0660_001.PDF

RYLEYCARLOCK A PROFESSIONAL CORPORATION
One North Central Avenue, Suite 1200
&APPLEWHITE Phoenix, Arizona 85004-4417
Attorneys P 602.440.4800 F 602.257.9582
William Direct Line: F. Wilder 602-440-4802 Offices in Arizona & Colorado
Direct Fax: 602-257-6902 www.rcalaw.com
E-mail: wwilder@rcalaw.com
September 14, 2016
HAND DELIVERED
Ms. Fran McCarroll
Clerk of the Board of Supervisors
Maricopa County
301 West Jefferson Street, 10 th Floor
Phoenix, Arizona 85003
Re: The Industrial Development Authority of the County of Maricopa Senior
Living Facility Revenue Bonds (Christian Care Surprise, Inc. Project),
Series 2016 in an amount not to exceed $70,000,000
Dear Ms. McCarroll:
On behalf of The Industrial Development Authority of the County of Maricopa
(the "Maricopa IDA"), we have heretofore requested to be on the Board of Supervisors' Agenda
for the meeting on September 21, 2016, for the purpose of requesting the Board of Supervisors
adopt a Resolution, a copy of which is enclosed herewith, approving the proceedings of the
Maricopa IDA taken on September 13, 2016, for the issuance of the above-referenced bonds.
The Resolution the Supervisors are being requested to adopt on September 21,
2016, supersedes the Resolution adopted by the Supervisors on February 3, 2016, identified by
tracking number C-94-16-002-4-01.
Enclosed for the records of Maricopa County is a copy of the Maricopa IDA
approving resolution adopted September 13, 2016.
A public hearing, pursuant to Section 147(f) of the Internal Revenue Code of
1986, as amended, was conducted by a representative of the Maricopa IDA on June 9, 2015, and
a Report of Public Hearing is enclosed for the records of the Board of Supervisors.
Delivered herewith are envelopes marked with the names of each of the five
Supervisors which contain a letter from me (with a copy enclosed herewith for you), as well as a
copy of my summary memo to the Maricopa IDA Board, dated September 8, 2016 (with a copy
enclosed herewith for you), and I respectfully request you distribute each envelope to the
appropriate Supervisor.
If or to the extent you have any questions, please let me know.
Yours very truly,
zhx,
Wi liam F. Wilder
Enclosures
cc: Ms. Shelby Scharbach, Executive Director, w/enc.
Michelle Wood, Esq.
4068031.1
09/14/16

A RESOLUTION OF THE MARICOPA COUNTY BOARD OF SUPERVISORS
APPROVING THE ISSUANCE BY THE INDUSTRIAL DEVELOPMENT
AUTHORITY OF THE COUNTY OF MARICOPA OF ITS SENIOR LIVING
FACILITY REVENUE BONDS (CHRISTIAN CARE SURPRISE, INC.
PROJECT), SERIES 2016, IN ONE OR MORE TAX-EXEMPT AND/OR
TAXABLE SERIES, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO
EXCEED $70,000,000
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 its Senior Living Facility Revenue Bonds (Christian
Care Surprise, Inc. Project), Series 2016 (the "Bonds"), in one or more tax-exempt and/or taxable series,
in an aggregate principal amount not to exceed $70,000,000, for the benefit of Christian Care Surprise,
Inc., (the "Borrower"), an Arizona nonprofit corporation and an exempt organization described under
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, together
with other available moneys, (a) finance a portion of the cost of acquiring, constructing and equipping a
313-unit senior living facility to be located at North Sarival Avenue and south of West Bell Road in
Surprise, Arizona, (b) fund a debt service reserve fund for the Bonds, (c) fund capitalized interest, (d)
fund an operating reserve fund, (e) fund a capital and maintenance fund, and (f) pay certain costs and
expenses incidental thereto (collectively, the "Project"), all in accordance with the Act;
WHEREAS, on September 13, 2016, 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 the Indenture, the Financing Agreement, the Deed of Trust, and the
Bond Purchase Agreement (as such terms are defined in the Indenture), 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, information regarding the issuance of the Bonds has 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, Lewis Roca Rothgerber Christie LLP, and Bond
Counsel has determined that the documents adequately meet the requirements of the Act and the Code;
Board of Supervisors Resolution (Surprise Series 2016) 7179905_4

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
May 13, 2015, 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 June 9, 2015, 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 June 9, 2015 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
$70,000,000 is approved for all purposes under the Act 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.
3. The Resolution adopted by the Maricopa County Board of Supervisors on February 3,
2016, relating to the issuance of not to exceed $70,000,000 Senior Living Facility Revenue Bonds
(Christian Care Surprise, Inc. Project), Series 2016, and identified by tracking number C-94-16-002-4-01
is hereby superseded in all respects by this Resolution.
Board of Supervisors Resolution (Surprise Series 2016) 2 7179905 4

ADOPTED AND APPROVED on September 13, 2016.
Chairman, Maricopa County Board of Supervisors
ATTEST:
Clerk, Maricopa County Board of Supervisors
ATTACHMENT: Notice of Public Hearing
Board of Supervisors Resolution (Surprise Series 2016) 7179905 4

