Notice of Public Hearing

NOTICE OF PUBLIC HEARING

Notice is hereby given that a public hearing will be conducted by the Massachusetts Development Finance Agency (the “Agency”) (successor to the Massachusetts Health and Educational Facilities Authority (“HEFA”)) on April 13, 2016 at 10:00 a.m. at 99 High Street, 11th Floor, Boston, MA 02110 on the proposal of CareGroup, Inc. (together with any affiliates, “CareGroup”), that the Agency:

(I) Approve the following projects owned or to be owned and operated by CareGroup for healthcare purposes including: the financing and refinancing of the acquisition and installation of capital equipment and the construction of improvements and renovations to facilities for: CareGroup, with major facilities located at 109 Brookline Avenue, Boston, MA, 02215; Beth Israel Deaconess Medical Center, Inc. (“BIDMC”), with major facilities located at its East Campus located at 330 and 364 Brookline Avenue, Boston, MA (“East Campus”), its West Campus, having a principal address of One Deaconess Road, Boston, MA and located on and bounded generally by Brookline Avenue, The Riverway, Longwood Avenue, Pilgrim Road and Joslin Place, Boston, MA (“West Campus”), and 99 and 109 Brookline Avenue, Boston, MA; 1135 Tremont Street, Boston, MA; 1000 Broadway, Chelsea, MA; 482 Bedford Street, Lexington, MA; and 200 Bowdoin Street, Dorchester, MA; New England Baptist Hospital (“New England Baptist”), with major facilities located at 70 and 125 Parker Hill Avenue, Boston, MA, 171 Fisher Ave., Boston, MA, One Brookline Place, Boston, MA, 830 Boylston Street, Chestnut Hill, MA and 1272-1274 Hyde Park Ave., Boston, MA; Beth Israel Deaconess Hospital-Needham, Inc. (“Beth Israel Needham”) with major facilities located at 148 Chestnut Street, Needham, MA; Mount Auburn Hospital (“Mount Auburn”), with major facilities located at 330 Mount Auburn Street, Cambridge, MA; Mount Auburn Professional Services, Inc., with major facilities located at 330 Mount Auburn Street, Cambridge, MA (collectively, the “Mount Auburn Campus”); and Medical Care of Boston Management Corporation (d/b/a Affiliated Physicians Group), with major facilities located at 400 Hunnewell Street, Needham, MA, and others as noted below, including:

1. The refinancing of HEFA’s Revenue Bonds, CareGroup Issue, Series E-1 (2008) and Series E-2 (2008), which financed: (A)

(i) various renovation and construction projects and capital equipment acquisitions for BIDMC’s facilities at the East Campus, West Campus, and other BIDMC facilities listed above;

(ii) construction, renovation, furnishing and various other capital acquisitions for Mount Auburn’s new and expanded facilities at 330 Mount Auburn Street, Cambridge, MA with approximately 250,000 square feet of new renovated space to include (1) a new six-story acute care facility to support additional critical care and medical/surgical beds, expanded operating rooms and interventional radiology rooms, and (2) a new 264 parking garage;

(iii) construction, renovation, furnishing and various other capital acquisitions for New England Baptist’s Master Facility Plan, including the following distinct construction projects: a new Atrium of approximately 2,740 sq. ft., a pre-operative and post anesthesia unit of

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approximately 14,310 sq. ft., construction of a central sterile supply area of approximately 8,290 sq. ft., and construction of new operating rooms of approximately 18,615 sq. ft.;

(iv) construction, renovation, furnishing and various other capital acquisitions for Beth Israel Needham’s new and expanded facilities at 148 Chestnut Street, Needham, MA, including an approximately 59,000 square foot project on two floors to renovate and expand services in the emergency department, impatient units, radiology department, and associated support services; and

