NEW LEARNING VENTURES 2022 - BOS RESOLUTION.PDF

DMFIRM #403505796 v3 
 
A RESOLUTION OF THE MARICOPA COUNTY BOARD 
OF SUPERVISORS APPROVING THE ISSUANCE BY THE 
INDUSTRIAL DEVELOPMENT AUTHORITY OF THE 
COUNTY OF MARICOPA OF ONE OR MORE SERIES OF 
ITS TAX-EXEMPT AND/OR TAXABLE EDUCATION 
REVENUE 
BONDS 
(NEW 
LEARNING 
VENTURES 
PROJECT), SERIES 2022, IN AN AGGREGATE ORIGINAL 
PRINCIPAL AMOUNT NOT TO EXCEED $6,500,000 
 
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, Arizona Revised Statutes § 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 one or more series of its tax-exempt and/or 
taxable Education Revenue Bonds (New Learning Ventures Project), Series 2022 (the “Bonds”), 
in an aggregate original principal amount not to exceed $6,500,000, for the benefit of New 
Learning Ventures, 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”), 
which operates a charter school established under Arizona Revised Statutes Title 15, Chapter 1, 
Article 8, as amended; 
 
WHEREAS, the proceeds of the Bonds will be loaned by the Issuer to the Borrower to 
assist the Borrower with financing or refinancing, as applicable: (a) the acquisition, renovation, 
improvement and equipping of an existing campus located at 200 E. Mitchell Dr. in Phoenix, 
Arizona (the “Phoenix Modern Campus”), which the Borrower currently leases and operates as a 
K-8 charter school known as “Phoenix Modern”; (b) certain existing taxable indebtedness of the 
Borrower, the proceeds of which were used to pay working capital for the Borrower’s first three 
years of operation of Phoenix Modern; (c) funding capitalized interest on a portion of the Bonds; 
and (d) the payment of certain related issuance expenses; and 
 
WHEREAS, on June 14, 2022, 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 as of this date; 
 
WHEREAS, the Issuer's Resolution authorizes, among other things, the issuance and sale 
of the Bonds, the execution and delivery of a Trust Indenture, and related financing documents as 
well as such other documents as required for the issuance of the Bonds;

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WHEREAS, pursuant to Section 147(f) of the Code, the Maricopa County Board of 
Supervisors must approve the issuance of the Bond after a public hearing following reasonable 
public notice; 
 
WHEREAS, on June 2, 2022 a notice of public hearing was posted on the website 
www.mcida.com  (the “Notice”), a public hearing with respect to the Bond and the location and 
nature of the Project to be financed was held by the Authority, pursuant to Section 147(f) of the 
Code, at 9:30 am on June 15, 2022, (the “Public Hearing”), and a copy of the Notice of the Public 
Hearing is attached hereto and made a part of this Resolution;  
 
WHEREAS, a report of the Public Hearing has been presented to and considered by the 
Maricopa County Board of Supervisors;  
 
WHEREAS, the terms, maturities, provisions for redemption, security, and sources of 
payment for the Bonds are set forth in the Trust 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, Ballard Spahr LLP, and Bond 
Counsel has determined that the documents adequately meet the requirements of the Act and 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; 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 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 $6,500,000 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 June 22, 2022 
 
 
 
 
 
 
 
 
 
 
Chairman, Maricopa County Board of  
Supervisors 
 
 
Attest:  
 
 
 
 
 
 
 
 
 
Clerk, Maricopa County Board of Supervisors

NOTICE OF PUBLIC HEARING 
Notice is hereby given of a public hearing to be held virtually by The Industrial Development 
Authority of the County of Maricopa (the “Issuer”) on June 15, 2022 at 9:30 a.m., Arizona Time, via the 
toll free dial-in number of 1-833-220-6615; enter code 970133 and Press #, in connection with a proposed 
plan of financing involving the issuance by the Issuer of its revenue bonds (the “Bonds”) in one or more 
series pursuant to a plan of finance in an aggregate principal amount not to exceed $6,500,000 to finance 
and refinance the Project described below.   
Project Owner and Occupant:  New Learning Ventures, Inc. (the “Borrower”), an Arizona 
nonprofit corporation and a tax-exempt organization described in Section 501(c)(3) of the Internal Revenue 
Code of 1986, as amended (the “Code”).  If issued, the Bonds are intended to be qualified 501(c)(3) Bonds 
pursuant to Section 145 of the Code.  
Project Description: The Project is proposed to include (i) the purchase of an existing campus 
located at 200 E. Mitchell Dr. in Phoenix, Arizona (the “Phoenix Modern Campus”), which the Borrower 
currently leases and operates as a K-8 charter school known as “Phoenix Modern”, and the renovation, 
improvement, and equipping of such campus (together with the payment of capitalized interest, up to 
$6,450,000 principal amount of the Bonds will be used for this purpose); (ii) the construction, renovation, 
and equipping of the Borrower’s school facility located at 3330 East Camelback Road, Phoenix, Arizona 
85018 and known as “Acton Academy” (up to $50,000 principal amount of the Bonds will be used for this 
purpose); and (iii) the payment of the costs of issuing the Bonds.   
Locations of Project:  (1) The Phoenix Modern Campus, with its administrative offices located at 
200 E. Mitchell Dr., Phoenix, Arizona 85012.  The approximately 0.651 acre campus is generally bounded 
by E. Columbus Avenue (north), E. Mitchell Drive (south), N. 3rd Street (east), and N. Central Avenue 
(west). (2) The Acton Academy Campus located at 3330 East Camelback Road, Phoenix, Arizona 85018. 
The Bonds are limited obligations that are repayable from revenues of the Borrower.  The Bonds 
will not constitute a debt or obligation of the County of Maricopa, the City of Phoenix, or the State of 
Arizona (the “State”).  Neither the credit nor the taxing power of the State or of any political subdivision 
thereof (including, but not limited to the County of Maricopa and the City of Phoenix) will be pledged or 
obligated for payment of the Bonds.   
At the public hearing, any and all persons in attendance will be afforded an opportunity to comment 
on the proposed project and/or the issuance by the Issuer of the Bonds.   
This notice is published, and the public hearing is being held by and on behalf of the Issuer as the 
issuer of the Bonds, as required by Section 147(f) of the Code, and regulations promulgated thereunder. 
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 “New 
Learning Venture – 2022 Bonds.”  Written submissions should be mailed in sufficient time to be received 
before the time of the hearing. 
This Notice is dated June 2, 2022 
THE INDUSTRIAL DEVELOPMENT 
AUTHORITY OF THE COUNTY OF 
MARICOPA