Tuesday, April 5, 2016 PUBLIC NOTICE OF TAX EQUITY AND FISCAL RESPONSIBILITY ACT HEARING The Illinois Finance Authority (the IFA ) will hold a public hearing as required by Section 147(f) of the Internal Revenue Code of 1986, as amended, at 500 East Monroe, 11 th Floor, Springfield, Illinois 62701 on Friday, April 8, 2016 at 9:00 a.m. This Notice is issued pursuant to the provisions of the Illinois Open Meetings Act, 5 ILCS 120/1 et seq., as supplemented and amended. Those wishing to provide public comment are invited to do so, pursuant to the Guidelines for Public Comment prescribed by the IFA and posted at www.il-fa.com. Please contact Tammy Harter, Administrative Assistant, at (217)782-5792 for more information. By Order of the Board of Directors, CHRISTOPHER B. MEISTER EXECUTIVE DIRECTOR ILLINOIS FINANCE AUTHORITY TEFRA HEARING Friday, April 8, 2016 9:00 AM AGENDA: 1. 2. 3. Summary of Projects Association House of Chicago Iowa Health System d/b/a UnityPoint Health MercyRockford Health System Corporation Not-To-Exceed Amount $6,000,000.00 $60,000,000.00 $525,000,000.00 Total $591,000,000.00 All public hearings will be accessible to handicapped individuals in compliance with Executive Order #5 (1979) as well as pertinent State and Federal laws upon notification of anticipated attendance. Handicapped persons planning to attend any public hearing and needing special accommodations should contact Tammy Harter, either by writing to Tammy Harter, Illinois Finance Authority, 500 East Monroe, 3 rd Floor, Springfield, Illinois 62701 or by calling (217)782-5792, TTY (800)526-0844.
Project Descriptions 1. Association House of Chicago - A public hearing will be held before the Executive Director of the Illinois Finance Authority (the Authority ), or his designee, regarding the project proposed to be financed and refinanced by the Issuer with the proceeds from the sale of tax-exempt revenue bonds, in one or more series (the Bond ), issued by the Issuer over the maximum period permitted by law. The Bond, in one or more series, in an aggregate principal amount not to exceed $6,000,000 will be issued and proceeds from the sale thereof loaned to Association House of Chicago, an Illinois not for profit corporation (the Borrower ), to provide the Borrower with all or a portion of the funds necessary to (i) finance, refinance or reimburse the Borrower for all or a portion of the costs, including capitalized interest, if any, of the acquiring, constructing, improving, renovating, furnishing and equipping of certain administrative and social services facilities located at 1116 North Kedzie Avenue, Chicago, Illinois 60651 (the North Kedzie Facility ) including, without limitation, replacing steam boilers, an elevator, a cooling tower, tuckpointing and adjustment to chimney height (the New Project ), (ii) refund, advance refund or provide for the payment of all or a portion of the outstanding Illinois Finance Authority Revenue Bond (Association House of Chicago Project), Series 2007 (the Prior Bond ), (iii) pay certain working capital expenditures if deemed desirable by the Borrower, (iv) fund a debt service reserve fund, if deemed necessary or desirable by the Borrower, and (v) pay certain costs relating to the issuance of the Bond if deemed necessary or desirable by the Borrower, all as permitted under the Illinois Finance Authority Act, as amended. The proceeds of the Prior Bond were used, among other things, to (i) finance, refinance or reimburse the Borrower for certain costs relating to the acquiring, constructing, improving, renovating and equipping of an administrative and social services facility at the North Kedzie Facility, (ii) advance refund all of the outstanding Illinois Development Finance Authority (Community Rehabilitation Providers Facilities Acquisition Program) Revenue Bonds, Series 1997C (the IDFA Bonds ), the proceeds of which were used to acquire the North Kedzie Facility and separate parking facilities for the North Kedzie Facility located at 3226-30 West Haddon Street, 3240 West Haddon Street, 3234-40 West Thomas Street, 1104 North Kedzie Avenue, 1132 North Kedzie Avenue and 1134-36 North Kedzie Avenue, all of which are located in Chicago, Illinois and all of which have a zip code of 60651 (collectively, the North Kedzie Parking Facilities ), and to renovate the North Kedzie Facility, (iii) refinance two loans made to the Borrower by the Illinois Facilities Fund (the IFF Loans ), the proceeds of which were used to acquire two residential group homes, one for wards of the State of Illinois and located at 1900 North Sawyer Street, Chicago, Illinois 60647 (the Sawyer Street Home ), and the other for developmentally disabled adults and located at 2849 51 West Walton Street, Chicago, Illinois 60651 (the Walton Street Home and together with the Sawyer Street Home, the Residential Group Homes ), and (iv) pay certain costs incurred in connection with the issuance of the Prior Bond, the refunding, advance refunding or provision for the payment of the IDFA Bonds and the refinancing of the IFF Loans. The Borrower is the initial owner, operator or manager of the North Kedzie Facility, the Residential Group Homes and the North Kedzie Parking Facilities. The estimated maximum principal amount of the Bond to be issued with respect to costs relating to the New Project is not to exceed $1,200,000. The estimated maximum principal amount of the Bond to be issued with respect to costs relating to the refinancing of the Prior Bond is not to exceed $5,200,000. 