MARICOPA COUNTY BOARD OF SUPERVISORS RESOLUTION PCH SERIES 2016 BONDS.DOCX

Maricopa County — Formal (2016-07-20)

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A RESOLUTION OF THE MARICOPA COUNTY BOARD OF SUPERVISORS
APPROVING THE ISSUANCE BY THE INDUSTRIAL DEVELOPMENT
AUTHORITY OF THE COUNTY OF MARICOPA OF ITS HOSPITAL
REVENUE BONDS (PHOENIX CHILDREN’S HOSPITAL), SERIES 2016, IN
ONE OR MORE TAX-EXEMPT AND/OR TAXABLE SERIES, IN AN
AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $375,000,000
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 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 Authority proposes to issue its Hospital Revenue Bonds (Phoenix Children’s
Hospital), Series 2016 (the “Bonds”), in one or more tax-exempt and/or taxable series, in an aggregate
principal amount not to exceed $375,000,000, for the benefit of Phoenix Children’s Hospital, Inc.,
(the “Corporation”), an Arizona nonprofit corporation and an exempt organization described in 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 Authority to the Corporation, together
with other available moneys, to finance and refinance (i) costs associated with the acquisition,
construction, improvement, and equipping of the new hospital facility to be located in Gilbert, Arizona
and other health care facilities in Avondale and Phoenix, Arizona, including by refinancing amounts
outstanding under a Construction Loan Agreement, dated as of February 24, 2016 relating to the
Avondale facilities, between the Borrower and the BOKF, NA, dba Bank of Arizona, N.A. (collectively,
the “Project”), and (ii) costs relating to the issuance of the Series 2016 Bonds, all in accordance with the
Act;
WHEREAS, on July 12, 2016, 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 Authority’s Resolution has been duly considered by this Board;
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 Tax Agreement, 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 Authority’s Resolution;
WHEREAS, the Maricopa County Board of Supervisors have been informed that the documents
have been reviewed by competent Bond Counsel, Squire Patton Boggs (US) LLP, and Bond Counsel has
determined that the documents adequately meet the requirements of the Act and the Code;
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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 of
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 Arizona Republic on
June 29, 2016, 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 July 14, 2016, 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 July 14, 2016 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 Authority of the Bonds in an aggregate principal amount not to
exceed $375,000,000 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 Authority’s Resolution in connection with the issuance of the Bonds.
ADOPTED AND APPROVED on July 20, 2016.
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 (“Authority”) on July 14, 2016,
commencing at 9:00 a.m., MST, in the Maricopa County Administration Building, First Floor Lobby, 301
West Jefferson, Phoenix, Arizona 85003, regarding the Authority’s Hospital Revenue Bonds (Phoenix
Children’s Hospital), Series 2016 (collectively, the “Bonds”) to be issued in an aggregate principal
amount not to exceed $375,000,000, in one or more series.
The proceeds of the Bonds will be loaned to Phoenix Children’s Hospital, Inc. (the “Borrower”),
an Arizona nonprofit corporation and an organization described under Section 501(c)(3) of the Internal
Revenue Code of 1986, as amended, to finance and refinance costs of acquisition, construction,
improvement, and equipping of hospital and other health care facilities owned and/or operated by the
Borrower (collectively, the “Project”). The proceeds of the Bonds will be spent at the following locations
of property included in the Project and shall not exceed the respective amounts as indicated: (i) 1919 E.
Thomas Road, Phoenix, Arizona 85016 (not to exceed $105,000,000); (ii) 1665 North Avondale
Boulevard, Avondale, Arizona 85392 (not to exceed $20,000,000); (iii) 3555 South Val Vista Drive,
Gilbert, Arizona, 85297 (not to exceed $250,000,000).
The Borrower will own and operate the Project.
The Bond proceeds will be used to finance or refinance costs of the Project by (i) paying or
reimbursing costs of acquiring, constructing, improving, and equipping the Project, (ii) paying issuance
costs and (iii) creating reserves.
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. The Authority has no taxing power.
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 must be sent to the Authority c/o Maricopa County, 301 W. Jefferson,
10th Floor, Phoenix, Arizona 85003, Attention: President, and clearly marked “Phoenix Children’s
Hospital Project.” Written submissions must be mailed or delivered in sufficient time to be received on or
before the public hearing on July 14, 2016.
Dated: June 29, 2016
THE INDUSTRIAL DEVELOPMENT
AUTHORITY OF THE COUNTY OF
MARICOPA
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