MCIDA VILLAGE AT LAKEWOOD BS RESOLUTION.DOCX

A RESOLUTION OF THE MARICOPA COUNTY BOARD OF
SUPERVISORS APPROVING THE ISSUANCE BY THE INDUSTRIAL
DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA OF
ITS MULTIFAMILY HOUSING REVENUE BONDS (VILLAGE AT
LAKEWOOD APARTMENTS PROJECT), SERIES 2018, IN ONE OR
MORE TAX-EXEMPT AND/OR TAXABLE SERIES, IN AN AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED $40,000,000
WHEREAS, The Industrial Development Authority of the County of Maricopa (the
“Authority”) is a nonprofit corporation designated a political subdivision of the State of Arizona
incorporated with the approval of the County of Maricopa, empowered under the Industrial
Development Financing Act, A.R.S. § 35-701 et sec. (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 Authority proposes to issue its Multifamily Housing Revenue Bonds (Village
at Lakewood Apartments Project), Series 2018 (the “Bonds"”), in one or more tax-exempt and/or
taxable series, in an aggregate principal amount not to exceed $40,000,000, for the benefit of Lakewood
Apartments LLC, a Delaware limited liability company (the “Borrower”), or its affiliate;
WHEREAS, the proceeds of the Bonds will be loaned by the Authority to the Borrower or its
affiliate for the purpose of (i) financing a portion of the costs of the acquisition, equipping,
rehabilitation and operation of an existing 240-unit multifamily residential rental housing property
commonly known as Village at Lakewood, located at 15815 S. Lakewood Parkway W., Phoenix,
Arizona, and (ii) paying certain costs and expenses related to the issuance of the Bonds (collectively,
the "Project"), all as permitted by the Act;
WHEREAS, at a meeting of the Authority Board, the Authority resolved (the “Authority's
Resolution”) to issue the Bonds, the Authority'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 Authority's Resolution has been made available to the Maricopa County
Board of Supervisors, and the Resolution has been duly considered this date;
WHEREAS, the Authority's Resolution authorizes, among other things, the issuance and sale
of the Bonds, the execution and delivery of the Indenture, the Loan Agreement, the Regulatory
Agreement, the Bond Purchase Agreement, the Tax Agreement (as such terms are defined in the Loan
Agreement), and 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 and in the form of the Bonds;
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 Authority's Resolution;
WHEREAS, the Maricopa County Board of Supervisors have been informed that the
documents have been reviewed by competent Bond Counsel, Lewis Roca Rothgerber Christie LLP, and
Bond Counsel has determined that the documents adequately meet the requirements of the Act and the
Internal Revenue Code of 1986, as amended (the “Code”);
The Village at Lakewood (Series 2018)
Board of Supervisors Resolution 106296332_2

WHEREAS, pursuant to Section 35-721.B of the Act, the proceedings of the Authority 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, following publication of a Notice of Public Hearing in The Record Reporter on
October 19, 2018, a public hearing with respect to the Bonds and the location and nature of the Project
to be financed was held by the Authority, pursuant to Section 147(f) of the Code, on November 6, 2018,
at the Maricopa County Administration Building, First Floor Lobby, 301 West Jefferson, Phoenix,
Arizona 85003, 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 November 6,
2018 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 (i) Section 35-721.B
of the Act, and (ii) Section 147(f) of the Code;
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF SUPERVISORS OF
MARICOPA COUNTY, ARIZONA, as follows:
1. The issuance by the Authority of the Bonds in an aggregate principal amount not to
exceed $40,000,000 is approved for all purposes under the Act and 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 Authority's Resolution in connection with the issuance of the Bonds.
[Remainder of Page Intentionally Left Blank]
The Village at Lakewood (Series 2018)
Board of Supervisors Resolution 106296332_2

ADOPTED AND APPROVED this ___ day of November, 2018.
Chairman, Maricopa County Board of Supervisors
ATTEST:
Clerk, Maricopa County Board of Supervisors
ATTACHMENT: Notice of Public Hearing
The Village at Lakewood (Series 2018)
Board of Supervisors Resolution

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 “Authority”) on Tuesday,
November 6, 2018, commencing at 9:30 a.m., MST, in the Maricopa County Administration Building,
First Floor Lobby (before passing through security), 301 West Jefferson, Phoenix, Arizona 85003,
regarding the proposed issuance by the Authority of its Multifamily Housing Revenue Bonds (Village at
Lakewood Project) Series 2018 (the “Bonds”), in one or more tax-exempt and/or taxable series, in an
aggregate principal amount not to exceed $40,000,000.
The proceeds of the Bonds will be loaned to THRE Global Investments LLC, a Delaware limited liability
company (the “Borrower”), or its affiliate to (i) finance a portion of the costs of the acquisition,
rehabilitation, equipping and operation of an approximately 240-unit multifamily residential rental
housing property commonly known as Village at Lakewood, located at 15815 S. Lakewood Parkway W.,
Phoenix, Arizona (the “Facility”), and (ii) pay certain costs and expenses related to the issuance of the
Bonds (collectively, the “Project”). The Facility will be owned by the Borrower or its affiliate.
The principal of, premium, if any, and interest on the Bonds will not constitute an indebtedness or liability
of the Authority, the County of Maricopa, 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 Internal Revenue
Code of 1986, as amended. Any interested persons may attend or send written comments and make
known their view with respect to the Bonds and the location and nature of the Project 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: “Village at Lakewood Project”. 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
The Village at Lakewood (Series 2018)
Board of Supervisors Resolution 106296332_2