2. Iowa Health System d/b/a UnityPoint Health - A public hearing will be held before the Executive Director of the Illinois Finance Authority (the Authority ), or his designee, regarding a plan to issue not to exceed $60,000,000 aggregate principal amount of Health Facilities Revenue Bonds (UnityPoint Health) of the Authority, in one or more series (the Bonds ). The proceeds of the Bonds will be loaned to Iowa Health System d/b/a UnityPoint Health (the Borrower ) in order to provide funds to the Borrower and the affiliated entities of the Borrower (the Affiliates ) listed below for the purpose of: (1) financing the cost of the construction, renovation, furnishing, improving and equipping of the projects described under the heading New Money Projects below that are located Not-To-Exceed Amount $6,000,000.00 $60,000,000.00 Page 2
at the addresses set forth under such heading; (2) refunding all or a portion of the outstanding principal amount of the Authority s Revenue Refunding Bonds, Series 2006A (Proctor Hospital) originally issued in the amount of $22,525,000 for the purpose of refunding the outstanding principal amount of the Illinois Health Facilities Authority Revenue Bonds, Series 1991 (Proctor Community Hospital Project) (the Series 1991 Bonds ) the proceeds of which were used to provide funds to the Borrower and the Affiliates listed below under the heading Prior Projects for constructing, improving, renovating, furnishing and equipping hospital facilities that are located at the addresses set forth under such heading and the other purposes set forth thereunder; (3) funding debt service reserve funds, if any; and (4) paying for costs associated with the issuance of the Bonds. The New Money Projects and the Prior Projects are owned and operated by the Affiliates of the Borrower as set forth in the descriptions of the New Money Projects and the Prior Projects. New Money Projects Methodist Medical Center of Illinois and Methodist Health Services Corp. Façade Renovation Project. This project is for the benefit of Methodist Medical Center of Illinois and Methodist Health Services Corp. (users of the project and Affiliates), located at 221 NE Glen Oak Ave, Peoria, Illinois (the Methodist Campus ) and will consist of the acquisition, renovation, construction, equipping and furnishing of exterior renovations to the Glen Oak and East-West buildings on the Methodist Campus and other improvements to and equipment for the hospital facilities. Methodist Medical Center of Illinois and Methodist Health Services Corp. Methodist College Project. This project is for the benefit of Methodist Medical Center of Illinois and Methodist Health Services Corp. (users of the project and Affiliates), located at 221 NE Glen Oak Ave, Peoria, Illinois and will consist of the acquisition, renovation, construction, equipping and furnishing of approximately 81,000 square-feet of building space which will include, without limitation, classrooms, laboratories, faculty offices, and support space along with an additional 45,000 square-feet for warehouse space located at 5801 West War Memorial Drive, Peoria, Illinois. Prior Projects Proctor Health Care Incorporated, Proctor Hospital and Methodist Health Services Corp. Proctor Project. This refinanced project is for the benefit of Methodist Health Services Corp., Proctor Health Care Incorporated and Proctor Hospital (users of the project and Affiliates), located at 5409 N Knoxville Avenue, Peoria, Illinois (the Proctor Campus ) and includes the refunding of the outstanding principal amount of the Series 2006A Bonds, the proceeds of which were used for the following: (a) to refund the outstanding principal amount of the Illinois Health Facilities Authority Revenue Bonds, Series 1991 (Proctor Community Hospital Project) (the Series 1991 Bonds ) the proceeds of which were used to pay a portion of the costs of acquiring, constructing, renovating, remodeling and equipping its health facilities located on the Proctor Campus; (b) to fund a debt service reserve fund for the Series 2006A Bonds; and (c) to pay costs of issuance related to the Series 2006A Bonds. 3. MercyRockford Health System Corporation - A public hearing will be held before the Executive Director of the Illinois Finance Authority (the Authority ), or his designee, regarding a plan of finance by the Authority to issue its Revenue Bonds, Series 2016 (MercyRockford Health System Corporation) in an aggregate principal amount not to exceed $525,000,000 in one or more series over the longest period permitted by law (the Bonds ), at which time any person may be heard regarding the health facilities projects proposed to be financed or refinanced by the Authority with the proceeds from the sale of the Bonds. The proceeds of the Bonds will be loaned to MercyRockford Health System Corporation, an Illinois not for profit corporation (the Corporation ), or one or more corporate affiliates thereof, for the purpose of providing the Corporation and certain of its affiliates with moneys for the refunding of existing bonds and the financing or refinancing of projects operated by the Corporation and/or certain of its affiliates located in the States of Illinois and Wisconsin. Public approval by the State of Wisconsin will be obtained following public notice and public hearing in the State of Wisconsin regarding the Bonds. The proceeds of the Bonds will be used, together with certain other moneys, to (i) finance, $525,000,000.00 Page 3
refinance, or reimburse the Corporation, Rockford Memorial Hospital, an Illinois not for profit corporation ( RMH ), or Rockford Health Physicians, an Illinois not for profit corporation ( RHPH ), for all or a portion of the costs, including capitalized interest, if any, of the planning, design, acquisition, construction, renovation, improvement, expansion and equipping of certain of its health care facilities, including without limitation a new 188 bed hospital and ambulatory care building (the New Projects ), (ii) refunding all or a portion of the outstanding principal amount of the $60,800,000 Illinois Finance Authority Variable Rate Demand Revenue Bonds, Series 2008 (Rockford Memorial Hospital Obligated Group) (the Series 2008 Bonds ) and the $35,075,000 Illinois Finance Authority Revenue Refunding Bonds, Series 2012 (Rockford Health System Obligated Group) (the Series 2012 Bonds and, collectively with the Series 2008 Bonds, the Rockford Prior Bonds ), the proceeds of which were loaned to RMH for the financing or refinancing of the costs of acquiring, constructing and equipping certain health care facilities of RMH and related corporate affiliates (collectively, the Rockford Prior Projects ), (iii) refunding all or a portion of the outstanding principal amount of the $48,445,000 Wisconsin Health and Educational Facilities Authority Revenue Bonds, Series 2010A (Mercy Alliance, Inc.) (the Mercy Prior Bonds and, collectively with the Rockford Prior Bonds, the Prior Bonds ), the proceeds of which were loaned to a predecessor of the Corporation, for the financing or refinancing of the costs of acquiring, constructing and equipping certain health care facilities of such entity and related corporate affiliates (the Mercy Prior Projects and, collectively with the Rockford Prior Projects, the Prior Projects and, collectively with the New Projects, the Projects ), (iv) pay certain working capital expenditures if deemed necessary or desirable by the Corporation, (v) fund a debt service reserve fund if deemed necessary or desirable by the Corporation, (vi) pay certain payments incurred in connection with the termination of certain (a) interest rate exchange agreements related to the Series 2008 Bonds and (b) additional covenant agreements related to the Series 2012 Bonds if deemed necessary or desirable by the Corporation and (vii) pay certain costs relating to the issuance of the Bonds and the refunding of the Prior Bonds if deemed necessary or desirable by the Corporation. The proceeds of the Series 2008 Bonds to be refinanced with the proceeds of the Bonds were used, together with certain other amounts available, to (i) currently refund the Illinois Health Facilities Authority Revenue Bonds, Series 1994 (Rockford Memorial Hospital Obligated Group) Select Auction Variable Rate Securities (SAVRS), the proceeds of which were used to (a) finance health care facilities of RMH and RHPH; (b) finance working capital; and (c) pay costs of issuance, including premium for a bond insurance policy; (ii) pay a swap termination payment; (iii) pay the costs of credit enhancement; and (iv) pay costs of issuance. The proceeds of the Series 2012 Bonds to be refinanced with the proceeds of the Bonds were used, together with certain other amounts available, to (i) currently refund the Illinois Health Facilities Authority Revenue Refunding Bonds, Series 1997 (Rockford Health System Obligated Group) (the Series 1997 Rockford Bonds ) and (ii) pay costs of issuance. The proceeds of the Series 1997 Rockford Bonds were used to, among other things, finance and refinance certain health care facilities owned and/or operated by RMH, RHPH and/or affiliates thereof and to refund certain prior bonds issued to finance or refinance certain health care facilities owned and/or operated by RMH, RHPH and/or affiliates thereof. The proceeds of the Mercy Prior Bonds to be refinanced with the proceeds of the Bonds were used, together with certain other amounts available, to (i) finance costs associated with the acquisition, construction, renovation, remodeling and equipping of certain hospital and related health care facilities of a predecessor to the Corporation and certain corporate affiliates; (ii) refinance bonds previously issued by the Wisconsin Health and Educational Facilities Authority (the Wisconsin Authority ) for the benefit of a predecessor to the Corporation and certain corporate affiliates thereof, the proceeds of which were used to finance or refinance certain health care facilities of such entities; (iii) fund a debt service reserve fund for the Mercy Prior Bonds; and (iv) pay costs of issuance of the Mercy Prior Bonds and the refunding of such other bonds issued by the Wisconsin Authority. The proceeds of the Bonds allocable to the New Projects will be used, and the proceeds of the Bonds allocable to the Prior Projects were used, to finance, refinance or reimburse the Page 4
