BONESTA 2026 - BOS RESOLUTION (FINAL) 2.9.2026.PDF

Board of Supervisors Resolution 
 
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 REVENUE BONDS (BONESTA PROJECT), SERIES 
2026, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED 
$136,920,000 
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 Maricopa County, Arizona, empowered under the 
Industrial Development Financing Act, Arizona Revised Statutes. § 35-701 et seq. (the “Act”), to 
issue bonds, notes and other obligations for the purposes set forth in the Act, including the making of 
secured and/or unsecured loans for the purpose of financing or refinancing the acquisition, 
construction, improvement, equipping or operating of a “project” (as defined in the Act); 
WHEREAS, Bonesta, Inc., a Delaware nonprofit nonstock corporation (the “Parent”), is an 
entity exempt from federal income tax under Section 501(a) of the Internal Revenue Code of 1986, 
as amended (the “Code”), as a nonprofit organization under Section 501(c)(3) of the Code; 
 
WHEREAS, the Parent is the sole member of SLF SE, LLC, a Delaware limited liability 
company (the “Borrower”); 
 
WHEREAS, the Act authorizes the Authority to issue bonds to provide financing or 
refinancing for projects (as defined in the Act) consisting of facilities owned or operated by a nonprofit 
organization described in Section 501(c) of the Code, which may be located within or without the 
State of Arizona; 
 
WHEREAS, the Project Facilities (defined herein) will be indirectly owned and operated by 
the Parent through its subsidiaries, as further described below, and constitutes facilities owned or 
operated by a nonprofit organization described in Section 501(c) of the Code and, as such, constitute 
“projects” for purposes of the Act; 
 
WHEREAS, the Borrower has applied to the Authority to issue the AZ Bonds (as defined 
below) on the Borrower’s behalf and to make one or more loans to the Borrower for the purpose of: 
(i) financing and refinancing the cost of the acquisition of three short-term rehabilitation centers, 
including land, buildings, and equipment, located in the cities of Surprise, North Scottsdale and Mesa 
(each, a “Project Facility” and collectively, the “Project Facilities”), in the State of Arizona; (ii) paying 
certain capital expenditures and startup costs related to the Project Facilities; (iii) funding one or more 
reserve funds; (iv) funding capitalized interest; and (v) paying a portion of the costs of issuing the AZ 
Bonds (collectively, the “Project”), and the Authority has accepted such application; 
 
WHEREAS, each Project Facility will be owned by an affiliate of the Borrower (each, an “AZ 
PropCo”) and leased by such AZ PropCo to a separate affiliate of the Borrower (each, an “AZ 
OpCo”), and each AZ PropCo and AZ OpCo are wholly-owned subsidiaries of another wholly-owned 
subsidiary of the Borrower (each, an “AZ HoldCo” and the AZ PropCos, AZ OpCos and AZ HoldCos 
are collectively, the “AZ Borrower Affiliates”); and

2 
Board of Supervisors Resolution 
 
 
WHEREAS, the Authority proposes to issue its Senior Living Revenue Bonds (Bonesta 
Project), Series 2026 (the “AZ Bonds”), in one or more series or subseries, on a tax-exempt and/or 
federally taxable basis, as senior bonds or subordinate bonds, in an aggregate principal amount not 
to exceed $136,920,000, for the benefit of the Borrower, and loan such proceeds to the Borrower 
to finance the Project; 
WHEREAS, on February 10, 2026, the Authority resolved (the “Authority’s Resolution”) 
to issue the AZ Bonds, the Authority’s Resolution being conditioned upon, among other things, 
the granting of approval to the issuance of the AZ Bonds by the Maricopa County Board of 
Supervisors; 
WHEREAS, the Authority’s Resolution has been made available to and considered by the 
Maricopa County Board of Supervisors; 
WHEREAS, the Authority’s Resolution authorizes, among other things, the issuance and 
sale of the AZ Bonds, and the execution and delivery of one or more indentures (individually and 
collectively, the “Indenture”), between the Authority and U.S. Bank Trust Company, National 
Association, one or more loan agreements, between the Borrower and the Authority, and related 
sale and disclosure documents, an intercreditor agreement, as well as other documents required for 
the issuance and sale of the AZ Bonds; 
WHEREAS, the terms, maturities, provisions for redemption, security, and sources of 
payment for the AZ Bonds are set forth in the Indenture and in the form of the AZ Bonds; 
WHEREAS, the Maricopa County Board of Supervisors has been informed that the 
documents have been reviewed by competent counsel for the Authority, its General Counsel, and 
counsel for the Authority has determined that the documents adequately meet the requirements of 
the Act and the Internal Revenue Code of 1986, as amended (the “Code”); 
WHEREAS, pursuant to Section 35-721.B of the Act, the issuance of the AZ Bonds by 
the Authority requires the approval of the Maricopa County Board of Supervisors;  
WHEREAS, pursuant to Section 147(f) of the Code, the Maricopa County Board of 
Supervisors must approve the issuance of the AZ Bonds after a public hearing following 
reasonable public notice;  
WHEREAS, pursuant to Section 147(f) of the Code, following publication by posting on 
the Authority’s website of a Notice of Public Hearing, a public hearing with respect to the AZ 
Bonds and the location and nature of the Project Facilities to be financed was held telephonically 
by an authorized representative of the Authority on February 17, 2026, commencing at 9:00 a.m., 
MST, via the toll free dial-in number of 1 833-220-6615, code 970133 (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 
February 17, 2026, has been presented to and considered by the Maricopa County Board of 
Supervisors; and

