MCIDA BENJAMIN FRANKLIN CHARTER SCHOOLS 2018 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
ONE OR MORE SERIES OF ITS TAX-EXEMPT AND/OR TAXABLE
EDUCATION REVENUE BONDS (BENJAMIN FRANKLIN CHARTER
SCHOOL PROJECTS), SERIES 2018, IN AN AGGREGATE ORIGINAL
PRINCIPAL AMOUNT NOT TO EXCEED $80,000,000
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 County of Maricopa, empowered under the Industrial
Development Financing Act, A.R.S. § 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 (Benjamin Franklin Charter School Projects), Series 2018
(together, the “Bonds”), in an aggregate original principal amount not to exceed $80,000,000, for
the benefit of Benjamin Franklin Charter School – Queen Creek (the “Borrower”), an Arizona
nonprofit corporation that has applied for a determination that it is an organization described in
Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), which,
concurrently with the issuance of the Bonds, will acquire and continue the operation of four
charter schools (the “Schools”) established under Arizona Revised Statutes Title 15, Chapter 1,
Article 8, as amended;
WHEREAS, the proceeds of the Bonds will be loaned by the Issuer to the Borrower to
(a) finance the costs of (i) acquiring or leasing from the current operator of the Schools (or its
affiliates) the land, buildings and improvements located at 22120 East Queen Creek Road, Queen
Creek, Arizona (the “Crismon Campus”), 1475 South Val Vista Drive, Gilbert Arizona (the
“Gilbert Campus”), 22951 South Power Road, Queen Creek, Arizona (the “Power Campus”),
and 18864 East Germann Road, Queen Creek, Arizona (the “Existing High School Campus”),
and all related furniture, fixtures and equipment, and (ii) constructing, improving and equipping,
as applicable, a fine arts facility and additional classrooms at the Existing High School Campus
(the “High School Campus Improvements” and, together with the Existing High School Campus,
the “High School Campus” and, collectively with the Crismon Campus, the Gilbert Campus and
the Power Campus, the “Facilities”), (b) fund any required reserve funds, (c) pay capitalized
interest, if any, on all or a portion of the Bonds, and (d) pay the costs incurred in connection with
the authorization, issuance and sale of the Bonds (collectively, the “Project”);
WHEREAS, on October 9, 2018, 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;
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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 a Bond Indenture, 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 Bond 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 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, following publication of a Notice of Public Hearing in The Record
Reporter on September 28, 2018, a public hearing with respect to the Bonds and the location and
nature of the Project to be financed was held by the Issuer, pursuant to Section 147(f) of the
Code, on October 16, 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
October 16, 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
(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 $80,000,000 is approved for all purposes under the Act, including specifically Section
35-721.B, and Section 147(f) of the Code.
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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.
ADOPTED AND APPROVED on October 24, 2018.
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 October 16, 2018,
commencing at 9:30 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 (Benjamin
Franklin Charter School Projects), Series 2018 (the “Bonds”) to be issued in an aggregate principal
amount not to exceed $80,000,000, in one or more tax-exempt and/or taxable series.
The proceeds of the Bonds will be used to make a loan to Benjamin Franklin Charter School –
Queen Creek, an Arizona nonprofit corporation that has applied for a determination that it is an
organization described in 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), as
borrower (the “Borrower”), to finance the cost of acquiring, leasing, constructing, improving and
equipping, as applicable, charter school educational facilities (including all related furniture, fixtures and
equipment) comprised of approximately 8 acres of land and an approximately 52,700 square foot two-
story building thereon located at 22120 East Queen Creek Road, Queen Creek, Arizona, approximately 10
acres of land and an approximately 40,300 square foot one-story building thereon located at 1475 South
Val Vista Drive, Gilbert Arizona, approximately 10 acres of land and an approximately 55,500 square
foot two-story building thereon located at 22951 South Power Road, Queen Creek, Arizona, and
approximately 23 acres of land and approximately 89,700 square feet of one and two-story buildings
thereon and an approximately 22,500 square foot one-story building to be constructed thereon located at
18864 East Germann Road, Queen Creek, Arizona (collectively, the “Facilities”), and to fund certain
costs of issuance, capitalized interest and a debt service reserve fund in connection therewith
(collectively, the “Project”). The Facilities financed with the proceeds of the Bonds will be owned or
leased, as applicable, and operated by the Borrower.
The principal of, premium, if any, and interest on the Bonds will not constitute an indebtedness or
liability of the Issuer, 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. 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: “Benjamin Franklin Charter School”. 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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