MCIDA PARADISE SCHOOLS 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 EDUCATION REVENUE BONDS (PARADISE SCHOOLS
PROJECTS), SERIES 2016, IN ONE OR MORE TAX-EXEMPT AND/OR
TAXABLE SERIES, IN AN AGGREGATE PRINCIPAL AMOUNT NOT
TO EXCEED $55,000,000
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, Paragon Management, Inc. (the “Borrower”), an Arizona nonprofit
corporation and an organization described in Section 501(c)(3) of the Internal Revenue Code of
1986, as amended (the “Code”), that operates charter schools established under Arizona Revised
Statutes Title 15, Chapter 1, Article 8, as amended, previously borrowed the proceeds of
$12,785,000 original principal amount of Education Revenue Bonds (Paradise Education Center
Project), Series 2003A and $160,000 original principal amount of Education Revenue Bonds
(Paradise Education Center Project), Series 2003A-T (together, the “Series 2003 Bonds”),
$5,515,000 original principal amount of Education Revenue Bonds (Paradise Education Center
Project), Series 2006 (the “Series 2006 Bonds”) and $12,800,000 original principal amount of
Education Revenue Bonds (Paradise Education Center Project), Series 2010 (the “Series 2010
Bonds”), issued by The Industrial Development Authority of the County of Pima to, among other
things, finance the acquisition, construction, renovation, improving and equipping, as applicable,
land and buildings located at 15533 West Paradise Lane in Surprise, Arizona (the “Elementary
School Campus”) and land and buildings located at 12775 North 175th Avenue in Surprise,
Arizona (the “High School Campus”), which are used by the Borrower in connection with its
charter school operations;
WHEREAS, the Issuer proposes to issue its Education Revenue Bonds (Paradise Schools
Projects), Series 2016 (the “Bonds”), in one or more tax-exempt and/or taxable series, in an
aggregate principal amount not to exceed $55,000,000, for the benefit of the Borrower;
WHEREAS, the proceeds of the Bonds will be loaned by the Issuer to the Borrower to
(a)(i) refinance the costs of acquiring, constructing, renovating, improving and equipping, as
applicable, the Elementary School Campus and the High School Campus by refunding,
depending upon market conditions at the time of sale, all or a portion of the outstanding Series
2003 Bonds, Series 2006 Bonds and Series 2010 Bonds (collectively, the “Bonds Being
Refunded”), (ii) refinance an outstanding loan incurred by the Borrower to finance the costs of
acquiring land adjacent to the High School Campus (the “Middle School Site”) and complete the
initial design and engineering of the Middle School Campus (as defined below), (iii) finance the
costs of constructing, improving and equipping, as applicable, buildings, athletic fields and
related amenities on the Middle School Site (together with the Middle School Site, the “Middle
School Campus” and, collectively with the Elementary School Campus and the High School

Campus, the “Facilities”), and (iv) finance the costs of constructing, improving and equipping
additions to the High School Campus, (b) pay capitalized interest on a portion of the Bonds,
(c) fund any required reserve funds, and (d) pay the costs incurred in connection with the
authorization, issuance and sale of the Bonds (the “Project”);
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 a 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 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, Greenberg Traurig, LLP, and Bond
Counsel has determined that the documents adequately meet the requirements of the Act and the
Internal Revenue Code of 1986 (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, 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
Section 35-721.B of the Act;
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 $55,000,000 is approved for all purposes under the Act, including specifically Section
35-721.B.
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 September 21, 2016.
Chairman, Maricopa County Board of
Supervisors
ATTEST:
Clerk, Maricopa County Board of Supervisors
PHX 331767635v3