CREIGHTON UNIVERSITY SUMMARY LETTER.PDF

Maricopa County โ€” Formal (2019-11-20)

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A PROFESSIONAL CORPORATION
RYLEYCARLOCK One North Central Avenue, Suite 1200
&APPLEWHITE Phoenix, Arizona 85004-4417
Attorneys P 602.440.4800 F 602.257.9582
Offices In Arizona & Colorado
www.rcalaw.com
John J. Fries
Direct Line: 602-440-4819
Direct Fax: 602-257-6919
E-mail: jfries@rcalaw.com
November 4, 2019
To: Board of Supervisors Board of Directors
Maricopa County, Arizona The Industrial Development Authority
of the County of Maricopa
Re: Not to Exceed $75,000,000 The Industrial Development Authority of the
County of Maricopa Educational Facilities Revenue Bonds (Creighton
University Project), Series 2019
Ladies and Gentlemen:
At the meeting of The Industrial Development Authority of the County of
Maricopa (the "Authority") on November 12, 2019, the Authority Board will be asked to grant
approval to the financing for Creighton University and to adopt a resolution authorizing the
issuance and sale of the bonds as described above (the "Bonds"), which will be issued in one or
more multiple series. 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
The Applicant/Borrower for financing is Creighton University, a Nebraska
nonprofit corporation designated as a 501(c)(3) organization under the Internal Revenue Code of
1986, as amended (the "Code").
THE PROJECT
The proceeds of the Bonds will be loaned by the Authority to Creighton University to be
used, together with other available moneys, (i) for the financing, acquisition, construction,
preparation, equipping and furnishing of a health science campus in Phoenix, Arizona, serving
students seeking degrees in medicine, nursing, pharmacy and other health care professions, and
(ii) for paying certain cost of issuance (the "Project").
4666283.1
11/04/19

RYLEYCARLOCK
Board of Supervisors &APPLEWHITE
Maricopa County, Arizona Attorneys
Board of Directors
of The Industrial Development Authority
of the County of Maricopa
November 4, 2019
Page 2
NOTIFICATION TO ARIZONA ATTORNEY GENERAL
As required by the provisions of Arizona Revised Statutes, Section 35-721.F, the
Authority has notified the Arizona Attorney General of the Authority's intention to issue the
Bonds and the Authority has received a letter from the Attorney General confirming that the
proposed financing qualifies as a project under the Arizona statutes.
PUBLIC HEARING
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 Bonds, was held by a
representative of the Authority on October 30, 2019, and a Report of Public Hearing will be
submitted to the Clerk of the Maricopa County Board of Supervisors.
ALLOCATION FOR TAX EXEMPT FINANCING
No allocation of the Arizona "volume cap" is required for the issuance of the
Bonds as this financing is for a nonprofit 501(c)(3) entity.
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: Creighton University
Bond Underwriter: Barclays
Bond Counsel: Kutak Rock LLP
Bond Trustee: BOK Financial
Applicant/Borrower Counsel: Kutak Rock LLP
Bond Underwriter Counsel: Greenberg Traurig LLP

RYLEYCARLOCK
Board of Supervisors &APPLEWHITE
Maricopa County, Arizona Attorneys
Board of Directors
of The Industrial Development Authority
of the County of Maricopa
November 4, 2019
Page 3
PRINCIPAL FINANCING DOCUMENTS
Document Parties
Trust Indenture Issuer and Trustee
Loan Agreement Issuer and Borrower
Official Statement (Preliminary and Final) Borrower and Bond Underwriter
Bond Purchase Agreement Borrower, Issuer and Bond Underwriter
PLAN OF FINANCING
The Bonds will be issued in one or more Series, pursuant to the Bond Indenture,
and the proceeds received from the sale of the Bonds will be loaned to Creighton University
pursuant to the Loan Agreement and applied, together with other available moneys, to finance
the Project as described above.
The Bonds will be offered for sale by the Underwriter utilizing the Official
Statement and the Bonds will be purchased by the Underwriter under and in accordance with the
terms and provisions of the Bond Purchase Agreement. It is anticipated that the Bonds will
receive an investment grade rating from a nationally recognized rating agency.
AUTHORITY APPROVAL
At the Authority Board meeting on November 12, 2019, the Authority Board will
consider granting approval to the application for financing and adopt a resolution authorizing the
issuance and sale of the Bonds.
NO LIABILITY ON THE COUNTY OF MARICOPA
Under the provisions of A.R.S. ยง 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.

RYLEY CARLOCK
Board of Supervisors &APPLEWHITE
Maricopa County, Arizona Attorneys
Board of Directors
of The Industrial Development Authority
of the County of Maricopa
November 4, 2019
Page 4
BOARD OF SUPERVISORS APPROVAL
The Maricopa County Board of Supervisors will be requested, at its meeting on
November 20, 2019, to act as required by law to adopt a resolution approving the proceedings of
the Authority for the issuance of the Bonds. The Project is located in Supervisor Gates's
District 3.
TRANSACTION CLOSING
Assuming the required approvals are received, it is anticipated that the Bonds will
be issued in December, 2019.
LEGAL COUNSEL RECOMMENDATION
As counsel to the Authority, we have reviewed drafts of the principal financing
documents, and have been advised that these documents are now in substantially final form.
Based upon our review of such and our review of the proceedings of the Authority to date
relating to the proposed issuance of the Bonds, we believe the financing documents and
proceedings are in substantial conformance with the policies and guidelines of both the Authority
and the Maricopa County Board of Supervisors and that the Resolution presented to the Board of
Supervisors is in form and substance acceptable for the Maricopa County Board of Supervisors
to adopt.