B. refinanced the following completed projects:

(i) construction of the Clinical Center and various other construction and renovation projects and capital equipment acquisitions for BIDMC’s facilities located at 99, 109, 132 and 330 Brookline Avenue, 200 and 333 Longwood Avenue, 400 The Fenway, 185 Pilgrim Road, 21 Autumn Street, 21-27 Burlington Street, 230 Bowdoin Street, 1135 Tremont Street, Boston, MA and 482 Bedford Street, Lexington, MA;

(ii) construction, renovation, furnishing and various other capital acquisitions for the facilities located at 77 Avenue Louis Pasteur, Boston, MA, 02115;

(iii) construction, renovation, furnishing and various other capital acquisitions at BIDMC’s East Campus and West Campus facilities, including renovations of floors 2-5 of the Farr Building and the Farr Building kitchen, renovations of a new Emergency Department, and renovations of the fourth floor of the Palmer Baker Span for cardiology administration;

(iv) the refinancing of HEFA’s Revenue Bonds, New England Deaconess Hospital Issue Series C, which consisted of the financing and refinancing of the project located on New England Deaconess Hospital’s (the “Deaconess”) main campus bounded by Brookline Avenue, Riverway, Longwood Avenue, Pilgrim Road and Joslin Place, all in Boston, MA, and at 180, 220, 333 and 375 Longwood Avenue, 21-27 Burlington Avenue, 900 Commonwealth Avenue, 50 Binney Street, 99, 109, 441-459, 467 and 475 Brookline Avenue and 306 Riverway, all in Boston, MA, One Brookline Place, Brookline, MA, and 99 Mahler Road, Roslindale, MA (collectively, the “Deaconess Campus”) consisting generally of:

(a) site preparations, including the demolition of Harris Hall, 25 Deaconess Road, and properties at 441-459 Brookline Avenue and 467 Brookline Avenue, in Boston, MA; architectural, engineering and planning services; and other demolition, construction and renovations on the Deaconess’s Deaconess Campus, all in connection with the expansion and upgrading of the Deaconess’s clinical facilities;

(b) prepayment of the loan made by HEFA to the Deaconess from proceeds of HEFA’s Revenue Bonds, Capital Asset Program Issue, Series F-1, Periodic Auction Reset Securities, for projects including construction of additional intensive care beds, construction of additional adult medical/surgical beds, renovating of existing patient care areas, the renovation of the Kennedy Hall school of nursing building, expansion and renovation of Meissner Building, construction of additional research facility

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space, the purchase of certain equipment including a Magnetic Resonance Imager, C.T. Scanner, Linear Accelerator or other equipment, as well as other construction projects, renovation projects, and equipment acquisitions to be used in patient care, research and support services, and the refinancing of prior loans made by HEFA to the Deaconess for similar facilities and equipment; and

(c) purchase of capital equipment, other construction and renovation on the Deaconess’s Deaconess Campus, including construction and renovation related to the Palmer and Baker Buildings and Baker Annex, and reimbursement of prior capital expenditures to the Deaconess;

(v) the refinancing of HEFA’s Revenue Bonds, New England Deaconess Hospital Issue, Series D, which financed 1 Joslin Place and the Deaconess Campus in Boston, MA generally consisting of the acquisition of land, site development, construction or alteration of buildings or the acquisition or installation of furnishings and equipment, or any combination of the foregoing, in connection with the following:

(a) Construction of a clinical facility at 25 Deaconess Road:

(b) Renovation of existing space at 185, 191 and 193 Pilgrim Road;

(d) Purchase of capital equipment;

(vi) the refinancing of HEFA’s Revenue Bonds, New England Baptist Hospital Issue, Series B, which consisted of the financing and refinancing of the projects located at 125 Parker Hill Avenue, Boston, MA consisting generally of the renovation of various hospital facilities and the acquisition of a CT scanner and the construction of related building renovation as well as the acquisition of other equipment and the financing and refinancing of construction and other renovations;