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 June 9, 2015,
commencing at 8:30 a.m., MST, in the Maricopa County Administration Building, First Floor Lobby, 301
West Jefferson, Phoenix, Arizona 85003, regarding the Issuer's Senior Living Facilities Revenue Bonds
(Christian Care Surprise, Inc. Project) Series 2015A (the "Series A Bonds"), and its Subordinate Senior
Living Facilities Revenue Bonds (Christian Care Surprise, Inc. Project) Series 2015B (the "Series B
Bonds", and together with the Series A Bonds, the "Bonds"), to be issued in an aggregate principal
amount not to exceed $85,000,000, in one or more tax-exempt and/or taxable series.
The proceeds of the Bonds will be loaned by the Issuer to Christian Care Surprise, Inc. (the "Borrower"),
an Arizona nonprofit corporation and an exempt organization described under Section 501(c)(3) of the
Internal Revenue Code of 1986, as amended (the "Code"), and, together with a cash equity investment to
be made by the Borrower and its affiliates, will be applied for the purposes of (a) financing the cost of
acquiring, constructing and equipping a 313-unit senior living facility to be located at North Sarival
Avenue and south of West Bell Road in Surprise, Arizona, (b) funding a debt service reserve fund for each
series of the Bonds, (c) funding capitalized interest, (d) funding an operating reserve fund, (e) funding a
capital and maintenance fund, (f) funding a rental subsidy fund, and (g) paying certain costs and expenses
incidental thereto (collectively, the "Project").
The Facilities will be owned and operated by the Borrower or its affiliates.
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 Code. 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:
"Christian Care Surprise, Inc. 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
7179905_4

A RESOLUTION OF THE BOARD OF DIRECTORS OF THE INDUSTRIAL
DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA
AUTHORIZING THE ISSUANCE AND SALE OF ITS SENIOR LIVING
FACILITY REVENUE BONDS (CHRISTIAN CARE SURPRISE, INC.
PROJECT), SERIES 2016, IN ONE OR MORE TAX-EXEMPT AND/OR
TAXABLE SERIES, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO
EXCEED $70,000,000, AND RELATED MATTERS
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 (the "State") incorporated
with the approval of Maricopa County, Arizona (the "County"), pursuant to the provisions of the
Constitution of the State and under the Industrial Development Financing Act, A.R.S. § 35-701 et seq.
(the "Act");
WHEREAS, the Issuer is authorized and empowered, among other things, (a) to issue tax-exempt
and taxable revenue bonds and use the proceeds thereof in accordance with the Act, (b) to contract with
and employ others to provide for and to pay compensation for professional services and other services as
the Issuer shall deem necessary for the financing of "projects" as defined in the Act, and (c) to pledge its
property and revenues to secure the payment of the principal of and premium, if any, and interest on its
tax-exempt and taxable revenue bonds;
WHEREAS, the term "project" includes within its meaning any land, any building, or other
improvement, and all real and personal properties which are suitable for facilities owned or operated by a
nonprofit organization described in Section 501(c)(3) of the United States Internal Revenue Code of 1986, as
amended (the "Code");
WHEREAS, on May 12, 2015, the Issuer acted by resolution to preliminarily approve the
application for financing submitted by Christian Care Surprise, Inc., an Arizona nonprofit corporation and
an exempt organization described under the Code (the "Borrower"), requesting that the Issuer issue its
Senior Living Facility Revenue Bonds (Christian Care Surprise, Inc. Project), Series 2016 (the "Bonds"),
in one or more tax-exempt and/or taxable series, in an aggregate principal amount not to exceed
$70,000,000, and loan the proceeds thereof to the Borrower to, together with other available moneys, (a)
finance a portion of the cost of acquiring, constructing and equipping a 313-unit senior living facility to
be located at North Sarival Avenue and south of West Bell Road in Surprise, Arizona (the "Facility"), (b)
fund a debt service reserve fund, (c) fund capitalized interest, (d) fund an operating reserve fund, (e) fund
a capital and maintenance fund, and (f) pay certain costs and expenses incidental thereto (collectively, the
"Project");
WHEREAS, in furtherance of the purposes of the Act, the Issuer will enter into a Financing
Agreement (the "Financing Agreement"), between the Issuer and the Borrower, pursuant to which the Issuer
will loan the proceeds of the Bonds to the Borrower (the "Loan");
WHEREAS, the Bonds will be issued under the provisions of a Trust Indenture (the "Indenture"),
between the Issuer and Zions Bank, a division of ZB, National Association (the "Trustee"), pursuant to
which the Issuer will assign to the Trustee, for the benefit of the owners of the Bonds, the revenues and
receipts to be derived from the Financing Agreement;
WHEREAS, the terms, maturities, provisions for redemption, security, and sources of payment
for the Bonds are set forth in the Indenture and in the forms of the Bonds;
WHEREAS, the Loan will be secured by, among other things, (a) a Deed of Trust and
Assignment of Rents with Security Agreement (Financing Statement-Fixture Filing), executed by the
Bond Resolution 6346847_8

