Erin A. Sutton

Experience

Bond Counsel for $1.16 Billion Health Care Financing

Client: Bon Secours Mercy Health, Inc.

We served as bond counsel for Bon Secours Mercy Health, Inc., one of the nation’s 20 largest health care systems, with respect to the issuance of several series of bonds totaling $1.16 billion in aggregate principal amount. As bond counsel, we assisted with each step of the financing process, which involved the public offering of municipal tax-exempt and corporate taxable bonds involving issuers in three states. The bonds were issued in April of 2020 and enabled the financing or refinancing of health care facilities in Ohio, South Carolina, and Virginia while also contributing to the re-opening of the capital markets for health care borrowers during the COVID-19 pandemic. These combined bond deals were selected by The Bond Buyer as its 2020 Deal of the Year in the Health Care Financing Category.

$20.9 million bonds for National Church Residences Flexible Bond Program

We served as bond counsel for National Church Residences, an Ohio nonprofit corporation that specializes in the development, construction and management of affordable and market rate housing for seniors in its 330+ facilities located in 28 states and Puerto Rico. In these transactions, we worked with our client - and its special purpose financial advisor - to create a flexible bond program. This allows separate series of bonds to be issued by the Public Finance Authority, a multi-jurisdictional issuer, for the benefit of various affiliates of our client.

These affiliates can then finance the acquisition and/or capital construction projects at facilities located in Florida or other states. One bond, for the Water’s Edge at Lake Wales Project was $4.9 million while the other bond was $16 million for the Water’s Edge of Bradenton Phase II Project.

One of the unique aspects of these transactions is that tax-exempt or taxable bonds for the benefit of different borrower-affiliates may be issued under a common master bond indenture, which allows for bonds of each series to be issued relatively quickly and efficiently for the benefit of our client and its affiliates. This enables our client to coordinate their capital needs with their acquisition and/or construction schedules.

Underwriter’s Counsel for Unique Tender Offer and issuance of $125 million revenue bond

We served as Underwriter’s Counsel to our client, RBC Capital Markets (Underwriter) in connection with the issuance of tax-exempt revenue bonds for Ashland Hospital Corporation d/b/a King’s Daughters Medical Center. The medical center is a 465-licensed bed acute care hospital, with related facilities, located in the northwest region of Kentucky. In this transaction, a portion of the proceeds of the Series 2014 Bonds was used to finance the costs of the purchase of bonds previously issued for the benefit of the client (Tendered Bonds). The Tendered Bonds were obtained by the client through a successful tender process with the assistance of the Underwriter and Dinsmore pursuant to an Invitation to Tender Bonds filed with the MSRB’s electronic municipal market access system.

$101,900,000 City of Kalamazoo Hospital Finance Authority (Bronson Healthcare Group Inc.)

$101,900,000 City of Kalamazoo Hospital Finance Authority (Bronson Healthcare Group Inc.)

$115,000,000 Cleveland-Cuyahoga County Port Authority Taxable Fixed Rate Lease Revenue Bonds, Series 2009 (Veterans Development Office/Parking, LLC Project)

$115,000,000 Cleveland-Cuyahoga County Port Authority Taxable Fixed Rate Lease Revenue Bonds, Series 2009 (Veterans Development Office/Parking, LLC Project)

$13,220,000 County of Franklin, Ohio Adjustable Rate Demand Health Care Facilities Revenue Refunding Bonds, Series 2013B

$13,220,000 County of Franklin, Ohio Adjustable Rate Demand Health Care Facilities Revenue Refunding Bonds, Series 2013B (Traditions Healthcare Obligated Group)

$21,620,000 Lorain County Port Authority Economic Development Facilities Revenue Refunding and Improvement Bonds, Series 2013A

$21,620,000 Lorain County Port Authority Economic Development Facilities Revenue Refunding and Improvement Bonds, Series 2013A (Kendal at Oberlin) and $6,125,000 Lorain County Port Authority Economic Development Facilities Revenue Bonds, Series 2013B (Kendal at Oberlin Project)

$22,010,000 County of Licking, Ohio (Kendal at Granville Project)

$22,010,000 County of Licking, Ohio (Kendal at Granville Project)

$31,945,000 County of Lucas, Ohio (Lutheran Homes Society, Inc. Obligated Group Project)

$31,945,000 County of Lucas, Ohio (Lutheran Homes Society, Inc. Obligated Group Project)

$313,765,000 County of Franklin, Ohio Hospital (OhioHealth Corporation)

$313,765,000 County of Franklin, Ohio Hospital (OhioHealth Corporation)

$4,650,000 County of Franklin, Ohio Adjustable Rate Demand Health Care Facilities Revenue Bonds, Series 2013

$4,650,000 County of Franklin, Ohio Adjustable Rate Demand Health Care Facilities Revenue Bonds, Series 2013 (Traditions Healthcare Obligated Group)

$4,775,000 County of Mercer, Ohio Hospital Facilities Revenue Refunding Bonds, Series 2013

$4,775,000 County of Mercer, Ohio Hospital Facilities Revenue Refunding Bonds, Series 2013 (The Grand Lake Regional Cancer Center)

$50,550,000 County of Franklin, Ohio Health Care Facilities Improvement Revenue Bonds, Series 2013A

$50,550,000 County of Franklin, Ohio Health Care Facilities Improvement Revenue Bonds, Series 2013A (OPRS Communities)

$54,355,000 City of Middleburg Heights, Ohio (Southwest General Health Center Project), Series 2012A

$54,355,000 City of Middleburg Heights, Ohio (Southwest General Health Center Project), Series 2012A

$63,045,000 City of Middleburg Heights, Ohio (Southwest General Health Center Project), Series 2011

$63,045,000 City of Middleburg Heights, Ohio (Southwest General Health Center Project), Series 2011