R2004-025 02-09-04 RESOLUTION NO. R2004-25
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND,
TEXAS, CONSENTING TO AND APPROVING THE ISSUANCE OF BONDS
BY THE HARRIS HEALTH FACILITIES DEVELOPMENT CORPORATION
TO PAY REIMBURSEMENT FOR LAND ACQUIRED TO BE THE
PROPOSED INITIAL OUTPATIENT AND/OR INPATIENT HEALTH CARE
FACILITY TO BE LOCATED WITHIN THE CITY OF PEARLAND.
WHEREAS, the Harris County Health Facilities Development Corporation
(the "HCHFDC") has preliminarily approved the issuance of its bonds or other
obligations, in one or more series (the "Bonds") to pay reimbursement for land
acquired to be the proposed initial outpatient and or/inpatient health care facility (the
"Health Facilities"), to be located on 21.9194 acres at the northwest corner of FM
518 and Highway 288 within the City of Pearland (the "City"), as well as other health
care facilities;
WHEREAS, under the Health Facilities Development Act, Chapter 221,
Texas Health and Safety Code (the "Act"), the HCHFDC may do so only with the
consent of the City Council of the City;
WHEREAS, pursuant to section 147(f) of the Internal Revenue Code of 1986,
as amended (the "Code"), after a reasonable public notice, the HCHFDC conducted
a public hearing on the issuance of the Bonds to finance the Health Facilities, which
are or are to be owned, operated, or managed by Memorial Hermann Hospital
System, a Texas non-profit corporation, and other facilities;
WHEREAS, the approval by the Mayor or this City Council of the issuance of
the Bonds to finance the Health Facilities is a condition to the exclusion of interest
on the Bonds from the gross income of the owners thereof for federal income tax
purposes and, consequently, is necessary to finance the Health Facilities at the
favorable interests rates which are borne by tax-exempt obligations; and
RESOLUTION NO. R2004-25
WHEREAS, this City Council desires to facilitate the financing, acquisition,
and construction of the Heath Facilities in order better to provide for the health care
needs of City residents; now therefore;
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS:
Section 1. The City Council hereby consents to the issuance of the Bonds and
the use of proceeds thereof by the HCHFDC to cause Memorial Hermann Hospital System
to acquire and construct the Health Facilities..
Section 2. The issuance of the Bonds in the maximum aggregate principle
amount of $300,000,000 to finance the Health Facilities is hereby approved pursuant to
SeCtion 147(f) of the Code.
Section 3. The consent and approval herein granted are solely for purposes of
the Act and Section 147(f) of the Code and shall not be construed as a representation,
warranty, or other undertaking of any kind by the City in respect of the Bonds or the Heath
Facilities. The Bonds shall not constitute obligation of the City or a pledge of its faith and
credit, and the City shall not be obligated to pay the Bonds or the interest thereon or
otherwise incur any liability in respect thereof.
Section 4. The Mayor, the City Secretary, and other officers of the City, are
hereby authorized to execute and deliver such endorsements, certificated, instruments,
documents, or other papers and to do all other things necessary or advisable to give
effects to the intent and purpose hereof.
PASSED, APPROVED and ADOPTED this the 9th dayof February ,
A.D., 2004.
2
RESOLUTION NO. R2004-25
TOM REID
MAYOR
ATTEST:
APPROVED AS TO FORM:
DARRIN M. COKER
CITY ATTORNEY
3
Houston Chronicle
179/1~099 FULBRIGHT JAWORSKI Jan 13 2004 ~ ~, Page 1
AFFIDAVIT OF PUBLICATION
STATE OF TEXAS:
COUNTY OF HARRIS:
Before me, the undersigned authority, a Notary Public in and for the State
of Texas,-on the day personally appeared: GAIL FEAGINS, who after being duly
sworn, says that she is the SUPERVISOR-ACCOUNTS RECEIVABLE at the HOUSTON
CHRONICLE, a daily newspaper published in Harris County, Texas, and that the
publication, of which the annexed herein, or attached to, is'a true and correct
copy, was published to-wit.:
FULBRIGHT JAWORSKI 179400'99
RAN A LEGAL NOTICE
SIZE BEING: 2 X 6.0 I (12.0I)
product date
hc Jan 13 2004
40251816
class'.