2. The refinancing of HEFA’s Revenue Bonds, CareGroup Issue, Series D (2004), which financed:

(i) The projects financed and refinanced with the proceeds of HEFA’s Revenue Bonds, Beth Israel Hospital Issue, Series G, which projects are owned and operated by Beth Israel Deaconess Medical Center, Inc. (formerly known as The Beth Israel Hospital Association) and consist of: (A) the acquisition of approximately 2.3 acres of land located at 364 Brookline Avenue, Boston, MA; (B) the construction thereon of a multi- use Clinical Center of approximately 385,317 square feet primarily for ambulatory care, together with a cafeteria service; a nine floor below grade parking garage for up to 930 cars; and approximately 15,600 square of retail space; (C) the acquisition of an approximately 55,015 square foot parcel of land and building thereon located at 99 Brookline Avenue, Boston, MA and the renovation of the building for use as a research

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facility; (D) working capital related to the projects described in this paragraph (i); and (E) various other construction and renovation projects and capital equipment acquisitions for existing facilities of Beth Israel Deaconess Medical Center, Inc. located at 109, 132 and 330 Brookline Avenue, 200 and 33 Longwood Avenue, 400 The Fenway, Boston, MA, and at future facilities of Beth Israel Deaconess Medical Center, Inc., located at 482 Bedford Street, Lexington, MA and at 99 Brookline Avenue, Boston, MA; and

(ii) The projects financed and refinanced with the proceeds of HEFA’s Revenue Bonds, Mount Auburn Hospital Issue, Series B, which projects are owned and operated by Mount Auburn Hospital and consist of: (A) those projects previously financed and refinanced with the proceeds of HEFA’s Revenue Bonds, Mount Auburn Hospital Issue, Series A, located 300-330 Mount Auburn Street, Cambridge, MA, and consisting of (1) construction of additions to the South Building and the Laboratory Building aggregating approximately 7,600 square feet to house a new operating suite and surgical locker rooms, respectively, (2) construction of shell space in the Central Building to house a coronary care and a progressive coronary care unit and obstetrics, (3) renovation of the ground floor of the Central Building to contain a walk-in clinic and pre- admission testing areas, (4) renovation of portions of the South Building to house anesthesia locations in the surgical suite, four private patient rooms and a postpartum unit, (5) renovation of portions of the Wyman Building to house anesthesia offices and outpatient surgery, outpatient clinics and a Hematology/Oncology Outpatient Clinic, (6) acquisition of various items of capital equipment in connections with the uses described in (1) through (5) above, and (7) construction of the Central Building, which houses admitting, the emergency room, the lobby, the cafeteria and patient service areas; (B) those projects previously financed and refinanced with the Capital Asset Program Loan dated December 12, 1986 made by HEFA to Mount Auburn Hospital from the proceeds of HEFA’s Variable Rate Demand Revenue Bonds, Capital Asset Program Issue, Series D (“Pool Bonds”), consisting of the acquisition and renovation of various capital equipment located at 300-330 Mount Auburn Street, Cambridge, MA; (C) those projects previously financed with the Capital Asset Program Loan dated March 12, 1991, made by HEFA to Mount Auburn Hospital from the proceeds of the Pool Bonds, consisting of renovations to the parking garage located at 300-330 Mount Auburn Street, Cambridge, MA, and purchase of various capital equipment located at 300-330 Mount Auburn Street, Cambridge, MA; (D) those projects previously financed with the Capital Asset Program Loan dated March 3, 1993, made by HEFA to Mount Auburn Hospital from proceeds of HEFA’s Revenue Bonds, Capital Asset Program Issue, Series G-1, consisting of the purchase of land with the buildings and improvements thereon located at 705 Mount Auburn Street, Watertown, MA; and (E) construction, renovation and capital equipment in various buildings of the Mount Auburn Hospital campus at 300-330 Mount Auburn Street, Cambridge, MA and at 705 Mount Auburn Street, Watertown, MA, including (1) renovations to house radiology services, laboratory services, and other ancillary service areas, (2) renovation and expansion of outpatient clinic space, (3) acquisition of capital equipment for use in patient care and hospital support services and (4) other construction, renovations and capital equipment expenditures for the provision of patient care, medical education and research, and support services of Mount Auburn Hospital;

