GATEWAY ACADEMY 2019 - BOS RESOLUTION.PDF

Final Version
A RESOLUTION OF THE MARICOPA COUNTY BOARD OF
SUPERVISORS APPROVING THE ISSUANCE BY THE INDUSTRIAL
DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA OF
ONE OR MORE SERIES OF ITS TAX-EXEMPT AND/OR TAXABLE
EDUCATION REVENUE BONDS (GATEWAY ACADEMY PROJECT),
SERIES 2019, IN AN AGGREGATE ORIGINAL PRINCIPAL AMOUNT
NOT TO EXCEED $12,000,000
WHEREAS, The Industrial Development Authority of the County of Maricopa
(the “Issuer”) is a nonprofit corporation designated a political subdivision of the State of Arizona
incorporated with the approval of the Maricopa County, Arizona, empowered under the
Industrial Development Financing Act, Arizona Revised Statutes. § 35-701 et seq. (the “Act”), to
issue revenue bonds for the purposes set forth in the Act, including the making of secured or
unsecured loans for the purpose of financing or refinancing the acquisition, construction,
improvement or equipping of a “project” (as defined in the Act);
WHEREAS, the Issuer proposes to issue one or more series of its tax-exempt and/or
taxable Education Revenue Bonds (Gateway Academy Project), Series 2019 (the “Bonds”), in an
aggregate principal amount of not to exceed $12,000,000, for the benefit of Gateway
Academy, Inc. (the “Borrower”), a Nevada nonprofit corporation authorized to transact business
in Arizona and an organization described in Section 501(c)(3) of the Internal Revenue Code of
1986, as amended (the “Code”);
WHEREAS, the proceeds of the Bonds will be loaned by the Issuer to the Borrower to
(a) finance or refinance the costs of the acquisition, improvement and equipping of school
facilities located at 3939 E. Shea Boulevard, Phoenix, Arizona for use in connection with the
operation of a private day school specializing in the education of children with a diagnosis of
Asperger’s Syndrome or otherwise on the autism spectrum (the “Facilities”), (b) fund any
required reserve funds, (c) pay capitalized interest on the Bonds, if any, and (iv) pay the costs of
issuance of the Bonds;
WHEREAS, on December 10, 2019, the Issuer resolved (the “Issuer’s Resolution”) to
issue the Bonds, the Issuer’s Resolution being conditioned upon, among other things, the
granting of approval to the issuance of the Bonds by the Maricopa County Board of Supervisors;
WHEREAS, the Issuer’s Resolution has been made available to the Maricopa County
Board of Supervisors, and the Issuer’s Resolution has been duly considered this date;
WHEREAS, the Issuer’s Resolution authorizes, among other things, the issuance and
sale of the Bonds, the execution and delivery of an Indenture of Trust, and related financing
documents as well as such other documents as required for the issuance of the Bonds;
WHEREAS, the terms, maturities, provisions for redemption, security, and sources of
payment for the Bonds are set forth in the Indenture of Trust and in the form of the Bonds;
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WHEREAS, copies of the documents providing for the issuance of the Bonds have been
made available to the Maricopa County Board of Supervisors, together with the Issuer’s
Resolution;
WHEREAS, the Maricopa County Board of Supervisors have been informed that the
documents have been reviewed by competent Bond Counsel, Engelman Berger, P.C., and Bond
Counsel has determined that the documents adequately meet the requirements of the Act and the
Code;
WHEREAS, pursuant to Section 35-721.B of the Act, the proceedings of the Issuer
under which the Bonds are to be issued require the approval of the Maricopa County Board of
Supervisors for the issuance of the Bonds;
WHEREAS, pursuant to Section 147(f) of the Code, the Maricopa County Board of
Supervisors must approve the issuance of the Bonds after a public hearing following reasonable
public notice;
WHEREAS, pursuant to Section 147(f) of the Code, following publication by posting on
the Issuer’s website of a Notice of Public Hearing, a public hearing with respect to the Bonds and
the location and nature of the Facilities to be financed was held by the Issuer on
December 10, 2019, at the Maricopa County Administration Building, First Floor Lobby,
301 West Jefferson, Phoenix, Arizona (a copy of the Notice of Public Hearing is attached hereto
and made a part of this Resolution);
WHEREAS, a Report of Public Hearing regarding the Public Hearing held on
December 10, 2019, has been presented to and considered by the Maricopa County Board of
Supervisors; and
WHEREAS, it is intended that this Resolution shall constitute approval by the Maricopa
County Board of Supervisors with respect to the issuance of the Bonds pursuant to
(a) Section 35-721.B of the Act and (b) Section 147(f) of the Code.
NOW, THEREFORE, BE IT RESOLVED BY THE MARICOPA COUNTY
BOARD OF SUPERVISORS, as follows:
1. The issuance by the Issuer of the Bonds in an aggregate principal amount not to
exceed $12,000,000 is approved for all purposes under the Act, including specifically
Section 35-721.B, and Section 147(f) of the Code.
2. The appropriate officers of the Maricopa County Board of Supervisors are hereby
authorized and directed to do all such things to execute and deliver all such documents on behalf
of the Maricopa County Board of Supervisors as may be necessary or desirable to effectuate the
intent of this Resolution and the Issuer’s Resolution in connection with the issuance of the
Bonds.
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ADOPTED AND APPROVED on December 11, 2019.
Chairman, Maricopa County Board of
Supervisors
ATTEST:
Clerk, Maricopa County Board of Supervisors
ATTACHMENT: Notice of Public Hearing
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NOTICE OF PUBLIC HEARING
PUBLIC NOTICE IS HEREBY GIVEN that a public hearing will be held by a representative of
The Industrial Development Authority of the County of Maricopa (the “Issuer”) on December 10, 2019,
commencing at 9:00 a.m., MST, in the Maricopa County Administration Building, First Floor Lobby,
301 West Jefferson, Phoenix, Arizona 85003, regarding the Issuer’s Education Revenue Bonds (Gateway
Academy Project), Series 2019 (the “Bonds”) to be issued in an aggregate principal amount not to exceed
$12,000,000, in one or more tax-exempt and/or taxable series, pursuant to a plan of finance.
The proceeds of the Bonds will be used to make a loan to Gateway Academy, Inc., a Nevada
nonprofit corporation authorized to transact business in Arizona and an organization described in
501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), as borrower (the “Borrower”),
to finance or refinance the cost of acquiring, improving, and equipping of the school facilities located at
3939 E. Shea Boulevard, Phoenix, Arizona (the “Facilities”), and to fund certain costs of issuance,
capitalized interest and reserve funds in connection therewith. The Facilities financed with the proceeds
of the Bonds will be owned and operated by the Borrower.
The principal of, premium, if any, and interest on the Bonds will not constitute a debt or liability
of the Issuer, Maricopa County, Arizona, the State of Arizona, or any political subdivision of the State of
Arizona, or a charge against their general credit or any taxing powers, but shall be payable solely from the
sources provided for in the proceedings pursuant to which the Bonds are issued.
This public notice is published pursuant to the requirements of Section 147(f) of the Code. Any
interested person may attend or send written comments and express his or her view with respect to the
Bonds and the location and nature of the Facilities to be financed. Any written comments should be
submitted to The Industrial Development Authority of the County of Maricopa c/o Maricopa County,
10th Floor, 301 West Jefferson, Phoenix, Arizona 85003, Attention: President, and clearly marked:
“Gateway Academy”. Written submissions should be mailed in sufficient time to be received before the
time of the hearing.
THE INDUSTRIAL DEVELOPMENT
AUTHORITY OF THE COUNTY OF MARICOPA
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