1245.0
page
E_tue_O 7
GAIL FEAGINS ~
SUPERVISOR - ACCOUNTS RECEIVABLE
Sworn and subscribed to before me, this the 13th Day of January A.D. 2004
Notary Pu~l~--in-and f6r the State of Texa~
· NOTICE OF PUBLIC HEARING
Take Notice that, for purposes of section 147(t) of the
Internal Revenue Code of 1986, as amended, the '
_Harris County ,, Health Facilities DeveioL~nent
~;omoratign (the ISSuer') will hold a public healing an
Wednesday, January 28, 2004, at ~'30 aJ~. at the
offices of Nathan Sommers Jacobs & Gorman, a
Professional Comoratlen, 2800 Post Oak Boulevard,
Spite 6100, Houston, Texas 77056, with respect to a
pan of financing, through the proposed IsSuance of the
Issuer's limited obligation revenue bonds In one or
n~. re. series in the approximate maximum aggregate ·
Enncmal amount of $3~,0~,000 (the "B.O~ls_ ."), to .,
anode acquisITIOn Ot silos ana caprral equlpmenl'/or.. ' ..
the following healthcare facflltlas, located at the
~ locations In the State of Texas: . · .
~JJ/~l Herma~n Hospital 64~n
(il~iuding Memorial Hermann Houston,
I, a Cou"
N~wnorlal Hermann Southwest 7600 Beechnut
Hospital (induding its afflllated Houston,
continuing care hospital), ' Harris County '
a 604-bed acute cam hospital
H~lrlal I-lermann Southeast
I, a 249-bed acute care
N~wnorial Hermann
a 249-bed acute care hospital
Memorial Hermann
fv~e~x~rlaJ City Hospital,
~141~, al Hermann
a l~8-bed acute cam hospital
· N~morial Hermann
Memorial Hermann
Fort Bend H~pital,
an 84-bed acute cam hospital
nHermann ·
dows Pines,
urslng home.
MemoriaIHermann
Continuing Care Hospital,
acute care hospital ·
N~wnorial Hermann Prevention
and Recovery Center,
a ,12-bed chemical
dependency treatment center
'Proposed Initial outpatient
and/or Inpatient primary
healthcare facility
' 11800 Astorla Boulevard
Houston,
Harrb County
Lo~610 aid EI~ BaALward
290 Frostwood
9520 Plrecroft Drive
Montgamery County
Kaly, Foal Bend Counly
3803 F.NL 1092
Missouri City,
Foil Bend COunty
Harris County
Housfor~'
Harris.County
~550 La'Co~cha
Houstofl,
Harris County
N.E. Corner, F.M 5t8
and S.H. 288
Peariand,
Brazorta County
The fi~cilltio~ am or are to be owned, 'operated, or ·.
managed by Memorial Hermann Hospital System, an
affiliate of Memorial Hertnann Healthcare System,
each a Texas non-profit corporation,'or (In the case of'
the continuing cam hospitals and nurs_ing.home_) Its
_affiliate,. Mem_orlal Herma_.nn Continuing (;are
~0rPorat!orb a i exes non-prom* corporation.
The Bonds would be limited recourse obligations ofthe
Issuer payable solely from the repayment of the lean
of proceeds of such obligations to Memorial Hermann
Healthcare System or its affiliates and would not
constitute a debt or obligation of Harris County, any of
..the other iurlsdicflons listed above, or any other public
body or be In any way payable from. texes or other
pubnc funds. ·
All Interested persons are Invited'to altond the public
hearing and will be given an opp~rfunity to address the
question of whether the Harris, Fort Bend,
/~mtgomery/and Brazorla County Commissioners
Courts and/or County Judges and/or the City
Councils or Mayors. of Missouri City, Pearland,
and/or Katy, Texas, should approve the Plan of.
financing of the facilities through the Issuance of the
Bonds. Following the public hearing,' a report
concerning the hearing will be submitted to the
approving govemmentalbody or official, who may act
;on a ronusst to approve the plan of financing. '
.~Gt)pSt... imts, requests for additional information, or
~wi'itten comments may be directed in writing to the
Issuer in care of Nathan Sommers Jacobs & German,
a Professional Corp~retion~ 2800 Post Oak Boulevard,
Suite 6100, Houston, Texas 77056, Attendo~ Ann C.
Jacobs, Esq.
HARRIS COUNTY HEALTH FACILITIES
DEVELOPMENT CORPORATION
FULBRIGHT & JAWORSKI L. L. P.
