How To Vote On A Bond Issue In A City Of Philly

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1 AGENDA Philadelphia Authority f or Industrial Developm ent TO: THE MEMBERS OF THE BOARD OF DIRECTORS OF THE PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT FROM: PAUL J. DEEGAN, SECRETARY The following is the Agenda for the Meeting of the Board of Directors of the Philadelphia Authority for Industrial Development to be held on Tuesday, May 31, 2016, at 5:00 p.m. in PIDC s Board Room, 26th Floor, Centre Square West, 1500 Market Street, Philadelphia, PA. I. Approval of the Minutes of the Authority for the meeting held on May 17, II. Consider and approve the following Resolutions authorizing PAID to: A. To consent to the issuance of tax-exempt financing through the North Penn Health, Hospital and Education Authority ( NPHHEA ) on behalf of Salus University and the Pennsylvania College of Optometry Foundation. B. Acquire a fee simple title to a property located at N. Front Street from the City of Philadelphia, and further authorizing PAID to sell this property to Mirror Holdings, LLC or its assignee or nominee MARKET STREET SUITE 2600 WEST PHILADELPHIA PA WWW PAID-PA.ORG

2 May 31, 2016 RESOLUTION Philadelphia Authority for Industrial Development Salus University and Pennsylvania College of Optometry Foundation (the Borrowers ) Outside Authority Bond Issue A Resolution authorizing Philadelphia Authority for Industrial Development ( PAID or the Authority ) to consent to the issuance of a tax-exempt financing in an amount up to $25,000,000 through the North Penn Health, Hospital and Education Authority ( NPHHEA ), on behalf of the Borrowers. The proposed bonds will be used to finance all or a portion of (1) the current refunding of NPHHEA s Revenue Bond (Salus University), Series of 2012; (2) finance certain renovations to the Borrowers facilities including renovating certain laboratory space, classrooms, clinical sites and office space; (3) finance certain other capital improvements, renovations and repairs to the facilities; and (4) costs of issuance. The appropriate officers of PAID are hereby authorized and empowered to execute all necessary documents and agreements, and to do such other acts necessary to assist the Borrowers upon such terms and conditions as they deem to be in the best interests of the Authority. BACKGROUND There are two Borrowers for this financing, Salus University ( Salus ) and the Pennsylvania College of Optometry Foundation (the Foundation ). The Foundation is an organization whose primary function is to provide support through fundraising and management of assets for Salus. The Pennsylvania College of Optometry (the College ) was founded in 1919 as a privately endowed, non-sectarian professional college. The college is dedicated to meeting the public s need by educating doctors of optometry and offering other educational and research programs, together with services related to the prevention, diagnosis, treatment and management of ocular and visual disorders, and currently operates The Eye Institute. In 1996, the College acquired approximately 11 acres in the Elkins Park section of Montgomery County, where all of the operations were relocated except for The Eye Institute which is still located in the East Oak Lane Section of Philadelphia. In July of 2008 the College established Salus which consists of four colleges: Pennsylvania College of Optometry; George S. Osborne College of Audiology; College of Education and Rehabilitation; and College of Health Sciences.

3 PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT A RESOLUTION OF PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT APPROVING THE ISSUANCE BY NORTH PENN HEALTH, HOSPITAL AND EDUCATION AUTHORITY OF ITS TAX-EXEMPT BOND FOR FACILITIES LOCATED IN CHELTENHAM TOWNSHIP, MONTGOMERY COUNTY, PENNSYLVANIA AND PHILADELPHIA, PENNSYLVANIA; AND AUTHORIZING THE TAKING OF ALL SUCH ACTS NOT INCONSISTENT WITH THE PROPOSED RESOLUTION. WHEREAS, North Penn Health, Hospital and Education Authority ( NPHHEA ) has approved the application (the Application ) of Salus University and Pennsylvania College of Optometry Foundation (collectively, the Applicant ) for aid in financing a project, as described below; WHEREAS, the project consists of financing of all or a portion of a project (the Project ) comprising: (1) currently refunding NPHHEA s Revenue Bond (Salus University), Series of 2012; (2) certain renovations to its facilities including renovating certain laboratory space, classrooms, clinical sites and office space; (2) finance certain other capital improvements, renovations and repairs to its facilities; and (3) pay bond issuance expenses and related costs and expenses; WHEREAS, NPHHEA and the Applicant have requested Philadelphia Authority for Industrial Development (the Authority ) to approve the issuance by NPHHEA of its bond in the amount not to exceed $25,000,000, pursuant to Sections 103 and 147(f) of the Internal Revenue Code of 1986, as amended (the Code ), to provide funds, together with other available funds, which will be used to finance the costs of the Project; and WHEREAS, approximately $1,000,000 of the proceeds of the financing will be used in Applicant s Philadelphia facilities; and WHEREAS, pursuant to public notice, the Authority has conducted a hearing on said Application at which hearing all interested persons were invited to attend and comment. NOW, THEREFORE, the Authority hereby RESOLVES, as follows: 1. The issuance by NPHHEA of its bond in the amount not to exceed $25,000,000 to assist Applicant in the financing of the Project, is hereby approved. 2. The Authority is authorized and directed to deliver this Resolution and to do all other acts as may be necessary to carry this Resolution into effect, provided, however that the Authority shall incur no liability hereby. 3. The Mayor of the City of Philadelphia is hereby appointed and directed as the applicable representative of the Authority for purposes of signing a certification of applicable representative pursuant to the Act and the Code.

4 4. Nothing contained herein shall cause either the Authority or the City of Philadelphia to incur any liability, general or otherwise, by reason of the Project or be deemed to pledge the credit or general taxing power of either the Authority or the City of Philadelphia, as applicable. 5. This approval is for the exclusive purposes of designating the applicable representative of the Authority and providing the approval of the development of the project by the governing body of the location of the project as required by the Tax Equity and Fiscal Responsibility Act of 1982 (TEFRA), and the Act. 6. All prior resolutions or parts thereof inconsistent herewith, are hereby repealed. The undersigned, Secretary of the Philadelphia Authority for Industrial Development, hereby certifies that the foregoing Resolution was duly adopted by the Authority at a meeting duly held pursuant to proper notice, and that such Resolution has not been rescinded or amended and remains in full force and effect. WITNESS the signature of the undersigned and the seal of the Authority this 31 st day of May, PHILADELPHIA AUTHORITY FOR INDUSTRIAL DEVELOPMENT By: Secretary

5 May 31, 2016 RESOLUTION Philadelphia Authority for Industrial Development Mirror Holdings, LLC A Resolution authorizing the Philadelphia Authority for Industrial Development (PAID) to acquire a fee simple title to an approximately 20,618 square foot property located at N. Front Street from the City of Philadelphia, and further authorizing PAID to sell this property to Mirror Holdings, LLC., or its assignee or nominee, for $180,000. The appropriate officers of PAID are hereby authorized and empowered to execute all necessary documents and agreements, and to do such other acts necessary to assist the City of Philadelphia upon such terms and conditions as they deem to be in the best interests of the Authority. BACKGROUND The subject property is owned by the City of Philadelphia and includes a vacant 11,041 square foot former police district building. Mirror Holdings, LLC is a real estate holding company for Access Home Care, Inc. Access Home Care has been operating for 12 years in Philadelphia and provides social services, home care services, medical and non-medical patient services and community advocacy services. The new building will allow them to add employees and expand services. The City of Philadelphia has agreed to sell this property through PAID to the purchaser. The sale of this property by PAID for further conveyance is contingent on authorization by City Council Ordinance. The net proceeds from the sale of this property will be returned to the City of Philadelphia s General Fund.