Borrower in favor of the Issuer, granting a lien on and security interest in the Facility and a security
interest in the gross revenues from the Facility (the "Deed of Trust"), together with a related UCC-1
Financing Statement, (b) all right, title and interest of the Issuer in and to any moneys held under the
Indenture, (c) all right, title and interest of the Issuer in the Financing Agreement (excluding certain
enumerated rights), and (d) during the construction period for the Facility, certain assignments and
undertakings to mitigate construction risk;
'WHEREAS, concurrently with the issuance of the Bonds, the Issuer will issue its Senior Living
Facility Revenue Bonds (Christian Care Retirement Apartments, Inc. Project) Tax Exempt Series 2016
(the "Series C Bonds") pursuant to a Trust Indenture (the "Series C Indenture") between the Issuer and
Zions Bank, a division of ZB, National Association, as trustee which will be outstanding in the aggregate
principal amount of not to exceed $15,000,000 for the purpose of funding a loan (the "Series C Loan") to
Christian Care Retirement Apartments, Inc., Christian Care Mesa, Inc. and Christian Care Assisted Living
(Phoenix), Inc. (collectively, the "Affiliates"), each an Arizona nonprofit corporation and an exempt
organization described under Section 501(c)(3) of the Code;
WHEREAS, upon funding of the Series C Loan, the Affiliates will make a loan to the Borrower
pursuant to an Affiliate Loan Agreement (the "Affiliate Loan Agreement"), to provide a portion of the
necessary funds to pay a portion of the costs of acquiring, constructing and equipping the Facility, to pay
certain costs of issuance and provide funds for other purposes described in the Series C Indenture (the
"Affiliate Loan");
WHEREAS, the Affiliate Loan will be subordinate in all respects, including in respect of
payment and lien priority, to the Bonds pursuant to a Subordination Agreement (the "Affiliate
Subordination Agreement"), by and among the Affiliates, the Trustee, the Borrower and the Issuer;
WHEREAS, the Series C Bonds will be payable from and secured by: (1) gross revenue pledge
from the following existing senior living facilities: (i) Fellowship Square-Mesa, (ii) Fellowship Square-
Phoenix, and (iii) The Oasis (collectively, the "Existing Projects; (2) a debt service reserve fund; and (3) a
deed of trust on the Existing Projects;
WHEREAS, the Series C Bonds will not be payable from or secured by: (1) a revenue pledge of
the revenues of the Facility; or (2) a lien on the assets compromising the Facility;
WHEREAS, Stifel, Nicolaus & Company, Incorporated, as underwriter (the "Underwriter"), has
agreed to purchase the Bonds upon the proposed terms and conditions set forth in a Bond Purchase
Agreement (the "Bond Purchase Agreement"), from the Underwriter to be accepted and approved by the
Issuer and the Borrower;
WHEREAS, there have been prepared and presented to the Board of Directors of the Issuer
substantially final forms of the following documents which the Issuer proposes to approve, authorize or
enter into (collectively, the "Documents"): (a) the Bonds; (b) the Indenture; (c) the Financing Agreement;
(d) the Subordination Agreement; (e) the Deed of Trust; (0 the Bond Purchase Agreement; and (h) the
Preliminary Official Statement to be circulated in connection with the sale of the Bonds (the "Preliminary
Official Statement") which, with such modifications and insertion of final terms as shall be necessary to
reflect the final terms of the Bonds, will also be the form of the final Official Statement in connection
with the sale of the Bonds (the "Official Statement");
WHEREAS, the issuance of the Bonds by the Issuer and the loan of the proceeds of the Bonds to
the Borrower to finance the Project will be in the furtherance of the purposes of the Act and the Issuer,
and in the public interest; and
Bond Resolution 6346847 8

WHEREAS, it appears that each of the instruments above referred to as now before this meeting
is in appropriate form to be approved for the purposes intended or approved;
NOW, THEREFORE, BE IT RESOLVED, by The Industrial Development Authority of the
County of Maricopa, as follows:
Section 1. The Issuer finds and determines: (a) the Borrower has proposed to finance a
portion of the costs of the Facility, and represents to the Issuer that the financing of a portion of the costs
of the Facility will provide the benefit of a lower monthly debt service savings which will benefit the
Borrower in furtherance of its exempt purpose and is in the public interest; (b) the financing of a portion
of the costs of the Facility constitutes a "project" as defined in the Act; and (c) the issuance of the Bonds
by the Issuer and the loan of the proceeds of the Bonds to the Borrower to finance a portion of the costs of
the Facility will be in furtherance of the purposes of the Act and the Issuer, will further advance the
interest of the public, is in the public interest and will provide a benefit within the State.
Section 2. Subject to and conditioned upon the satisfaction of the conditions listed in
Section 15, the Issuer hereby finds and determines that the issuance of the Bonds as provided in the
Indenture will promote the purposes of the Act and is hereby approved and authorized.
Section 3. The issuance and sale of the Bonds in the aggregate principal amount of not to
exceed $70,000,000 are hereby authorized and approved as revenue bonds to be designated "The
Industrial Development Authority of the County of Maricopa Senior Living Facility Revenue Bonds
(Christian Care Surprise, Inc. Project) Series 2016", in one or more series or subseries from time to time,
as tax-exempt and/or taxable debt. The maximum aggregate principal amount of the Bonds authorized by
this Resolution shall be $70,000,000. The Bonds shall be dated, be in fully registered form, and be
transferable as provided in the Indenture (as executed and delivered by the officers of the Issuer). The
Bonds shall mature, bear interest at such rate or rates and shall be subject to the redemption at the times
and at the amounts set forth in the Indenture (as executed and delivered), provided that the Bonds shall
not mature later than forty (40) years from the date of issuance. The Bonds shall bear interest from the
date thereof at the rate calculated from time to time in accordance with the Indenture, such rates not to
exceed nine percent (9%) and payable at such times as provided in the Indenture (as executed and
delivered). Principal of and premium, if any, on the Bonds shall be payable at the designated principal
corporate trust office of the Trustee or its successor in trust, and interest thereon shall be payable to each
owner of any Bonds as otherwise provided in the Indenture.
Section 4. The forms, terms and provisions of the Bonds, in the form contained in the
Indenture, subject to appropriate insertion and revision in order to comply with the provisions of the
Indenture, are hereby approved and, when the same are executed on behalf of the Issuer in the manner
contemplated by the Indenture and this Resolution shall represent the approved form of Bonds of the
Issuer. The Bonds shall be executed in the name of the Issuer with the manual or facsimile signature of
its President and attested with the manual or facsimile signature of the Secretary, all as provided in the
Indenture, and the President or any other officer of the Issuer shall cause the Bonds, as so executed and
attested, to be delivered to the Trustee for authentication.
Section 5. The form, terms and provisions of the Indenture (including exhibits and
appendices thereto) are in all respects approved, and any officer of the Issuer or the Executive Director of
the Issuer (each an "Authorized Officer") is hereby authorized, empowered and directed to execute, attest
and deliver the Indenture in the name and on behalf of the Issuer and thereupon to cause the Indenture to
be delivered to the Trustee. The Indenture is to be in substantially the form now before the Issuer at this
meeting and hereby approved, or with such changes therein as shall be approved by the officers of the
Bond Resolution 6346847 8

Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of
any and all changes or revisions therein from the form of Indenture now before this meeting. From and
after the execution and delivery of the Indenture, the officers, agents and employees of the Issuer are
hereby authorized, empowered and directed to do all such acts and things and to execute all such other
documents, instruments and certificates as may be necessary to carry out and comply with the provisions
of the Indenture (as executed and delivered).
Section 6. The form, terms and provisions of the Financing Agreement (including exhibits
and appendices thereto) are in all respects approved, and any Authorized Officer is hereby authorized,
empowered and directed to execute, attest and deliver the Financing Agreement in the name and on behalf
of the Issuer and thereupon to cause the Financing Agreement to be delivered to the Trustee. The
Financing Agreement is to be in substantially the form now before the Issuer at this meeting and hereby
approved, or with such changes therein as shall be approved by the officers of the Issuer executing the
same, their execution thereof to constitute conclusive evidence of their approval of any and all changes or
revisions therein from the form of Financing Agreement now before this meeting. From and after the
execution and delivery of the Financing Agreement, the officers, agents and employees of the Issuer are
hereby authorized, empowered and directed to do all such acts and things and to execute all such other
documents, instruments and certificates as may be necessary to carry out and comply with the provisions
of the Financing Agreement (as executed and delivered).
Section 7. The form, terms and provisions of the Subordination Agreement (including
exhibits and appendices thereto) are in all respects approved, and any Authorized Officer is hereby
authorized, empowered and directed to execute, attest and deliver the Subordination Agreement in the
name and on behalf of the Issuer and thereupon to cause the Subordination Agreement to be delivered to
the Trustee. The Subordination Agreement is to be in substantially the form now before the Issuer at this
meeting and hereby approved, or with such changes therein as shall be approved by the officers of the
Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of
any and all changes or revisions therein from the form of Subordination Agreement now before this
meeting. From and after the execution and delivery of the Subordination Agreement, the officers, agents
and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things
and to execute all such other documents, instruments and certificates as may be necessary to carry out and
comply with the provisions of the Subordination Agreement (as executed and delivered).
Section 8. The form, terms and provisions of the Deed of Trust (including exhibits and
appendices thereto) are in all respects approved. The Deed of Trust shall be in substantially the form now
before the Issuer at this meeting and hereby approved, or with such changes therein as shall be approved
by legal counsel to the Issuer. From and after the execution and delivery of the Deed of Trust, the
officers, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such
acts and things and to execute all such other documents, instruments and certificates as may be necessary
to carry out and comply with the provisions of the Deed of Trust (as executed and delivered).
Section 9. The sale of the Bonds in the aggregate principal amount of not to exceed
$70,000,000 to the Underwriter, the exact principal amount of each series of the Bonds to appear in the
Bond Purchase Agreement (as executed and delivered), and maturing, bearing interest and being subject
to prior redemption as provided in the Indenture (as executed and delivered) is hereby authorized and
approved. The form, terms and provisions of the Bond Purchase Agreement are in all respects approved,
and any Authorized Officer is hereby authorized, empowered and directed to execute and deliver the
Bond Purchase Agreement in the name and on behalf of the Issuer. The Bond Purchase Agreement is to
be in substantially the form now before the Issuer at this meeting and hereby approved, or with such
changes or revisions therein from the form of Bond Purchase Agreement now before this meeting as shall
be required by legal counsel to the Issuer. From and after the execution and delivery of the Bond
Bond Resolution 63468478

Purchase Agreement, the officers, agents and employees of the Issuer are hereby authorized, empowered
and directed to do all such acts and things and to execute all such other documents, instruments and
certificates as may be necessary to carry out and comply with the provisions of the Bond Purchase
Agreement (as executed and delivered).
Section 10. The lawful use of the Preliminary Official Statement is hereby authorized in
substantially the form now before the Issuer at this meeting, with such changes, modifications, deletions
and appropriate variations, if any, to reflect the description and terms of the Bonds and all other relevant
matters as of the date of such Preliminary Official Statement as shall be approved by the President of the
Issuer and legal counsel. The lawful use by the Underwriter of the Official Statement (in substantially the
form presented to this meeting but with appropriate variations to reflect the final terms of the Bonds and
other matters herewith approved) is hereby approved.
Section 11. The Bonds shall be payable solely from the receipts and revenues received by, or
on behalf of, the Issuer pursuant to the Indenture. Nothing contained in this Resolution, any of the
Documents, or any other agreement, certificate, document, or instrument executed in connection with the
issuance of the Bonds shall be construed as obligating the Issuer (except as a special limited obligation to
the extent provided in such documents or instruments) or obligating the County, or as incurring a charge
upon the general credit of the Issuer or of the County, nor shall the breach of any agreement contemplated
by this Resolution, any of the Documents, or any other instrument or documents executed in connection
therewith impose any charge upon the general credit of the Issuer or of the County. The Issuer has no
taxing power.
Section 12. Prior to the issuance of the Bonds, the Issuer has issued, and subsequent to the
issuance of the Bonds, the Issuer may issue bonds in connection with the financing of other projects
(such bonds together with any bonds issued by the Issuer between this date and the issuance of the Bonds
shall be referred to herein as the "Other Bonds"). Any pledge, mortgage, or assignment made in
connection with the Other Bonds shall be protected, and any funds pledged or assigned for payment of
principal, premium, if any, or interest on the Other Bonds shall not he used for the payment of principal,
premium, if any, or interest on the Bonds. Any pledge, mortgage, or assignment made in connection with
the Bonds shall be protected, and no funds pledged or assigned for the payment of the Bonds shall be
used for the payment of principal, premium, if any, or interest on the Other Bonds.
Section 13. At the request of the Borrower, Zions Bank, a division of ZB, National
Association, is hereby designated, approved and confirmed to act as trustee, paying agent and bond registrar
under the Indenture.
Section 14. At the request of the Borrower, Stifel, Nicolaus & Company, Incorporated, is
hereby designated, approved and confirmed to act as underwriter under the Bond Purchase Agreement.
Section 15. The Bonds shall not be issued unless and until:
(a) The Borrower must comply fully with all applicable provisions of the Issuer's Procedural
Pamphlet, as amended through March 10, 1998 ((lie "Pamphlet"), relating to the issuance and sale of the
Bonds, including the submission of Legal Proceedings, as required by Section 5.03 of the Pamphlet, in
form and substance satisfactory to the Issuer.
(b) Prior to closing, the Borrower shall make arrangements satisfactory to the Issuer as to the
payment of the Issuer's annual administrative fee.
(c) The Arizona Attorney General does not disapprove the issuance of the Bonds in the
manner contemplated by A.R.S. § 35-721.
Bond Resolution 6346847_8

(d) On or prior to the closing, the Issuer shall receive an opinion from Bond Counsel, in a
form acceptable to the Issuer, to the effect that interest on any tax-exempt series of the Bonds will be
exempt from federal and State income taxes.
(e) On or prior to closing, the Issuer must receive an opinion of counsel to the Borrower,
addressed to, and in a form acceptable to, the Issuer, regarding the due organization of, and enforceability
of the basic documentation, specifically addressing state law, with respect to the Borrower; the accuracy
and completeness of any disclosure statement; compliance with state and federal securities laws; the
matters concerning the Borrower's 501(c)(3) organizational status as set forth below; and other matters
reasonably requested. The opinion should specifically address the following: (i) Borrower is an
organization described in Section 501(c)(3) of the Code, is exempt from federal income taxes under
Section 501(a) of the Code with the exception of any amounts deemed taxable by virtue of Section 527(f)
of the Code, and is not a private foundation as defined in Section 509(a) of the Code; (ii) the Borrower
has received a letter from the Internal Revenue Service to such effect, which letter has not been modified,
limited or revoked; (iii) the Borrower is in compliance with the terms, conditions and limitations of such
letter, and the facts and circumstances which formed the basis of such letter as represented to the Internal
Revenue Service continue substantially to exist; (iv) not less than ninety-five percent of the net proceeds
of the Bonds (under the terms of such issue or any underlying arrangement) would be deemed to be used
by the Borrower or other organization described in Section 501(c)(3) of the Code directly or indirectly in
a trade or business that does not constitute an unrelated trade or business, determined by applying Section
513(a) of the Code; and (v) the Borrower is an entity organized and operating exclusively for educational,
religious and charitable purposes, not for pecuniary profit, and no part of the net earnings of which inures
to the benefit of any person, private stockholder or individual, all within the meanings respectively, of
subsection 3(a)(4) of the Securities Act, and of subsection I2(g)(2)(D) of the Securities Exchange Act of
1934, as amended.
(0 On or prior to closing, the Borrower shall deliver an opinion or opinions, addressed and
in form acceptable to the Issuer, prior to closing, to the effect that any offering materials distributed in
connection with the offer and sale of the Bonds are correct and complete in all material respects, and do
not contain any untrue statements of material fact or omit to state a material fact required to be stated
therein or necessary to make the statements therein, in light of the circumstances under which they were
made, not misleading.
(g) The Bonds may be issued in minimum denominations of $5,000 and integral multiples of
$5,000 in excess thereof. If the Bonds are to be offered publicly the Underwriter will provide a
representation to the Issuer that the Bonds were initially offered only to "accredited investors" within the
meaning of Rule 501 of Regulation D or "qualified institutional buyers" within the meaning of Rule
144A, promulgated under the Securities Act.
(h) The Issuer, its officers and directors, and the County, must be provided with full
indemnification in connection with the issuance and sale of the Bonds, in form and substance satisfactory
to the Issuer's legal counsel, from a credit-worthy source acceptable to the Issuer.
Legal counsel to the Issuer must receive such documents, legal opinions, certificates and
other proceedings as are necessary and advisable to evidence compliance by the Borrower, the
Underwriter and other financing participants with the Issuer's policies and procedures and applicable
federal and State laws.
Prior to closing, the Borrower must submit final copies of all the required legal opinions,
certificates, documents and other proceedings required herein. All legal opinions, certificates, documents
and other proceedings will be in compliance with the provisions hereof only if they are in all material
respects satisfactory to the Issuer's legal counsel as to which the legal counsel shall act reasonably.
Bond Resolution 6346847 8

