SANTA CRUZ VALLEY REGIONAL HOSPITAL - SUMMARY REPORT LETTER ($85 MILLION).PDF

A P R O F E S S I O N A L C O R P O R A T I O N
3200 North Central Avenue, Suite 1600
Phoenix, Arizona 85012
P 602.440.4800 F 602.257.9582
www.rcalaw.com
John J. Fries
Direct Line: 602-440-4819
Direct Fax: 602-257-6902
E-mail: jfries@rcalaw.com
February 23, 2021
To: Board of Supervisors Board of Directors of
Maricopa County, Arizona The Industrial Development Authority
of the County of Maricopa
Re: Not to Exceed $85,000,000 The Industrial Development Authority of the
County of Maricopa Hospital Revenue Bonds (Santa Cruz Valley
Regional Hospital Project) Taxable Series 2021
Ladies and Gentlemen:
At the next scheduled meeting of The Industrial Development Authority of the
County of Maricopa (the “Authority”), the Authority Board will be asked to grant approval to the
financing for Santa Cruz Valley Regional Hospital Project, and to adopt a resolution authorizing
the issuance and sale of not to exceed $85,000,000 in bonds (the “2021 Bonds”). This letter
provides a summary review of the proposed transaction.
THE AUTHORITY
The Authority is an Arizona nonprofit corporation, formed with the permission of
Maricopa County and incorporated under and pursuant to the Arizona Industrial Development
Financing Act, Title 35, Chapter 5, Arizona Revised Statutes, as amended (the “Act”), and the
Authority is designated by law to be a political subdivision of the State of Arizona.
THE APPLICANT/BORROWER
SCVRH LLC (the “Borrower”) is a duly organized and validly existing Delaware
limited liability company that owns and operates the Santa Cruz Valley Regional Hospital at
4455 I-19 Frontage Rd, Green Valley, AZ 85614, as a regional, acute care hospital serving Green
Valley and surrounding communities (the “Hospital”). At present, the Hospital employs nearly
300 employees and expects to hire additional medical and other staff in the immediate future.
The Borrower has requested that the Authority issue revenue bonds for the purpose of assisting
the Borrower with the financing and refinancing of the costs of the acquisition, construction,
improvement, equipping and operation of the Hospital.
4801359.1
02/23/21

Board of Supervisors
Maricopa County, Arizona
Board of Directors
of The Industrial Development Authority
of the County of Maricopa
February 23, 2021
Page 2
THE PROJECT
The proceeds of the 2021 Bonds will be loaned by the Authority to Borrower to be used,
together with other available moneys, to (i) the finance or refinance the acquisition, construction,
renovations and improvements to, and furnishing and equipping of health care facilities owned
and operated by the Borrower; ii) establish any required reserves, including a debt service
reserve fund for the benefit of the Bonds, (iii) pay capitalized interest, if any, and (iv) pay certain
costs of issuance relating to the Bonds (the “Project”).
NOTICE TO ARIZONA ATTORNEY GENERAL
As required by the provisions of Arizona Revised Statutes, Section 35-721.F, the
Authority will notify the Arizona Attorney General of the Authority’s intention to issue the 2021
Bonds. Under this statute, the Attorney General has 10 days to provide notice to the Authority
that the Project sought to be financed does not come within the purview of the statute.
PUBLIC HEARING
As a taxable issue a public hearing pursuant to Section 147(f) of the Internal
Revenue Code of 1986, as amended (the “Code”), relating to the issuance of the 2021 Bonds,
will not be required
ALLOCATION FOR TAX EXEMPT FINANCING
No allocation of the Arizona “volume cap” is required for the issuance of the
2021 Bonds.
FINANCING PARTICIPANTS
The major participants in the financing are as follows:
Issuer: The Industrial Development Authority of the County of
Maricopa
Issuer Counsel: Ryley Carlock & Applewhite, a professional corporation
Applicant/Borrower: SCVRH LLC, a Delaware limited liability company
Bond Underwriter: Oppenheimer & Co. Inc
Bond Trustee UMB Bank National Association or other qualified
financial institution
Bond Counsel: Squire Patton Boggs (US) LLP

Board of Supervisors
Maricopa County, Arizona
Board of Directors
of The Industrial Development Authority
of the County of Maricopa
February 23, 2021
Page 3
Underwriter Counsel: Ice Miller, LLP
PRINCIPAL FINANCING DOCUMENTS
Documents Parties
Bond Indenture Issuer and Trustee
Loan Agreement and Promissory Note Issuer and Borrower
Limited Offering Memorandum (Preliminary and Borrower and Bond Underwriter
Final)
Bond Purchase Agreement Borrower, Issuer and Bond Underwriter
Deed of Trust, Security Agreement and other Borrower
Security Documents on the Hospital Facilities
PLAN OF FINANCING
The 2021 Bonds will be issued in one or more taxable series under a Trust
Indenture and the proceeds loaned to the Borrower under the Loan Agreement, evidence by a
Promissory Note and secured by a blanket lien on the Hospital’s facilities and revenues. The
2021 Bonds will be purchased by the Underwriters under and in accordance with the terms and
provisions of a Bond Purchase Agreement and sold to qualified institutional investors and
accredited investors utilizing a Limited Offering Memorandum.
AUTHORITY APPROVAL
At the Authority Board meeting, the Board will be asked by the
Applicant/Borrower to grant approval to the application for financing and to adopt a resolution
authorizing the issuance and sale of the 2021 Bonds.
BOARD OF SUPERVISORS APPROVAL
If the Authority Board acts to grant final approval for the financing and to adopt a
resolution authorizing the issuance and sale of the 2021 Bonds, the Maricopa County Board of
Supervisors will be requested, at its meeting on March 10, 2021, to act as required by law to
adopt a resolution approving the proceedings of the Authority for the issuance of the 2021
Bonds.

Board of Supervisors
Maricopa County, Arizona
Board of Directors
of The Industrial Development Authority
of the County of Maricopa
February 23, 2021
Page 4
NO LIABILITY ON THE COUNTY OF MARICOPA
Under the provisions of A.R.S. § 35-742, the County of Maricopa shall not in
any event be liable for the payment of the principal or interest on the bonds of the
Authority or for the performance by the Authority of any of its obligations with respect to
its bonds nor shall any agreements or obligations of the Authority constitute an
indebtedness of the County of Maricopa within the meaning of any constitutional or
statutory provision whatsoever.
TRANSACTION CLOSING
Assuming the satisfaction of all conditions to the issuance of the 2021 Bonds and
the required approvals of the Authority and the Maricopa County Board of Supervisors are
received, it is anticipated that the 2021 Bonds will be issued in April, 2021.
LEGAL COUNSEL RECOMMENDATION
As counsel to the Authority, we have reviewed the Borrower’s application for
financing, its financial reports, drafts of the Indenture, Loan Agreement, and other disclosure
information. The principal financing documents will be put in substantially final form prior to
the Authority’s adoption of an approving resolution and presentation to the Maricopa County
Board of Supervisors. Based upon our review of such and our review of the proceedings of the
Authority to date relating to the proposed issuance of the 2021 Bonds, we believe the financing
documents and proceedings are in substantial conformance with the policies and guidelines of
the Authority and will be in both form and substance acceptable for the Authority Board to act
upon and that the Resolution presented to the Authority Board relating to authorizing the
issuance and sale of the 2021 Bonds, and related matters, is in form and substance acceptable for
the Authority Board to adopt.