NOTICE OF A SPECIAL MEETING AND PUBLIC HEARING

NOTICE IS HEREBY GIVEN that The Health and Educational Facilities Board of the City of Johnson City, Tennessee (the “Board”) will hold a special meeting on December 18, 2017 at 9:00 a.m. at the Municipal Building located at 601 E. Main in Johnson City, Tennessee to consider and act upon all business which may properly come before the Board, said business to include, but not necessarily be limited to:
i. the issuance of the Board’s revenue bonds in the total amount not to exceed $350,000,000 (the “Advance Refunding Bonds”), the proceeds of which, if issued, would be loaned to Mountain State Health Alliance, a Ten nessee nonprofit corporation (the “Alliance”), to assist the Alliance with the refunding in whole or in part of the out standing principal amount of (a) the Board’s Hospital Reve nue Bonds (Mountain States Health Alliance), Series 2009A (the “Series 2009A Bonds”), (b) the Industrial Devel opment Authority of Smyth County’s (the “Smyth Authori ty”) Hospital Revenue Bonds (Mountain States Health Alli ance), Series 2009B (the “Series 2009B Bonds”), (c) the In dustrial Development Authority of Washington County, Vir ginia’s Hospital Revenue Bonds (Mountain States Health Alliance), Series 2009C (the “Series 2009C Bonds”), (d) the Board’s Hospital Refunding Revenue Bonds (Mountain States Health Alliance), Series 2010A (the “Series 2010A Bonds”), and (e) the Smyth Authority’s Hospital Refunding Revenue Bonds (Mountain States Health Alliance), Series 2010B (the “Series 2010B Bonds”); and
ii. the issuance of the Board’s revenue bonds in the approxi mate amount of $215,000,000 (the “Current Refunding Bonds”), the proceeds of which, if issued, would be loaned to the Alliance to assist the Alliance with the refunding in whole or in part of the outstanding principal amount of (a) the Board’s Hospital Refunding Revenue Bonds (Mountain States Health Alliance) Series 2013C, (b) the Smyth Au thority’s Hospital Refunding Revenue Bonds (Mountain States Health Alliance) Series 2013D, (c) the Smyth Au thority’s Hospital Refunding Revenue Bonds (Mountain States Health Alliance) Series 2013E, (d) the Smyth Au thority’s Hospital Refunding Revenue Bonds (Mountain States Health Alliance) Series 2013F, (e) the Board’s Hos pital Refunding Revenue Bonds (Mountain States Health Alliance) Series 2013G, and (f) the Smyth Authority’s Hos pital Refunding Revenue Bonds (Mountain States Health Alliance) Series 2013H.

The Series 2009A Bonds financed or refinanced costs associated with the acquisition, constructing and equipping of the Alliance’s facilities located at (1) 400 N State of Franklin Road, Johnson City, Tennessee, and commonly known as the Johnson City Medical Center (“JCMC”), (2) 203 E. Watauga Avenue Johnson City, Tennessee, and commonly known as the Johnson City Specialty Hospital (“JCSH”), (3) 401 Princeton Road, Johnson City, Tennessee, and commonly known as the North Side Hospital (“Northside”), (4) 2000 Brookside Drive, Kingsport, Tennessee, and commonly referred to as Indian Path Medical Center (“Indian Path”), (5) 1501 West Elk Avenue, Elizabethton, Tennessee, and commonly known as Sycamore Shoals Hospital (“Sycamore Shoals”), (6) 403 N State of Franklin Road, Johnson City, Tennessee, and commonly known as Woodridge Hospital (“Woodridge”), and (7) 300 Med Tech Pkwy, Johnson City, Tennessee, and commonly known as Franklin Woods Community Hospital (“Franklin Woods”).

The Series 2009B Bonds refinanced prior obligations of the Alliance, which financed and refinanced the costs associated with the acquisition, constructing and equipping of the Alliance’s facilities located at 245 Medical Park Drive, Marion, Virginia, and commonly known as Smyth County Hospital.

The Series 2009C Bonds financed the costs associated with the acquisition, constructing and equipping of the Alliance’s facilities located at 16000 Johnston Memorial Drive, Abingdon, Virginia, and commonly known as Johnston Memorial Hospital.

Series 2010A Bonds financed or refinanced costs associated with the acquisition, constructing and equipping of the Alliance’s facilities located at (1) JCMC, (2) Franklin Woods, (3) Woodridge, (4) Northside, (5) Indian Path, (6) JCSH, (7) 1901 South Shady Street, Mountain City, Tennessee, and commonly known as the Johnson County Community Hospital, and (8) Sycamore Shoals.

The Series 2010B Bonds refinanced prior obligations of the Alliance, which financed the costs associated with the acquisition, construction and equipping of the Alliance’s facilities located at 245 Medical Park Drive, Marion, Virginia, and commonly known as Smyth County Hospital and 100 15th St NW, Norton, Virginia, and commonly known as Norton Community Hospital.

It is expected that approximately $204,000,000 of the Advance Refunding Bonds will be used to refinance the Series 2009A Bonds and the Series 2010A Bonds, which financed and refinanced the costs of the facilities that are located in Tennessee. It is expected that approximately $146,000,000 of the Advance Refunding Bonds will be used to refinance the Series 2009B Bonds, the Series 2009C Bonds and the Series 2010B Bonds, which financed and refinanced the costs of the facilities that are located in Virginia.

THE ADVANCE REFUNDING BONDS AND THE CURRENT REFUNDING BONDS (COLLECTIVELY, THE “BONDS”), IF ISSUED, WOULD NOT REPRESENT OR CONSTITUTE A DEBT OR PLEDGE OF THE FAITH AND CREDIT OR THE TAXING POWER OF THE BOARD, THE STATE OF TENNESSEE, OR ANY POLITICAL SUBDIVISION THEREOF INCLUDING WITHOUT LIMITATION THE CITIES OF JOHNSON CITY, KINGSPORT, ELIZABETHTON AND MOUNTAIN CITY, TENNESSEE AND THE COUNTIES OF WASHINGTON, SULLIVAN, CARTER AND JOHNSON, TENNESSEE.

At the time and place set forth above, the Board will hold a public hearing relative to the proposed issuance of the Advance Refunding Bonds on behalf of itself, the Cities of Kingsport, Elizabethton and Mountain City, Tennessee and the Counties of Sullivan, Carter and Johnson, Tennessee. The public hearing will be held pursuant to the requirements of Section 147(f) of the U.S. Internal Revenue Code of 1986, as amended. Any person interested in the issuance of the Advance Refunding Bonds or the location or purpose of the assets to be financed or refinanced with the proceeds of the Advance Refunding Bonds is invited to attend the public hearing (which may be continued or adjourned to a later date), and they will be given an opportunity to express their views both orally and in written form concerning the proposed issuance of the Advance Refunding Bonds and the financing and refinancing of the projects with the proceeds thereof.

THE HEALTH AND EDUCATIONAL FACILITIES BOARD OF THE CITY OF JOHNSON CITY, TENNESSEE

23885055.2

PUB1T: 12/2/17