(k) All requirements of the Code must be satisfied including, without limitation, the
requirement of final approval of the issuance of the Bonds from the County Board of Supervisors, after a
public hearing following reasonable notice, prior to closing.
(1) On or prior to closing, the Borrower shall take such action as are necessary to induce the
Issuer to: (i) issue and sell the Series C Bonds, (ii) deposit the proceeds thereof into trust under the
Indenture, and (iii) make such moneys available for application to the Facility as contemplated by the
Indenture, and the Series C Indenture.
Section 16. From and after the execution and delivery of the Documents herein approved, the
proper officers are hereby empowered and directed to do all such acts and things and to execute all such
documents as may be necessary in connection with the issuance and sale of the Bonds or to carry out and
comply with the provisions of aforesaid approved documents as executed and delivered, including, without
limitation, the execution of instructions relating to the investment of funds and use of the proceeds of the
Bonds and all other documents and certificates relating to the tax-exempt status of interest on the Bonds and
the Series C Bonds.
Section 17. Neither the members of the governing body of the Issuer nor any director,
officer, official employee or agent of the Issuer shall be subject to any personal liability or accountability
by reason of the issuance thereof.
Section 18. In the event of the inability or unavailability of any official of the Issuer to perform
any duty assigned to such official by the terms of this Resolution, any officer of the Issuer or the Executive
Director of the Issuer authorized to act for such official is hereby authorized and directed to do so.
Section 19. The liability of the Issuer with respect to the Documents or any other document
executed in connection with the transactions contemplated hereby shall be limited as provided in the Act
and such documents.
Section 20. All actions (not inconsistent with the provisions of this Resolution) heretofore
taken by or at the direction of the Issuer and its directors, officers, counsel, advisors or agents directed
toward the sale and issuance of the Bonds are hereby approved and ratified. Further, all actions
previously taken in connection with the preparation and publication of a Notice of Public Hearing and the
conducting of a public hearing relating to the issuance of the Bonds as required by the Code, are also
hereby authorized, ratified, and confirmed, and the Issuer hereby approves the issuance of the Bonds for
all purposes under the Code other than those specifically waived herein.
Section 21. The provisions of this Resolution are hereby declared to be separable, and if any
action, phrase or provision shall for any reason be declared to be invalid, such declaration shall not affect
the validity of the remainder of the sections, phrases and provisions.
Section 22. It is found and determined that all formal actions of the Issuer and its Board of
Directors concerning and relating to the adoption of this Resolution were adopted in an open meeting and
that all deliberations that resulted in those formal actions were in meetings open to the public, in
compliance with all requirements of the State and the Issuer.
Section 23. The provisions of this Resolution shall be in full force and effect from and after
its passage as provided by law.
Section 24. Any provisions of the Issuer's Bylaws, Procedural Pamphlet, or prior resolutions
inconsistent herewith are waived to the extent only of such inconsistency. This waiver shall not be
construed as repealing any such Bylaws, Procedural Pamphlet, or resolution or any part thereof.
Bond Resolution 6346847 8

Section 25. Notice of A.R.S. § 38-511 is hereby given. The provisions of said statute are by
this reference incorporated herein to the extent of their applicability to matters contained herein under the
laws of the State.
Section 26. This Resolution shall be effective immediately.
Section 27. The Resolution adopted by the Board of Directors of the Issuer on January 12,
2016, relating to the issuance of not to exceed $70,000,000 Senior Living Facility Revenue Bonds
(Christian Care Surprise, Inc. Project), Series 2016 is hereby superseded in all respects by this Resolution.
[Remainder of Page Intentionally Left Blank]
Bond Resolution 6346847_8

PASSED, ADOPTED, AND APPROVED on September/J, 2016.
THE INDUSTRIAL DEVELOPMENT
AUTHORITY OF THE COUNTY OF MARICOPA
Bond Resolution 63468478

THE INDUSTRIAL DEVELOPMENT AUTHORITY
OF THE COUNTY OF MARICOPA
REPORT OF PUBLIC HEARING WITH RESPECT TO
NOT TO EXCEED $85,000,000
OF
THE INDUSTRIAL DEVELOPMENT AUTHORITY
OF THE COUNTY OF MARICOPA
SENIOR LIVING FACILITIES REVENUE BONDS
(CHRISTIAN CARE SURPRISE, INC. PROJECT)
SERIES 2015
On Tuesday, June 9, 2015, commencing at approximately 8:30 a.m., MST, located at the
Maricopa County Administration Building, First Floor Lobby, 301 West Jefferson, Phoenix,
Arizona 85003, the undersigned, on behalf of The Industrial Development Authority of the
County of Maricopa (the "Authority"), conducted a Public Hearing pursuant to the requirements
of Section 147(f) of the Internal Revenue Code of 1986, as amended, regarding the proposed
issuance by the Authority of its Senior Living Facilities Revenue Bonds (Christian Care Surprise,
Inc. Project) Series 2015 (the "Bonds"), in one or more tax-exempt and/or taxable series, in an
aggregate principal amount not to exceed $85,000,000.
A Notice of Public Hearing was published in The Record Reporter on May 13, 2015, and
a copy of the Affidavit of Publication of Notice of Public Hearing is attached to this report.
At the time and place set for the Public Hearing, I announced that the Public Hearing was
opened and asked if there were interested persons wishing to comment and be heard with respect
to the proposed issuance of the Bonds.
No persons appeared at the Public Hearing requesting to comment or be heard with
regard to the matters for which the public hearing was conducted, whereupon I declared the
public hearing closed,
DATED: June 9, 2015.
lrzede;#n it..
William F. Wilder, Legal Counsel
The Industrial Development Authority
of the County of Maricopa
5808348_1

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 June 9, 2015,
commencing at 8:30 a.m., MST, in the Maricopa County Administration Building, First Floor Lobby, 301
West Jefferson, Phoenix, Arizona 85003, regarding the Issuer's Senior Living Facilities Revenue Bonds
(Christian Care Surprise, Inc. Project) Series 2015A (the "Series A Bonds"), and its Subordinate Senior
Living Facilities Revenue Bonds (Christian Care Surprise, Inc. Project) Series 2015B (the "Series B
Bonds", and together with the Series A Bonds, the "Bonds"), to be issued in an aggregate principal
amount not to exceed $85,000,000, in one or more tax-exempt and/or taxable series.
The proceeds of the Bonds will be loaned by the Issuer to Christian Care Surprise, Inc. (the "Borrower"),
an Arizona nonprofit corporation and an exempt organization described under Section 501(c)(3) of the
Internal Revenue Code of 1986, as amended (the "Code"), and, together with a cash equity investment to
be made by the I3on-ower and its affiliates, will be applied for the purposes of (a) financing the cost of
acquiring, constructing and equipping a 313-unit senior living facility to be located at North Sarival
Avenue and south of West Bell Road in Surprise, Arizona, (b) funding a debt service reserve fund for each
series of the Bonds, (c) funding capitalized interest, (d) funding an operating reserve fund, (e) funding a
capital and maintenance fund, (f) funding a rental subsidy fund, and (g) paying certain costs and expenses
incidental thereto (collectively, the "Project").
The Facilities will be owned and operated by the Borrower or its affiliates.
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 Code. 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 do Maricopa County,
10th Floor, 301 West Jefferson, Phoenix, Arizona 85003, Attention: President, and clearly marked:
"Christian Care Surprise, Inc. 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
5787077 I

