Agenda 03/11/2008 Item #12A
Agenda Item No. 12A
March 11, 2008
Page 1 of 10
EXECUTIVE SUMMARY
Request by the Collier County Health Facilities Authority for approval of a resolmion
authorizing the Authority to issue revenue bonds for healthcare facilities at Moorings Park.
OBJECTIVE:
To accomplish the necessary approvals to authorize a proposed revenue bond issue by the
Collier County Health Facilities Authority to be used to reimburse the Moorings, Inc" (the
"Moorings") the owner and operator of Moorings Park for expenses incurred and remaining
expenses to be incurred in the construction of29 Independent Living Units within the Moorings Park
complex.
CONSIDERA TrONS:
Moorings Park is a life care retirement community initially constructed in 1980 with 168
independent living units and a 6O-bed health center. Subsequent construction and renovation has
added additional Independent Living Units, 44 Assisted Living Units, and a new 106-bed nursing
home facility. All of these facilities were financed by bonds issued by the Authority. There have
been nine previous bond issues and there have been no defaults or problems of any kind with any
of these bonds. Moorings Park is extremely strong financially and is believed to be the first Florida
life care facility to receive a stand-alone investment grade rating, which is granted only to the top
echelon oflife care facilities. With the financial strength of the Moorings, Inc., along with a letter
of credit. the bonds are expected to have an investment grade rating of "AA".
The Moorings currently has under construction and scheduled for completion in October,
29 additional Independent Living Units being constructed in the form of three new residential
buildings. Federal tax law allows qualified non-profit corporations to be reimbursed for costs
expended on facilities which would have qualified for tax-exempt financing initially. Accordingly,
the Moorings, Inc.. the non-profit corporation that owns and operates the facility, has applied to the
Authority for the issuance of bonds to cover the cost of the new construction already expended and
to cover the remaining construction costs on these units.
The Authority met on February 25. and heard presentations from Moorings Park officials.
The meeting was noticed by publication in the Naples Daily News in accordance with the regulations
for such notice contained in the Internal Revenue Code, inviting attendance, participation, and
comments from members of the public. No members of the public attended the meeting or
submitted comments. At the conclusion of the public hearing the Authority determined to proceed
with the financing and adopted a resolution evidencing such approval (the "Authority Resolution").
The notice published in the Naples Daily News is attached as Exhibit A to the Authority's resolution.
Federal tax law requires two approvals for the issuance of the bonds. First, the Authority
must hold a public bearing, and must adopt a resolution in favor of issuing the bonds, as described
above. Following this approval, the governing body of the jurisdiction must also approve the bond
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Agenda Item No, 12A
March 11, 2008
Page 2 of 10
issue. This does not have to be a specially advertised hearing, but must be done at a regularly
noticed and held meeting. A Resolution for the Board to adopt is attached, and the Authority
Resolution is attached to the proposed County Resolution as an exhibit.
As are all revenue bonds of this type, these bonds are based on revenues of the project and
are not obligations of the County, There is no pledge of any taxes, nor a pledge of any revenues
except the revenues of the Borrower, the Moorings, Inc, Neither the County, the Board, the
Authority, nor any officer of the County is liable for their payment. Further, the Resolution expressly
provides that this approval by the Board does not abrogate any County regulations, including land
use regulations.
FISCAL IMP ACT: This program does not require any contribution from the Board of County
Commissioners or any other County agency, On the other hand, the construction of these facilities
has a positive impact on the community by creating additional employment and local expenditures,
Total employment at Mooring Park is over 600 employees, with a payroll of$14,OOO,OOO per year,
Local purchases by the facility amount to over $4,000,000 per year, and the continuing construction
of new or renovated facilities over the years has put many millions of dollars into the local economy,
While not technically a fiscal impact, the Moorings Park facility has had the effect of keeping in our
community hundreds of residents who have resided in Collier County for 20 to 30 years and who ean
remain in our community when they have reached that stage in life where a life care facility is
necessary, The great majority of residents of Moorings Park are long-term Naples residents.
GROWTH MANAGEMENT IMPACT: The adoption of the attached resolution will have no
adverse growth management consequences. The facilities are being constructed in accordance with
all County growth management regulations, and are subject to the LDC, the Growth Management
Plan, concurrency requirements, and the payment of impact fees.