A REGISTERED LIMITED LIABILITY PARTNERSHIP
1301 MCKINNEY, SUITE 5100
HOUSTON, TEXAS 7 7 0 1 0-3095
WWW.FULBRIGHT.COM
DMITCHELL@FULBRIGHT.COM - TELEPHONE: (713) 651-5151
DIRECT DIAL: (713) 651-5559 FACSIMILE: (713) 651-5246
February 2, 2004
VIA MESSENGER
Re: Financing to pay reimbursement for land acquired to be the proposed initial
outpatient and/or inpatient health care facility to be located within the City of
Pearland
Honorable Tom Reid,Mayor
City of Pearland, Texas
3519 Liberty Drive
Pearland, Texas 77581
Dear Mayor Reid:
On behalf of our clients, Memorial Hermann Hospital System ("Memorial Hermann")
and the Harris County Health Facilities Development Corporation (the "HCHFDC"), we
respectfully request that the City Council assist Memorial Hermann's efforts to acquire and
construct the referenced improvements (the "Health Facilities") by consenting to and approving
the issuance of tax-exempt bonds for that purpose by the HCHFDC.
Proposed Financing. Memorial Hermann is a Texas non-profit corporation. It owns or
leases and operates community based health care facilities, nine general acute care hospitals, two
long-term acute care hospitals, two nursing homes, home health services, a prevention and
recovery center, and various medical office buildings all serving the greater Fort Bend, Harris,
Brazoria and Montgomery County area. Memorial Hermann also manages three acute care
facilities in Yoakum,Beaumont and Orange, Texas. Since Memorial is a non-profit organization,
all savings realized by it through the proposed financing will enable it to provide better health
care services to Pearland residents and to stabilize the cost of such services.
Required State Law Consent. The Texas Health Facilities Development Act authorizes
the HCHFDC to finance the acquisition of and construction of the Health Facilities, but only if
the Brazoria County Commissioners Court and the Pearland City Council consent to its doing so.
Memorial Hermann received preliminary approval from the HCHFDC to undertake the proposed
financing on January 12, 2004. Memorial Hermann has asked for Brazoria County
Commissioners Court's consent. On behalf of Memorial Hermann and the HCHFDC, we
respectfully request that the City Council consent to the issuance of bonds by the HCHFDC to
45410798.1
HOUSTON • NEW YORK•WASHINGTON DC•AUSTIN • DALLAS• Los ANGELES• MINNEAPOLIS•SAN ANTONIO • HONG KONG • LONDON • MUNICH
Honorable Tom Reid
February 2,2004
Page 2
finance Memorial Hermann's acquisition construction of the Health Facilities in accordance with
the Act.
Required Federal Income Tax Approval. Under the Internal Revenue Code of 1986,
tax-exempt bonds may be issued to finance the acquisition and construction of the Health
Facilities only if you or City Council or the County Judge or the Commissioners Court approve
the bonds after public hearing on published notice. (These steps are sometimes referred to as
"TEFRA" approval, after the Tax Equity and Fiscal Responsibility Act in which the requirement
was first enacted.) The HCHFDC published notice of and held the requisite hearing on the
morning of January 28, 2004. A copy of the notice is enclosed. No opposition to the financing
was heard at the hearing. On behalf of Memorial Hermann and the HCHFDC, we respectfully
request that the City Council approve the issuance of bonds by the HCHFDC to finance
Memorial Hermann's acquisition and construction of the Health Facilities in accordance with the
Code.
Proposed Resolution and Timing. A proposed resolution of the City Council granting
the requested consent and approval is enclosed. As you can see from the resolution, it does not
impose any liability on the City, but rather merely satisfies legal conditions to action by the
HCHFDC. Also enclosed is a suggested form of certificate to evidence adoption of the
resolution.
To permit us to close the transaction on schedule, we respectfully request the City
Councils' consideration of this matter at its meeting on Monday, February 9, 2004. The caption
of the resolution should suffice as a description of the agenda item for open meetings law
purposes.
I would be pleased to answer any questions you or the City Council or City Attorney may
have about the requested action. Please feel free to call me at (713) 651-5559. I plan to attend
the February 9,2004 City Council meeting.
45410798.1
Honorable Tom Reid
February 2, 2004
Page 3
Thank you in advance for any assistance you can provide in scheduling action on our
request and for facilitating the financing of this worthwhile project. I look forward to hearing
back from you on this request or to seeing you at the City Council meeting.
Best regards,
errick Mitchell 4—
DM/nsn
Enclosures
cc: The Honorable Allen Mueller(w/enclosures)
City Attorney
Mr. Dennis P. McVeigh(w/enclosures)
Memorial Hermann Hospital System
Mr. Fredric A. Weber(w/o enclosures)
Firm
45410798.1