THE RECORD REPORTER
– SINCE 1914 -
2025 N THIRD ST #160, PHOENIX, AZ 85004-1425
Telephone (602) 417-9900 / Fax (602) 417-9910
Publishing for Maricopa
and Pima Counties
PATRICIA HAYDEN
LEWIS ROCA ROTHGERBER LLP
201 E WASHINGTON ST #1200
PHOENIX, AZ - 85004-2595 RR# 2750932
NOTICE OF PUBLIC HEARING THE INDUSTRIAL DEVELOPMENT
PUBLIC NOME IS HEREBY GIVEN AUTHORITY OF THE COUNTY OF
that a public hearing will be held by a MARICOPA
rearesu Mellott of The liehlstr Iol 5/13115 RR-2750932e
Development Authority of the Comity
of Mancopa (Ma issue() on June 9.
2915, commencing al 8:30 orn, MST,
to Bin Made-One CounrY Admstration
Building, First Row Lobby, 301 West
Jodeleon, Phoenix, &Mute awn.
PUBLICATION regarding Ma Issuers Senior Using
AFFIDAVIT OF Pactlilles Revenue 13unde (Christ:An
Care Stodge, Int Project) Series
2095A (the 'Serial A wade). and Its
Suborclinalit Senior Living Facilities
RoyenUe Bonds (Christian Care
Burprlso. Inc. Project) Series 2015B
Reference #: (illa 'Songs a Bonds'. ora together
with the Sado: A Bonds, GA -liends").
to be Issued In an aggregate principal
Notice Type: MN - MISCELLANEOUS NOTICE amount net to exceed tax-exempt 985,000.000. end/ac In
ems yr mare
taxable series
Ad Description: Christian Care Surprise, Inc. Project The proceeds of Um Bands will be
loaned by the Issuer tit Chrbilian Care
Stu-brine, Inc. (the 'Borrower), tin
Arizona I-Arent:let corporabon twict
exempt ca.gerileetion delltalbed wider
Section 591(013) of the keemel
Revenue Code of 1986, as amended
(they V,061.11, we, logalitor with a
cash equity Inveetneint tu be nettle by
I, Hp_sthnr (.Inyinn , am authorized by the publisher as the Borimover and Its affiliates. will be
agent to make this affidavit. Under oath, I state that the following is true and linencing applied for the the coat purpose-a of acquiring, of laj
conatruceng and erielpping ii 313-urst
correct. senior living facility to be located al
North &viva' Avenue and south of
THE RECORD REPORTER is a newspaper of general circulation published West (b) funding Bell Road a debt in Surpriso, servirm Fvizona, reserve
Monday, Wednesday and Friday except legal holidays, In the County of fund fir each series of the Boods, (c}
Maricopa (also publishing for Pima County). State Of Arizona. The copy Illincling funding en capitalized oPeraling rosary. Interest (und, (d (c
hereto attached is a true copy of the advenisarnent as published on the fins/ a capital and mehtterierice fund,
fund, funding a rental subsidy
following dates: and 9) peying certain •costa and
oxperrees rricidollial Monde
05/13/2015 (collectively, the Trolecr),
The Faidlities will be OWned and
operated by the Borrower at
affiliates_
The principal of, premium. If any. and
Interest on Me Bonds will net
constitute an Indebtedness or. tintellty
of the Issuer. the County of Maricope.
Altoona, the Stets of Marone, or cry
perUcal subdivision of the State of
NIzona, or a. charge againut their
general .credit or any Lulea powers,
State Of Arizona) but shall' be payable solely from the
source* terevidod tut in the
)ss. proCeatlings pursuant ile *Welt the
County Of Maricopa) Bonds ore issued.
Thle public notice in publiehed
Subscribed and sworn to before me on the 13th day of May, 2015 pursuent Sedan 14111) le the of requirernents We Coda_ Any of
imercrstod tereuns may attend or
Send written comments and maks
known their view Wills reeleed le the
Bonds and the Woollen and naltuu of
ther l'rojotat to be financed, Any ea Men
comments Impute le: submitted to The
Industrial Develoernent Authority Of
Vie County ot gnawed cif Moncepa
County, SOM 'Finer, 391 W4M
JUffersan, PtlophiX. ivizione 85093,
Attention - Pielildenl, .end clearly
merited: 'Christian Cleo Surprise, Ina
Pr4904r. Wtit611 submissions eltMild
bo melted In etifficletil. leme le tie
received - before the limo of lite
CATHY L FISHER hearing_
Notary Public —Arizona
maricopa County 111111111111 1 111011111101111j1111111, 11111111411111 11111111
Expires 07131/2016

