Recommendation Concerning Issuance of Revenue Bonds by Escambia County Health Facilities Authority for Health Care Project and Refunding of Outstanding Indebtedness on Behalf of Certain Related Borrowers, Including Baptist Health Care Foundation, Inc. - JoLinda Herring, Bryant Miller Olive P.A. and Eugene Franklin, Chairman of the Escambia County Health Facilities Authority
That the Board adopt, and authorize the Chairman to sign, a Resolution authorizing the issuance of revenue bonds by the Escambia County Health Facilities Authority (the “Authority”) on behalf of Baptist Health Care Corporation (“BHCC”), Baptist Health Care Foundation, Inc. (“BHCF”), Baptist Hospital, Inc. (“BHI”), Baptist Medical Group, LLC (“BMG”), Baptist Urgent Care, LLC (“BUC”), Jay Hospital, Inc. (“JH”), Lakeview Center, Inc. (“LC”), Global Connections to Employment, Inc. (“GCE”) and Baptist Brent Lane Properties, LLC (“BBLP” and, together with BHCC, BHCF, BHI, BMG, BUC, JH, LC and GCE, the “Borrowers”) for the purpose of financing the Project herein described and refinancing certain Outstanding Indebtedness herein described. |
The Borrowers have requested the Authority issue its revenue bonds (the "Bonds"), in the aggregate principal amount of not exceeding $925,000,000, the proceeds of which will be used, together with certain other moneys, to (i) pay or reimburse the Borrowers for, or refinance any indebtedness incurred to pay, the costs of acquiring, constructing, expanding, renovating, rehabilitating and equipping certain healthcare facilities and all necessary, attendant or related facilities, equipment, site work and utilities thereto, including but not limited to, the construction and equipping of a replacement hospital with approximately 650,000 square feet of patient care space and a medical office building on approximately 54 acres on the New Hospital Campus at the southwest corner of Brent Lane and I-110 in Pensacola, Florida, all as more fully described in the Notice of Public Hearing attached as Appendix A to the Report of Hearing Officer (Exhibit A to the Resolution) (collectively, the “Project”) (in an aggregate principal amount not to exceed $855,000,000); (ii) refund or refinance the Escambia County Health Facilities Authority Health Care Facilities Revenue Bond (Baptist Hospital, Inc. Project) Series 2009A (the “Series 2009A Bond”) (in an aggregate principal amount not to exceed $8,000,000); (iii) refund or refinance the Escambia County Health Facilities Authority Health Care Facilities Revenue Bonds (Baptist Hospital, Inc. Project), Series 2010A (the “Series 2010A Bonds”) (in an aggregate principal amount not to exceed $140,000,000), (iv) refinance certain taxable indebtedness of the Borrowers, the proceeds of which were used to pay or reimburse the Borrowers for, or refinance any indebtedness incurred to pay, the costs of acquiring, constructing, expanding, renovating, rehabilitating and equipping certain healthcare facilities and all necessary, attendant or related facilities, equipment, site work and utilities thereto (in an aggregate principal amount not to exceed $140,000,000) (together with the Series 2009A Bonds and the Series 2010A Bonds, the "Outstanding Indebtedness"); (v) fund a debt service reserve fund for the benefit of the Bonds, if deemed necessary or desirable by BHCC; (vi) fund interest accruing on the Bonds, if deemed necessary or desirable by BHCC; and (vii) pay certain expenses incurred in connection with the issuance of the Bonds, including the cost of any credit or liquidity enhancement, all as permitted by the Health Facilities Authorities Law, Part III, Chapter 154, Florida Statutes and the Florida Industrial Development Financing Act, Part II, Chapter 159, Florida Statutes (the “Acts”)
The Bonds will be underwritten by Bank of America Securities and J.P. Morgan Securities and will carry a rating granted by one or more of the national rating agencies. Other firms assisting in the financing are Chapman and Cutler, Chicago, Illinois, serving as Bond Counsel to the Borrowers; Beggs & Lane, Pensacola, Florida, serving as Borrowers' Counsel; Kaufman Hall, Chicago, Illinois, serving as Financial Advisor to the Borrowers; Bryant Miller Olive P.A., special counsel to the Authority, and Michael J. Stebbins, P.L., as the Authority's General Counsel.
On December 12, 2019, the Authority conducted a public hearing as required by Section 147(f) of the Internal Revenue Code of 1986, as amended, to take public comment on the proposed issuance by the Authority of the Bonds for the purposes described above. The Report of Hearing Officer, including the Proof of Publication of the Notice of Public Hearing, is included as Exhibit "A" to the Resolution. No persons present at the hearing spoke in opposition to the issuance of the Bonds by the Authority, and no written communications about the Bonds were received by the Authority.
The Bonds, when issued, will be special, limited obligations of the Authority payable solely out of the revenues derived from one or more loan agreements with the Borrowers. The Bonds and the interest thereon will never constitute an indebtedness, liability, general or moral obligation, or pledge of the faith, credit or taxing power of the State of Florida, Escambia County, or any other political subdivision of the State of Florida within the meaning of any constitutional or statutory provisions or limitations. |