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Board of Supervisors Resolution 
 
WHEREAS, it is intended that this Resolution shall constitute approval by the Maricopa 
County Board of Supervisors with respect to the issuance of the AZ Bonds pursuant to Section 35 
721.B of the Act and 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 AZ Bonds in an aggregate principal amount 
not to exceed $136,920,000 is approved for all purposes under the Act, including specifically 
Section 35-721.B, and Section 147(b) 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 AZ 
Bonds.

ADOPTED AND APPROVED on February 25, 2026. 
 
 
 
 
 
 
 
 
Chair, Maricopa County Board of Supervisors 
ATTEST: 
 
 
 
 
 
 
 
Clerk, Maricopa County Board of Supervisors

NOTICE OF PUBLIC HEARING 
NOTICE IS HEREBY GIVEN  that on February 17, 2026, commencing at 9:00 a.m. MST (or as 
soon thereafter as the matter may be heard), via the toll free dial-in number of 1 833 220-6615, enter code 
970133 and press #, a public hearing as required by Section 147(f) of the Internal Revenue Code of 1986, 
as amended (the “Code”), will be held telephonically by an authorized representative of The Industrial 
Development Authority of the County of Maricopa (“MCIDA”) to consider the proposed issuance of one 
or more series of bonds, including qualified 501(c)(3) bonds as defined in Section 145 of the Code, for 
health care facilities, in an aggregate principal amount not to exceed $136,920,000 (the “Bonds”).    
The Bonds are expected to be issued by MCIDA pursuant to the Industrial Development Financing 
Act, Arizona Revised Statutes. § 35-701 et seq., and the proceeds from the sale of the Bonds will be loaned 
to SLF SE, LLC (the “Borrower”), the sole member of which is Bonesta, Inc. (the “Parent”), an organization 
described in Section 501(c)(3) of the Code, to finance and refinance the cost of the acquisition of short-
term rehabilitation centers, including land, buildings, and equipment (each, a “Project Facility” and 
collectively, the “Project Facilities”), at the following locations: 
• 
14775 W Yorkshire Drive, Surprise, Arizona (in an amount not to exceed $42,250,000) 
• 
17490 N 93rd Street, Scottsdale, Arizona (in an amount not to exceed $53,185,000) 
• 
5358 E Baseline Road, Mesa, Arizona (in an amount not to exceed $46,835,000) 
The Project Facilities will be owned and operated by the Parent, the Borrower and/or wholly-owned 
subsidiaries of the Borrower or the Parent. 
Proceeds of the Bonds are also expected to be used to pay certain capital expenditures and startup 
costs related to the Project Facilities, fund one or more reserve funds, fund capitalized interest, and pay a 
portion of the costs of issuing the Bonds. 
The hearing will provide a reasonable opportunity to be heard for persons wishing to express their 
views on the merits of the Project Facilities, their locations, the issuance of the Bonds or related matters.  
A person wishing to speak at the hearing will be asked to provide his or her name, address and the person(s) 
or entity(ies) he or she represents, if any, prior to speaking.  Written comments will be accepted by 
submitting them by mail to The Industrial Development Authority of the County of Maricopa, 8687 East 
Via de Ventura, Suite 306, Scottsdale, Arizona 85258, Attention:  President, and clearly marked: “Bonesta 
Project.” Comments must be received by MCIDA on or before the date and time of the hearing.   
 
Dated: February 9, 2026