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3. The refinancing of HEFA’s Revenue Bonds, CareGroup Issue, Series B (Capital Asset Program), which financed:

A. the financing and refinancing of the acquisition and installation of capital equipment and the construction of improvements and renovations to facilities for:

(i) CareGroup, with major facilities located at 375 Longwood Avenue, Boston, MA, 02215; Beth Israel Deaconess Medical Center, Inc. (“BIDMC”), with major facilities located at 330 Brookline Avenue and 185 Pilgrim Road, Boston, MA; 02215, 1000 Broadway, Chelsea, MA and 200 Bowdoin Street, Dorchester, MA; New England Baptist Hospital, with major facilities located at 125 Parker Hill Avenue, Boston, MA 02120; Deaconess-Glover Hospital Corporation, with major facilities located at 148 Chestnut Street, Needham, MA, 02192; the Nashoba Community Hospital Corporation (d/b/a/ Deaconess/Nashoba Hospital), with major facilities located at 200 Groton Road, Ayer, MA, 01432; Deaconess-Waltham Hospital, with major facilities located at Hope Avenue, Waltham, MA, 02254; Mount Auburn Hospital, with major facilities located at 330 Mount Auburn Street, Cambridge, MA, 02238; Mount Auburn Professional Services, Inc., with major facilities located at 330 Mount Auburn Street, Cambridge, MA, 02238; Medical Care of Boston Management Corporation (d/b/a Affiliated Physicians Group), with major facilities located at 330 Brookline Avenue, Boston, MA, 02215; and Deaconess Professional Practice Group, Inc., with major facilities located at 110 Francis Street, Boston, MA, 02215;

(ii) other affiliated hospitals and health care institutions or affiliates which were eligible for financing though HEFA;

(iii) Construction of the other Clinical Center and various other construction and renovation projects and capital equipment acquisitions for BIDMC’s facilities located at 99, 109, 132 and 330 Brookline Avenue, 200 and 333 Longwood Avenue, 400 The Fenway and 185 Pilgrim Road, Boston, MA and 482 Bedford Street, Lexington, MA;

(iv) Construction, renovation, furnishing and various other capital acquisitions for the facilities located at 77 Avenue Louis Pasteur, Boston, MA, 02115;

B. The refinancing of HEFA’s Revenue Bonds Waltham Weston Hospital & Medical Center Issue, Series B, which consisted of the financing and refinancing of the projects located at Hope Avenue, Waltham, MA 02254, consisting generally of:

(i) repayment of loans, the original proceeds of which were expended by Waltham Weston Hospital & Medical Center (“WalthamWeston”) to construct the DeVincent Critical Care Building and the DeVeber connector and to renovate certain other facilities used by WalthamWeston for the provision of medical services;

(ii) Refinancing of HEFA Variable Rate Demand Revenue Bonds, Waltham Hospital Issue, Series A, the original proceeds of which were used to finance the facilities for ambulatory and emergency care, to renovate property located on South Street for hospice and licensed practical nursing programs, to add two floors to the Linen Building, to expand WalthamWeston’s

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heating, ventilating and air conditioning system and to acquire and install computer and radiology equipment; and

(iii) Refinancing of the costs of constructing, renovating, furnishing, and equipping various patient care facilities, including WalthamWeston’s obstetric and gynecological facilities;

C. The refinancing of HEFA’s Revenue Bonds, New England Deaconess Hospital Issue Series C as described in Section (I)(1)(B)(iv);

D. The refinancing of HEFA’s Revenue Bonds, New England Deaconess Hospital Issue, Series D, which financed the Deaconess Campus in Boston, MA general consisting of the acquisition of land, site development, construction or alteration of buildings or the acquisition of installation of furnishings and equipment, or any combination of the foregoing, in connection with the following:

