital
expenditures incurred in connection with the continuine care facility owned and operated by the
Borrower and located at 120 Moorings Park Drive,Naples.Florida he"Project")and payin...!costs
associated ith the issuance of the Bonds: and
WIIEREAS.the"Project."as described in the application Q011tiiSIS oldie 1011owine:54 ti x ing
units housed in two 5 story buildings on the existing campus of the Borrower:and
WIIEREA S.the Borrower has requested that the Authority loan the proceeds oldie Bonds
to the Borrower pursuant to Chapter 154. Part III. Florida Statutes, or such other provision or
provisions of Florida law as the Authority may determine advisable (the "Act.") in order to
accomplish the foreizoing purposes: and
WI IF REAS. the issuance of the Bonds and the loaning of the proceeds thereof to the
Borrower to finance the costs oldie Project under loan agreements or other financing agreements.
and pursuant to the terms thereof which will provide that payments thereunder be at feast sufficient
to pay the principal ()land interest and redemption premium. if any. on such Bonds and such other
costs in connection therewith as may be incurred by the Authork. will assist the Borrower and
promote the public purposes provided in the Act; and
WI EREAS.in order to satisfy certain of the requirements of Section 147(1)of the Internal
Revenue Code of 1986.as amended(the"Code"),the Authority did on the date hereof hold a public
hearing on the proposed issuance of the Bonds for the purposes herein stated, which date is more
than 14 days following the first publication of notice of such public heariri g. in a newspaper of
general circulation in Collier County and which public hearing was conducted in a manner that
pro\idcd a reasonable opportunity for persons with differing views to be heard. both orally and in
EXHIBIT A
TO COUNTY RESOLUTION
1 6 K 8
4
writing.on the issuance of the Bonds and the location and nature of the Project,as more particularly
described in the notice of public hearing attached hereto as Exhibit A; and
WHEREAS, it is intended that this Resolution shall constitute official action toward the
issuance of the Bonds within the meaning of the applicable United States Treasury Regulations in
addition to any other action that may have heretofore been taken by the Borrower:
NOW, THEREFORE. BE IT RESOLVED 13Y THE COLLIER COUNTY HEALTH
FACILITIES AUTHORITY, THAT:
SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted
pursuant to the provisions of the Act and other applicable provisions of law.
SECTION 2. PRELIMINARY STATEMENT. This Resolution is entered into to permit
the 13orrower to proceed with the financing of the casts of the Project and to provide an expression
of intention by the Authority, prior to the issuance of the Bonds, to issue and sell the Bonds and
make the proceeds thereof available for such purposes, all in accordance with and subject to the
provisions of the Act. the Constitution and other laws of the State of Florida and the laws of the
United Suites of America.including the Code,and this Resolution,but subject in all respects to the
terms of the Preliminary Agreement for the Issuance of Revenue 1l3Lmds of even date herewith
between the Authority and the Borrower the "Preliminary Agrecrnent-1. The Chairman is hereby
authorized to execute the Preliminary Agreement on behalf of the Authority.
SECTION 3. APPROVAL OF THE FINANCING. The financing of the costs of the Project
1w the Authority through the issuance of the Bonds,pursuant to the Act,will promote the health and
welfare of the citizens of Collier County, will promote the general economic structure of Collier
County.and will thereby serve the public,purposes of the Act and is hereby preliminarily approved,
stibject.however,in all respects to the Borrower meeting the conditions set forth in the Preliminary
Agreement to the sole satisfaction of the Authority.
SECTION 4, AUTHORIZATION OF 111E BONDS. There is hereby authorized to be
issued and the Authority hereby detemunes to issue the Bonds, i f so requested by the Borrower and
subject in all respects to the conditions set forth in the Preliminary Agreement. in an aggregate
principal amount not to exceed 530.000,000 Igor the principal purpose of financing the costs of the
Project. The rate of interest payable on the Bonds shall not exceed the maximum rate permitted by
law.
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SECTION 5. GENERAL AUTHORIZATION, The Chairman and the Vice-Chairman are
hereby further authorized to proceed, upon execution of the Preliminary Agreement, with the
undertakings provided for therein on the part ofthe Authority and are further authorized to take such
steps and actions as may be required or necessary in order to cause the Authority to issue the Bonds
subject in all respects to the terms and conditions set forth in the Preliminary Agreement authorized
hereby.
SECTION 6. 014 ICIAL ACTION. This resolution is an official action of the Authority
toward the issuanee of the Bonds.as contemplated in the Preliminary Agreement in accordance with
the purposes of the laws of the State of Florida and the applicable United States Treasury
Regulat ions,
1 6 K 8
SECTION 7 LIMITED OBLIGATIONS. The. Bonds and the interest thereon shall not
constitute an indebtedness or pledge of the general credit or taxing power of Collier Count). the
State of Florida or any political subdivision or agency thereof but shall be payable solely from the
re‘CIYUCS pledged therefg pursuant to a loan agreement or other financing agreement entered into
between the Authority and the Borrower prior to or contemporaneously with the issuance of the
Bonds Hie Authority has no taxing power.
SECTION 8, LIMITED APPROVAL. The approval given herein shall not he construed
as an approval or endorsement of approval of any necessary rezoning applications nor for any other
regulatory permits relating to the Project and the Authority shall not be construed by reason of its
adoption of this resolution to have waived any right of Collier County or estopping Collier Count)
from asserting any rights or responsibilities it may have in that regard.
SECTION 9, EFFECTIVE DATE. This Resolution shall take effect immediately.
ADOPTED this I t da) of lune.2005.
COLLIER COUNTY I IEALTH FACILITIES
AUTHORITY
T /
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Chairman
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ATTEST.