RECOMMENDATION:
The Board of County Commissioners adopt the attached Resolution,
P~~
:I r-
Donal A. Pickwo ,Counsel
Colli County a1th Facilities Authority
. latz w, Chief Assistant County Attorney
-2-
Page 1 of I
Agenda Item No, 12A
March 11, 2008
Page 3 of 10
COLLIER COUNTY
BOARD OF COUNTY COMMISSIONERS
Item Number:
Item Summary:
12A
Meeting Date:
Request by the Collier County Health FacJlities Authority for approval of a resolution
authorizing the Authority to issue revenue bonds for healthcare facilities at Moorings Park,
($40 million) (Don Pickworlh)
3/11/2008 90000 AM
Prepared By
Jeff Klatzkow
Assistant County Attorney
Date
County Attorney
County Attorney Office
2/27120084:55:26 PM
Approved By
Jeff Klatzkow
Assistant County Attorney
Date
County Attorney
County Attorney Office
2127/20086:15 PM
Approved By
OMS Coordinator
Applications Analyst
Date
Administrative Services
Information Technology
2/28/20088:18 AM
Approved By
John A. Yonkosky
Director of the Office of Management
Date
County Manager's Office
Office of Management & Budget
2/28120082:00 PM
Approved By
James V. Mudd
Board of County
Commissioners
County Manager
Date
County Manager's Office
3/3/2008 5:58 PM
file://C:\AgendaTest\Export\ I 02-March%20 11 ,%202008\ I 2.%20COUNTY%20A TTORNEY... 3/5/2008
Aaenda Item No. 12A
- March 11, 2008
Page 4 of 10
RESOLUTION NO. 2008-_
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 COUNTY
HEALTH FACILITIES AUTHORITY, AS REQUIRED BY SECTION 147(1)
OFTHE 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 FINANCES 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 Authority (the "Authority") is a body
corporate and politic of Collier County, Florida created by Collier County Ordinance No, 79-95 duIy
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 Borrower 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 February 10,2008, 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 February 10,2008 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 2008 in an aggregate principal amount not to exceed $40,000,000, at the conclusion of which
hearing the Authority 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
Borrower to finance (including reimbursement to the Borrower of previously incurred expenses in
connection with) the cost of acquisition, construction and equipping of health care facilities located at
120 Moorings Park Drive, 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 solely
from funds of the Borrower; and
WHEREAS, pursuant to the requirements of the Internal Revenue Code of I 986, as amended
(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
Agenda Item No. 12A
March 11, 2008
Page 5 of 10
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 I. The Board of County Commissioners hereby approves the issuance of the
Bonds solely for purposes of Section 147(1) 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, including the City of Naples, but shall be
payable solely from the revenues provided therefor, 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 ofthe 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 Development Code, and all
applicable impact fee regulations to the extent that any such regulations are applicable to any
properties or projects located within the City of Naples, Florida.
Section 4. Ifany 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 adopted this 11th day of March, 2008.
ATTEST:
Dwight E. Brock, Clerk
COLLIER COUNTY, FLORIDA BY
ITS BOARD OF COUNTY COMMISSIONERS
By:
Deputy Clerk
Tom Henning, Chairman
[SEAL
Appro d
Chief Assistant County Attorney
Agenda Item No. 12A
March 11, 2008
Page 6 of 10
RESOLUTION NO, 2008-01
AN INDUCEMENT RESOLUTION OF THE COLLIER
COUNTY HEAL TH FACILITIES AUTHORITY REGARDING
THE OFFICIAL ACTION OF THE AUTHORITY WITH
RESPECT TO THE PROPOSED ISSUANCE BY THE
AUTHORITY OF ITS HEALTH FACILITY REVENUE
BONDS (THE MOORINGS, INCORPORATED PROJECT)
SERIES 2008 IN AN AGGREGATE PRINCIPAL AMOUNT
NOT TO EXCEED $40,000,000 FOR THE PRINCIPAL
PURPOSE OF REIMBURSING THE MOORINGS,
INCORPORATED (THE "BORROWER") FOR,AND PAYING
THE COSTS OF, ACQUISITION, CONSTRUCTION,
EQUIPPING AND IMPROVING THE CONTINUING CARE
FACILITY OWNED AND OPERATED BY THE BORROWER
AND LOCATED AT 120 MOORINGS PARK DRIVE, NAPLES,
FLORIDA; PROVIDING AN EFFECTIVE DATE AND
PROV1DING FOR RELATED MA TIERS.
WHEREAS, The Moorings, Incorporated, a Florida not-for-profit corporation (the
"Borrower") has applied to the Collier County Health Facilities Authority (the "Authority") to issue
a series of its private activity revenue bonds in the initial aggregate principal amount of not to exceed
$40,000,000 (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 and pay the costs
of acquiring, constructing, equipping and improving the continuing care facility owned and operated
by the Borrower and located at 120 Moorings Park Drive, Naples, Florida (the "Project") and paying
costs associated with the issuance of the Bonds; and
WHEREAS, the "Project," as described in the application consists of the following: 29 living
units housed in three new buildings under construction on the existing campus ofthe Borrower; and
WHEREAS, the Borrower has requested that the Authority loan the proceeds of the 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 foregoing purposes; and
WHEREAS, the issuance of the Bonds and the loaning of the proceeds thereof to the
Borrower to finance the costs of the Project under Joan agreements or other financing agreements,
and pursuant to the terms thereof which will provide that payments thereunder be at least sufficient
to pay the principal of and interest and redemption premium, if any, on such Bonds and such other
costs in connection therewith as may be incUlTed by the Authority, will assist the Borrower and
promote the public purposes provided in the Act; and
WHEREAS, in order to satisfy certain of the requirements of Section 14 7(f) 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 hearing in a newspaper of
general circulation in Collier County and which public hearing was conducted in a manner that
provided a reasonable opportunity for persons with differing views to be heard, both orally and in
EXHIBIT A
TO COUNTY RESOLUTION
Agenda Item No. 12A
March 11, 2008
Page 7 of 10
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 ofthe 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 BY 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 oflaw.