(i) Construction of a clinical facility at 25 Deaconess Road;

(ii) Renovation of existing space at 185, 191 and 193 Pilgrim Road;

(iii) Other construction and renovations on the Deaconess Campus; and

(iv) Purchase of capital equipment;

E. The refinancing of HEFA’s Revenue Bonds, New England Baptist Hospital Issue, Series B, which consisted of the financing and refinancing of the projects located at 125 Parker Hill Avenue, Boston, MA consisting generally of the renovation of various hospital facilities and the acquisition of a CT scanner and the construction of related building renovations as well as the acquisition of other equipment and the financing and refinancing of construction and other renovations;

F. The refinancing of various capital expenditures, including (i) for Beth Israel Deaconess Medical Center, Inc., Americans with Disabilities Act (“ADA”) Consulting Services – East Campus and West Campus; ADA Feldman/Reisman Upgrades, East Campus security camera and equipment upgrades and installation, ADA Shapiro Upgrade; Mass Electric Building automation system (“BAS”) to support fire alarms; Feldberg air handling unit AC-1 replacement; Finard emergency electrical interconnect; Kirstein ADA upgrades; Slosberg-Landay water filtration system upgrades; West Campus electrical distribution equipment replacements; and West Campus normal power work to replace obsolete power centers (main electrical switchgear) that provide power to CareGroup buildings) and East Campus power study to document existing conditions of switchgear and breakers; (ii) for New England Baptist Hospital, the Fisher Avenue fire pump replacement, Lab/Fremont Smith building renovation, Main/Jenks Building gas panel replacements and Surgicare, Brookline HVAC upgrades; and (iii) for Mount Auburn Hospital, renovations to the Center for Women; and (iv) refinancing of various capital improvements and acquisition and installation of equipment and furniture at all CareGroup and affiliates’ facilities mentioned herein generally, including phone systems, computer systems, software, electrical upgrades, accessibility upgrades, asbestos abatement, pathology renovations, infant security,

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laboratory upgrades, paging systems, water filtration, smoke alarms, sprinkler systems, generator upgrades, entrance and lobby renovations, ventilators, computer network and cable acquisition and installation, loading docks, radiology renovations, locker-room renovations, kitchen upgrades, auditorium renovations, pharmacy renovations, elevator upgrades, chiller compressors, lighting, roof and window repairs and other exterior improvements, HVAC, landscaping, miscellaneous repairs and renovations, vehicle acquisition and acquisition of parcels and buildings referred to herein and contiguous to those referred to herein;

4. The financing of information technology relating to a patient medical records system for Mount Auburn at the Mount Auburn Campus and at Mount Auburn’s facilities located at 34 Saint Martin Drive, Marlborough, MA 01752 and 149 Grove Street, Watertown, MA 02472;

5. The financing of miscellaneous acquisition and installation of capital equipment and the construction of improvements and renovations to facilities at the locations included above for fiscal years 2016, 2017 and 2018, including HVAC system upgrades, Americans with Disabilities Act compliance upgrades, information technology and landscaping; and

(II) Authorize the financing and refinancing of the costs of such projects by the issuance by MassDevelopment, acting under and pursuant to Massachusetts General Laws, Chapters 23G and 40D, of revenue bonds in an aggregate principal amount not to exceed $321,000,000, pursuant to a plan of finance, which bonds will not constitute a debt or pledge of the faith and credit of MassDevelopment or of The Commonwealth of Massachusetts.

Interested persons wishing to express their views on such projects and the proposed issuance of revenue bonds to finance and refinance the projects will be given the opportunity to do so at the public hearing or may, prior to the time of the public hearing, submit their views in writing to Massachusetts Development Finance Agency, 99 High Street, 11th Floor, Boston, MA 02110.

MASSACHUSETTS DEVELOPMENT FINANCE AGENCY

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