RYLEYCARLOCK MEMORANDUM
&A PPLEWH1TE
Attorneys
Date: September 8, 2016
To: Members of Board of Directors of The Industrial Development Authority of
the County of Maricopa
From: William F. Wilder
Subject: Not to Exceed $70,000,000 - The Industrial Development Authority of the
County of Maricopa Senior Living Facility Revenue Bonds (Christian Care
Surprise, Inc. Project), Series 2016; and
Not to Exceed $60,000,000 - The Industrial Development Authority of the
County of Maricopa Senior Living Facilities Revenue Refunding Bonds
(Christian Care Retirement Apartments, Inc. Project), Series 2016
At the Authority Board meeting on September 13, 2016, you will be asked to
adopt two resolutions authorizing the issuance and sale of the bonds as described above (the
"Bonds"). The purpose of this memorandum is to provide you with a summary review of the
proposed financing.
In September 2015 the Authority Board adopted a Resolution authorizing the
issuance and sale of not to exceed $70,000,000 of the Authority's Senior Living Facility
Revenue Bonds Project (Christian Care Surprise, Inc. Project), Series 2016.
The Project to be financed with the proceeds of such Bonds is a 313-unit senior
living facility to be located at North Sarival Avenue and south of West Bell Road in Surprise,
Arizona. Additionally, bond proceeds will be used to fund a debt service reserve fund, to fund
capitalized interest, to fund an operating reserve fund and to pay certain costs of issuance of the
Bonds.
Proceeding with the Christian Care Surprise Senior Living Facility Project has
been subject to the need of Christian Care to procure approximately $16,000,000 of additional
financing.
Christian Care affiliates, Christian Care Retirement Apartments, Inc., Christian
Care Mesa, Inc., and Christian Care Assisted Living (Phoenix), Inc. (sometimes referred to
collectively as the "Affiliates" and sometimes referred to collectively as "Christian Care
Retirement Projects") have been prepared to make what is being referred to as an "Affiliate
Loan" to Christian Care Surprise in an amount of approximately $16,000,000, this loan to be
secured by a subordinate deed of trust on the Christian Care Surprise Project and to be
subordinate to the rights of Christian Care Surprise Bondholders.
The Christian Care Affiliates procured, through the Authority, bond financing in
2005 (the "Series 2005A Bonds") and in 2014 (the "Series 2014 Bonds"). The Series 2005A
4062960.1
09/07/16

Bonds are insured by FannieMae. The Affiliates have operated very successfully over the years,
and have significant amounts of excess cash available to loan to Christian Care Surprise.
For nearly a year following the approving action of the Authority in 2015
regarding the Christian Care Surprise Project, Christian Care worked and negotiated with
FannieMae to try to get its approval for the use of excess cash from the Christian Care
Retirement Projects to loan to Christian Care Surprise.
Finally, FannieMae broke off negotiations, and Christian Care has determined its
best course of action at this point is to refund /refinance the Series 2005A Bonds and the Series
2014 Bonds, and to thereby eliminate the FarmieMae guarantee and thus enable the Affiliates to
proceed with making an Affiliate loan to Christian Care Surprise.
Submitted herewith is a Letter Application and Structural Overview submitted by
Christian Care Retirements Apartments, Inc. in support of the proposed refunding/refinancing.
NOTIFICATION 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
Bonds to refund/refinance the Series 2005A and Series 2014 Bonds.
PUBLIC HEARING
A public hearing pursuant to Section 147(f) of the Internal Revenue Code of
1986, as amended, relating to the issuance of the Refunding Bonds, was held by a representative
of the Authority on August 26, 2016, 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
Refunding Bonds as this financing is for nonprofit 501(c)(3) entities and is a refunding of
previously issued 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
Borrowers: Christian Care Assisted Living (Phoenix) Inc., Christian
Care Retirement Apartments, Inc. and Christian Care Mesa,
Inc.
2

Bond Underwriter: Stifel Nicolaus & Co.
Bond Counsel: Lewis Roca Rothgerber & Christie LLP
Bond Trustee Zions Bank
Applicant/Borrower Counsel: Fennemore Craig, P.C.
Bond Underwriter Counsel: Squire Patton Boggs (US) LLP
PRINCIPAL FINANCING DOCUMENTS
Document Parties
Bond Indenture dated as of October 1, 2016 Issuer and Trustee
Financing Agreement dated as of October 1, 2016 Issuer and Borrowers
Official Statement (Preliminary and Final) Borrower and Bond Underwriter
Bond Purchase Agreement dated as of the date of Borrower, Issuer and Bond Underwriter
execution
PLAN OF FINANCING
The Bonds will be issued under and pursuant to the Bond Indenture and the
proceeds received from the sale of the Bonds will be loaned to the Borrowers pursuant to the
Financing Agreement and applied, together with other available moneys, to refund the 2005
Bonds and the 2014 Bonds.
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 the Bonds will bear interest at fixed rates dependent upon the
scheduled maturity date, will be subject to early redemption as provided for in the Bond
Indenture and will have an investment grade rating issued by one or more recognized national
rating agencies.
FINAL APPROVAL
At the Authority Board meeting on September 13, 2016, the Board will be asked
by the Borrowers to grant final approval for the financing and to adopt a resolution authorizing
the issuance and sale of the Bonds for the Christian Care Retirement Projects and to adopt a new
Resolution authorizing and approving the issuance of Bonds for the Christian Care Surprise
Project. Copies of the proposed forms of resolutions to be adopted are included in the Board
package.
3

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.
BOARD OF SUPERVISORS APPROVAL
If the Authority Board acts to grant final approval for the bond refunding and to
adopt a resolution authorizing the issuance and sale of the refunding Bonds, the Maricopa
County Board of Supervisors will be requested, at its meeting on September 21, 2016, to act as
required by law to adopt a resolution approving the proceedings of the Authority for the issuance
of the Bonds.
TRANSACTION CLOSING
Assuming the required approvals of the Authority and the Maricopa County
Board of Supervisors are received, it is anticipated that the refunding Bonds and the Bonds for
the Surprise Senior Living Project will be issued in October, 2016.
LEGAL COUNSEL RECOMMENDATION
As counsel to the Authority, we have reviewed drafts of the principal financing
documents, we have been advised that these documents are now in substantially final form, and
based upon our review of such and our review of the proceedings of the Authority to date
relating to the proposed issuance of the refunding Bonds as well as the Surprise Senior Living
Project, we believe the financing documents and proceedings are in substantial conformance
with the policies and guidelines of the Authority and are 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 subject Bonds, and related matters, is in form
and substance acceptable for the Authority Board to adopt.
4