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1 6 K 8
EXHIBIT A TO RESOLUTION
AFFIDAVIT 01 PUBLICATION OF
NOTICE OF Plil3LIC HEARING
16 K8
Naples Daily New
Naples, FL 342
Affidavit sf iunIication
Naples Daily News
PICKWOFTH. DCNALD P.A. 1
:..Su TA,MIAMI TRL
manual`PUNIC!IMMO
NAPLES FL 34103
Notice 46 twain oraen.lbie Me Cotner Coutty
,•• littafth Fedithes .• ......... .....-(the 'Aortorfty") will
•
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conduct a sorbet .,:.:(....r.,ant putt timilris 4r.
.•••• MIR'1.,acoS at ti.145 am,in the tre/Ice rdcer of
tit. Catiat v. .,, . teraith dapartmert. ;War XL
.• soi1604 IL ..0..,,, C4101.4- Gerernrrient COMptem.
REFERENCE: 010784 I lui fist Yamiant Trait.Swim, Florida. 34.112 fcr
eat fOrtalving laiaPils'ati
59044772 NOT E IC OF PUBLIC HEA
Cb liecelyInG bottle'comments and haarino discos-
ate*troncte Ma proposal issuartui. ot Me ao.
State of Florida thews waits fadft>.adierde sands(The Moor-
Ccl,mt-,y f Collier : fn9s. If rtsporite 4 *OM),* o more*Tu
one. r o
o ra
in an amount -not 60 ovicetva MOM= Ile*
Before the undersioned authority, personally I IOW Prootesis ot ne Bonds anil be lashed toy
the Autfrneitytitee Tere Mitortnlys. traerborsted Me
appeared ''a Lamb, who on. oath says rnat she serves1 130:Tower) -ea due av on borrower to Mr,
as Assistant Corporate Secretary of the Naples horse trod.. I cri.:.•l expienditures incurred in
oonneernon with the continua-4 care tearer onned
Daily News, a dai.iy newspaper published at Naples, end cetera:se by the Botstrmit anti i0ottaist at 17e
in. Collier County, Florida: that the strachad i , Niooretes Pan(Wive NApieb, mutat_AD wets h•
:7opy of advertising was published "...r. said :
, . named with oecceeM of the Bonds cat arid tioSP be
.• owned and cepaefed Dv the e0rrroser
newsoaper on dates :„.isted: •
•
so it dadaido oppugn of a etisuhroon 0:the au-
Afff LAra, furthe•r says that the said Naple-: Daily , Marts abbectettx the nuance d the bonds and
News is a newspapstr• pub:ished at Nap•les, in said , maidne onielin findings SPV providing amain to-
i thertatigtersinceainoss- Monisaftts.
Collier County, Florida, and that tne said
, !
newspaper nae heretofore been continuously : (IC To=Wet boob other business orthe&Mon-
I ey.as may be recessary or oestrabia
published in said CcIlier Co-"ty, Flor'ila. each
day and has been entered as second claes mail , Ail beenested beredris OM Invited to submit water
connvores or attend Me rneetMO-MG !YitarinG:C-
:natter at the post office in Maples, in said .
• mar dardaeasv av through neer redeitiumbetlee,
., . _ ' and ette be -given an cc:mar:It'ta It=the,'
Collier County, Plorida, for a period st 1 year
next preceding tine first publication of the .
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• . Yeses concerning the Matters PcnOMO ._,•_.. tor
Atrthoeity. Anyone&sift To rides Armen cm-
.
attached copy of advertisement: and affiant •
•
. ; ments in aiseenee et Me meetly&may send oath
iconsrents to tat*
er tha She Coontr. MAIM* Air
:,:a:s t has e..neithr or m y PlOO
paid n :
. i orit tic Dcrald KI g 44.., SlUf: Tana.
nromised any person, firm or corporation any ;
•
,
. : Trail North,State K2,tertVert, kyrim 341d3. Wrlsten
.. . i comments rerved in whence of She tfleitin Irma
discount, rebate, commission or refund for the ,
.
Ong comments no* at eh* ern:fours; ors tor the
pur- se of securing this advertisement for carvisszedson of the Authority and oAl!not Wee me
publiction in tie said newspaper. AlMerg.Y.
ShcAett sm. person-decide to worn any dec.didn
iS made by me Authortcy Yeah rustled.to am m*tor
PUBLISHED ON: 0
cerdatered et this meetino a'hearind. he ur Iht
eft(flow:a to he a recent at mit truceestents,ant.
tor met paws*such person m.14. 'mod,x•link,re
tnat a Vatittirn record de the prooeteaws is rstdo-
to hio.1 record includes the tessmore and trei:wcc
own istileft the(=oda is to or boots
th Um-CAW vvith the American eito Nsabiiitiet
is SPAX:77!:: 4(5 C( CI 'RICE '
, Ad, persons mean a seethe abbcomodaben Cr
....:,./..,.., ..,,,,-. *this meths and heatec should cor.
FIL•ED ON: 05/115.:05 .,,..■ *IOW J.ittoerworth,Gerertf Course&at(041:;
' 2S-Ated not tater tisan three 0/slat*once to:thr
, .
4.t/ This notice.14 an.pursuant so Section liAtrill a
on
Siature of Affiant the:meow aovesie caw at leba as Mended ine
Section 1119.47,'Frinda Statutei.
x rn ,
Sworn to and Subscribed before me this ii,,,. '--a ayox /,',..,, 2 C.5 Ad Caguce A.ptckwcrti.:
i...4,• 1` . Mato"Secretary and General Counoei
' ' l MMUS- W,I,VMT
Personally known by me
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EXHIBIT A
TO AUTHORITY RESOLUTION