Corporation, Mercy Health System Corporation, a Wisconsin nonstock, nonprofit corporation ( MHSC ), RMH and/or RHPH, or certain predecessors thereof, for the costs of planning, design, acquisition, construction, renovation, improvement, expansion or equipping the facilities at the addresses listed below and land improvement costs related to the facilities at the addresses listed below, and for the costs of acquiring and installing equipment (including, but not limited to, medical equipment, computer equipment, office equipment and general building equipment and fixtures) used or to be used at the facilities at the addresses listed below. The Corporation, RMH, RHPH, Mercy Assisted Care, Inc. ( MAC ) or MHSC is or will be the initial owner, operator or manager of the respective Projects. It is expected that not more than $500,000,000 of the proceeds of the Bonds were or will be used, directly or indirectly, to finance or refinance assets located in Illinois. All of the projects and facilities located in the State of Illinois to be financed, refinanced or reimbursed with proceeds of the Bonds shall be owned and/or operated by the Corporation, RMH or RHPH and are or will be located at the addresses and properties described below: (a) Hospital, Medical Clinic and Related Health Care Facilities located at 2228, 2300, 2400, 2500 North Rockton Avenue, Rockford, Illinois; (b) Clinic located at 5970 Churchview Drive, Rockford, Illinois; (c) Clinic located at 7702 and 7802 North Alpine Road, Rockford, Illinois; (d) Vacant land adjacent to VanMatre Rehabilitation Hospital located at 950, 988, 1000 and 1008 South Mulford Road, Rockford, Illinois; (e) Buildings housing certain support services for the Corporation, RMH and/or RHPH, including without limitation, the Children s Learning Center, Thrift Shop, REACT office, maintenance warehouse, helipad/hangar, psychology and employee assistance program, located at 2830, 2840, 2850, 2819 and 2918 Glenwood Avenue, Rockford, Illinois; (f) Building housing certain support services for the Corporation, RMH and/or RHPH, including without limitation, the Rockford Memorial Development Foundation, human resources and training centers, located at 2411 Edgemont Street, Rockford, Illinois; (g) Support services building housing information management services and the Regional Emergency Preparedness Office located at 2623 Edgemont Street, Rockford, Illinois; (h) Clinic located at 5000 Prairie Rose Drive in Roscoe, Illinois; and (i) the new 188-bed hospital, medical office building and related health care facilities to be constructed on approximately 90 acres of land owned or to be owned by the Corporation, RMH or an affiliate thereof located in Rockford Township, County of Winnebago, Illinois, which is bounded on the north by East Riverside Boulevard, on the west by Illinois Interstate I-90, on the south by Spring Brook Road, and on the east by a straight line, more or less, that connects Interstate Boulevard on the north boundary to Lyford Road on the south boundary. It is expected that not more than $25,000,000 of the proceeds of the Bonds were or will be used, directly or indirectly, to finance or refinance assets located in Wisconsin. All of the projects and facilities located in the State of Wisconsin to be financed, refinanced or reimbursed with proceeds of the Bonds shall be owned and/or operated by the Corporation, MAC, Visiting Nurses of the Rockford Area or MHSC, and are or will be located at the addresses and properties described below: Janesville Hospital, Clinics and Administrative Offices; 1000 Mineral Point Ave. Mental Health Services, Clinic and Administrative Offices; 901 Mineral Point Ave. Parking Lot/Green Space; 557 N. Washington St. Clinic; 3524 E. Milwaukee St. Clinic & Residency Program; 849 Kellogg Ave. Parking Lot/Green Space; 627 N. Pearl St. Residence for employees/patient families; 810-812 N. Washington St. Homeless Center; 320 Lincoln St. Thrift Shop; 922 Milton Ave. Residential Treatment Center; 20 E. Court St. Health Mall, Clinic, Community Education; 1010 N. Washington St. Page 5
Storage Facility; 631 Harding St. Land; Parcel A, B, C & D of Section 17 (approx. 30 acres at I-90 and Hwy. 26) Administrative Offices; 3430 Palmer Dr. Beloit Clinic; 2825 Prairie Ave. Brodhead Clinic; 2310 First Center Ave. Delavan Clinic; 1038 E. Geneva St. Edgerton Clinic; 215-217 N. Main St. Evansville Clinic; 300 Union St. Lake Geneva Hospital and Medical Center; N2950 State Road 67 Milton Clinic; 725 S. Janesville St. Whitewater Clinic; 507 West Main St. Sports Medicine Center; 519 W. Main St. Total: $591,000,000.00 Page 6