SECTION 2. PRELIMINARY STATEMENT. This Resolution is entered into to permit
the Borrower to proceed with the financing of the costs 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 States of America, includhlg the Code, and this Resolution.
SECTION 3. APPROV ALOFTHEFINANCING. The financing of the costs of the Project
by 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 approved.
SECTION 4. AUTHORIZATION OF THE BONDS, There is hereby authorized to be
issued and the Authority hereby determines to issue the Bonds, ifso requested by the Borrower, in
an aggregate principal amount not to exceed $40,000,000 for the principal purpose of financing the
costs of the Project. The rate ofinterest payable on the Bonds shall not exceed the maximum rate
permitted by law,
SECTION 5. GENERAL AUTHORIZATION. The Chairman and the Vice-Chairman are
hereby further authorized to take such steps and actions as may be required or necessary in order to
cause the Authority to issue the Bonds.
SECTION 6. OFFICIAL ACTION. This resolution is an official action of the Authority
toward the issuance ofthe Bonds, in accordance with the purposes of the laws of the State of Florida
and the applicable United States Treasury Regulations.
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 County, the
State ofPlorida or any political subdivision or agency thereof but shall be payable solely from the
revenues pledged therefor 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. Thc Authority has no taxing power.
SECTION 8. LIMITED APPROVAL. The approval given herein shall not be 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
2
Agenda Item No. 12A
March 11, 2008
Page 8 of 10
adoption of this resolution to have waived any right of Collier County or to have estopped Collier
County from asserting any rights or responsibilities it may have in that regard.
SECTION 9, EFFECTIVE DATE, This Resolution shall take effect immediately.
ADOPTED this 25th day of February, 2008.
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NAPLES DAILY NEWS
Published Daily
Naples, FL J4102
Affidavit of Publication
State of Florida
County of Collier
Before llie undersigned they serve as the authority, personally
appeared B. Lamb, who on oalh says that lhey
serve as the Assislant Corpornte Secretary ofLhe Naples Daily,
a daily newspaper published at Naples, in Collier Counly,
Florida; distributed in Collier and Lee connOe, of Florida; lIull
the: attached cop>, of Ihe advcrtising, being a
P.llil.LAC NqncE
1111he lWlller of PUBLIC NOTtCE
was published in said newspaper I time in the issue
On Fcbrumv 1 Dlh 2008
Aflinlll fm1her Illl.ys thal the !laid Nllples Dl\ily Nuws i~ ft newspaper
J'uhlillhcd al Naplell., in collier county, ll'lorida and that the said
nCWspllper hnl> ncrC:l"rorc been crmlinuously published in anid Collier
CouIIly, Florida; dislrihlltud in Collier and Lee collntica 01' 1':loridfl,
each dny nnd Ims been unl,=rcd ClICl;:ond c\nau Inuilm,'\lter lit lhll p01i1
olTn;c in Naples, in Imid Collier County, Floridn, for a period (If I
ycar ncxl pn::ooding the firllt publiCnllan l)f\hc AUllclu:d COllY nr
ill\"crLi~CllH:nt; and ntTtnlll liuthor Rays lhnl he hilS nciLher Iluld 1\or
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(Sigiitlturc of affiaUI)
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Agenda Item No. 12A
March 11, 2008
Page 9 of 10
EXHIBIT A
TO AUTHORITY RESOLUTION
Agenda Item No. 12A
March 11, 2008
Page 10 of 10
DONALD A. PICKWORTH, P.A.
.A:rTOIlNEY AT LAW
SUITE 502 NEWOATX TOWER
5150 NORTH TAKJAKI TRAIL
NAPLES, FLORIDA 34103
e.mail pick.llwOearthlink..Del
(239) 263 - 6060
FAX (239) &98 -1161
February 27, 2008
Jeffrey A. Klatzkow
Chief Assistant County Attorney
Collier County Attorney's Office
Collier County Courthouse, Bldg. F
3301 E. Tamiami Trail
Naples, FL 34112
RE: March 11 Agenda; Collier County Health Facilities Authority- Approval of Bond
Issue
Dear Jeff:
I am enclosing the following documents for inclusion in the March 11,2008 agenda:
I. Executive Summary relating to approval ofissuance of Health Facilities Revenue
Bonds by the Collier County Health Facilities Authority for the benefit of the
Moorings, Inc.
2. Resolution to be adopted by the Board of County Commissioners at the Board
meeting of March I I, 2008 approving the bond issue (the "County Resolution").
3. Exhibits to the County Resolution consisting of the approving Resolution adopted
by the Authority (the "Authority Resolution") and containing as an exhibit the
Affidavit of Publication for the required TEFRA hearing conducted by the
Authority.
Since we have, for several years, been placing these items on the Consent Agenda, I
would request that this also be on Consent. Thank you for your assistance in this, and if you
have any questions or need further information, please contact me.
Very truly yours,
.6.. Pickworth