STEEPLE CHASE 2022 - BOS RESOLUTION.PDF
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MC Board resolution—Steeple chase 2022-Maricopa County IDA A RESOLUTION OF THE MARICOPA COUNTY BOARD OF SUPERVISORS APPROVING THE ISSUANCE BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA OF ITS MULTIFAMILY NOTE (STEEPLE CHASE APARTMENTS PROJECT), SERIES 2022A AND SUBORDINATE MULTIFAMILY NOTE (STEEPLE CHASE APARTMENTS PROJECT), SERIES 2022B, IN THE AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $20,000,000. 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 obligations 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 tax-exempt Multifamily Note (Steeple Chase Apartments Project), Series 2022A (the “2022A Note”) and Subordinate Multifamily Note (Steeple Chase Apartments Project), Series 2022B (together with the 2022A Note, the “Notes”), in the aggregate principal amount of not to exceed $20,000,000, for the benefit of Steeple Chase Preservation Apartments, LLC, a Washington limited liability company (the “Borrower”), to evidence two loans (together, the “Funding Loans”) made to the Authority by KeyBank National Association, a national banking association (the “Funding Lender”) pursuant to a Funding Loan Agreement (the “Funding Loan Agreement”) among the Authority, U.S. Bank Trust Company, National Association, as fiscal agent, and the Funding Lender and a Subordinate Funding Loan Agreement (together with the Funding Loan Agreement, the “Funding Loan Agreements”) among the Authority, U.S. Bank Trust Company, National Association, as fiscal agent, and the Funding Lender; WHEREAS, the proceeds of the Funding Loans will be used by the Authority to make two loans to the Borrower (the “Project Loans”) for the purpose of (i) financing a portion of the costs of the acquisition, rehabilitation, equipping and operation of an approximately 110-unit multifamily residential rental housing property commonly known as Steeple Chase Apartments, located at 8610 North 91st Avenue, Peoria, Maricopa County, Arizona, and (ii) paying certain costs and expenses related to the issuance of the Notes (collectively, the “Project”), all as permitted by the Act; WHEREAS, the Notes will be delivered to Funding Lender, and the 2022A Note will then be delivered by the Funding Lender to The Federal Home Loan Mortgage Corporation, a shareholder-owned government-sponsored enterprise (“Freddie Mac”); WHEREAS, on September 13, 2022, the Authority resolved (the “Authority’s Resolution”) to issue the Notes and make the Project Loans, the Authority’s Resolution being conditioned upon, among other things, the granting of approval to the issuance of the Notes by the Maricopa County Board of Supervisors; MC Board resolution—Steeple chase 2022-Maricopa County IDA 2 WHEREAS, the Authority’s Resolution has been made available to the Maricopa County Board of Supervisors, and the Resolution has been duly considered on this date; WHEREAS, the Authority’s Resolution authorizes, among other things, the issuance, making and delivery of the Note, the execution and delivery of the Funding Loan Agreements, the Project Loan Agreements, the Regulatory Agreement and the Governmental Lender’s Tax Certificate (as such terms are defined in the Funding Loan Agreements), and such other documents as required for the issuance of the Notes; WHEREAS, the terms, maturities, provisions for redemption, security, and sources of payment for the Notes are set forth in the Funding Loan Agreements and in the form of the Notes; WHEREAS, copies of the documents providing for the issuance of the Notes have 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, Pacifica Law Group LLP, and Bond Counsel 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 proceedings of the Authority under which the Notes are to be issued require the approval of the Maricopa County Board of Supervisors for the issuance of the Notes; WHEREAS, pursuant to Section 147(f) of the Code, the Maricopa County Board of Supervisors must approve the issuance of the Notes after a public hearing following reasonable public notice; WHEREAS, following publication of a Notice of Public Hearing on the Authority’s website, available at http://www.mcida.com, on August 2, 2022, a public hearing with respect to the Notes 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 August 16, 2022, at 9 a.m, MST, and 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 August 16, 2022 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 Notes pursuant to (i) Section 35- 721.B of the Act, and (ii) 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 Notes in the aggregate principal amount of not to exceed $20,000,000 is approved for all purposes under the Act and the Code. MC Board resolution—Steeple chase 2022-Maricopa County IDA 3 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 Notes. ADOPTED AND APPROVED on September 28, 2022. MARICOPA COUNTY BOARD OF SUPERVISORS Chairman ATTEST: Clerk, Maricopa County Board of Supervisors ATTACHMENT: Notice of Public Hearing MC Board resolution—Steeple chase 2022-Maricopa County IDA Notice of Public Hearing Notice is hereby given that at 9:00 a.m. MST, on August 16, 2022, a public hearing will be held as required by Section 147(f) of the Internal Revenue Code of 1986 with respect to a plan of finance for the proposed issuance of one or more tax-exempt obligations (collectively, the “Note”) by The Industrial Development Authority of the County of Maricopa (the “Authority”) in an amount not to exceed $20,000,000. The Note may be issued as one or more series issued from time to time and may include series of refunding obligations. The Authority will issue the Note pursuant to Title 35, Chapter 5, Arizona Revised Statutes, as amended, for the purpose of financing a qualified residential rental facility under Section 142(d) of the Internal Revenue Code of 1986, as amended, and will loan the proceeds of the Note to Steeple Chase Preservation Apartments, LLC (the “Borrower”) to (i) finance a portion of the costs of the acquisition, rehabilitation, equipping and operation of a 110-unit multifamily residential rental property commonly known as the Steeple Chase Apartments, located at 8610 North 91st Avenue, Peoria, Arizona (the “Facility”), and (ii) pay certain costs and expenses related to the issuance of the Note (collectively, the “Project”). The Facility will be owned by the Borrower. The principal of, premium, if any, and interest on the Note shall never constitute the debt or indebtedness or liability of the Authority, Maricopa County, the State of Arizona, or any political subdivision of the State of Arizona within the meaning of any provision of the Constitution of the State of Arizona, and shall not constitute or give rise to a pecuniary liability 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 Note is issued. The hearing will commence at 9:00 a.m. MST, August 16, 2022, and will be held telephonically by an authorized representative of The Industrial Development Authority of the County of Maricopa via the toll-free dial-in number of 1-833-220-6615 (enter code 970133 and press #). Interested persons wishing to express their views on either the plan of finance for the issuance of the Note or the Project will be given an opportunity to do so at the public hearing, or may, prior to the time of the hearing, submit written comments to The Industrial Development Authority of the County of Maricopa, 8687 E. Via de Ventura, Suite 306, Scottsdale, Arizona 85258, Attention: President, clearly marked: “Steeple Chase Apartments” for receipt before the time of the hearing. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA