JESSE OWENS PARKWAY 2024 - SUMMARY LETTER.PDF

Maricopa County — Formal (2024-09-25)

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Squire Patton Boggs (US) LLP
2325 E. Camelback Road, Suite 700
Phoenix, Arizona 85016
O
+1 602 528 4000
F
+1 602 253 8129
squirepattonboggs.com
 1102607906\1\
September 6, 2024
To:
Board of Supervisors
Board of Directors
Maricopa County, Arizona
The Industrial Development Authority
   of the County of Maricopa
Re:
Not to Exceed $59,000,000 The Industrial Development Authority of the County of 
Maricopa Multifamily Housing Revenue Bonds (Jesse Owens Parkway Apartments 
Project), Series 2024
Ladies and Gentlemen:
At the meeting of the Board of Directors (the “Board”) of The Industrial Development Authority 
of the County of Maricopa (the “Authority”) on September 17, 2024, the Board will be asked to grant 
final approval and adopt a resolution authorizing the issuance and sale of the Bonds (as defined below). 
This letter provides a summary of the proposed financing.  
AUTHORITY
The Authority is an Arizona nonprofit corporation designated by law as a political subdivision 
of the State of Arizona.  The Authority was formed with the permission of Maricopa County, Arizona 
(“Maricopa County”), and incorporated under and pursuant to the Arizona Industrial Development 
Financing Act, Title 35, Chapter 5, Arizona Revised Statutes, as amended (the “Act”).
APPLICANT/BORROWER
The Applicant/Borrower is Jesse Owens Parkway Apartments, LLC, an Arizona limited liability 
company (“Borrower”).  The managing member of the Borrower is Langston Hughes Jesse Owens 
Parkway, LLC, an Arizona limited liability company, whose sole member is Langston Hughes 
Affordable Housing, Inc., a Georgia nonprofit corporation.  
PROJECT
The Borrower will use the proceeds of the Bonds to pay a portion of the costs of acquiring, 
constructing and equipping a 236-unit multifamily residential rental housing facility to be known as 
“Jesse Owens Parkway Apartments” and located at 300 East Jesse Owens Parkway, Phoenix, Arizona 
(the “Project”).  The Borrower obtained preliminary approval for financing the costs of acquiring, 
constructing and equipping the Project at the Authority’s Board meeting on April 9, 2024.  The Project 
will be located in Supervisorial District No. 5.

Board of Supervisors
Board of Directors 
September 6, 2024
Page 2
 1102607906\1\
NOTIFICATION TO ARIZONA ATTORNEY GENERAL
As required by the provisions of Arizona Revised Statutes, Section 35-721.F, the Authority will 
notify the Arizona Attorney General of its intention to issue the Bonds.  
TAX EXEMPT FINANCING
Pursuant to Section 147(f) of the Internal Revenue Code of 1986, as amended (the “Code”), the 
Maricopa County Board of Supervisors must approve the issuance of the Bonds after a public hearing 
following reasonable public notice.  A representative of the Authority will conduct a public hearing 
regarding issuance of the Bonds on September 16, 2024.  
On or prior to closing, the Authority will receive an opinion from Pacifica Law Group LLP, as 
bond counsel, to the effect that interest on the Bonds will be exempt from federal and State income taxes.
ALLOCATION FOR TAX EXEMPT FINANCING
The Borrower must receive from the Arizona Finance Authority an allocation of the Arizona 
“volume cap” for financing a portion of the costs of acquiring, constructing and equipping the Project in 
order for the Bonds to be qualified private activity bonds under Section 142(d) of the Code and the 
interest to be exempt from federal income taxes.  
FINANCING PARTICIPANTS
The major participants in the financing are as follows:
Authority: 
The Industrial Development Authority of the County of Maricopa 
Authority Counsel:
Squire Patton Boggs (US) LLP 
Bond Counsel:
Pacifica Law Group LLP
Applicant/Borrower:
Jesse Owens Parkway Apartments, LLC
Sponsor/Developer:
DevCo Family of Companies
Applicant/Borrower Counsel:
Winthrop & Weinstine, P.A.
Applicant/Borrower Local Counsel: Lotzar Law Firm, P.C.
Purchaser:
Western Alliance Business Trust
Purchaser Counsel:
Kutak Rock LLP
Trustee:
U.S. Bank Trust Company, National Association

Board of Supervisors
Board of Directors 
September 6, 2024
Page 3
 1102607906\1\
PRINCIPAL FINANCING DOCUMENTS
Document
Parties
Indenture of Trust, with form of Bonds
Authority and Trustee
Loan Agreement
Authority and Borrower 
Deed of Trust, Assignment of Rents and Leases, 
Security Agreement and Fixture Filing
Borrower
Regulatory Agreement 
Authority, Trustee and Borrower
Bond Purchase Agreement
Authority, Borrower and Underwriter
PLAN OF FINANCING 
The Project will be financed, in part, with the Multifamily Housing Revenue Bonds (Jesse Owens 
Parkway Apartments Project), Series 2024 (the “Bonds”), to be issued by the Authority in the aggregate 
principal amount of not to exceed $59,000,000.
The Authority will issue the Bonds pursuant to the terms and provisions of the Indenture of Trust 
and loan the proceeds thereof to the Borrower pursuant to the Loan Agreement.  The Borrower will be 
obligated to make loan repayments in amounts and at such times as required to pay principal and interest 
on the Bonds when due.  
The obligations of the Borrower to make payments under the Loan Agreement will be secured 
by the Deed of Trust that will encumber the Project.
As mentioned above, the Borrower will need to obtain an allocation of the Arizona “volume cap” 
for the Bonds from the Arizona Finance Authority.  This allocation will allow the Borrower to seek a 
reservation of 4% Low Income Housing Tax Credits (“4% LIHTC”) authorized by the Arizona 
Department of Housing (“ADOH”) under its Qualified Allocation Plan.  
The Project will be income and rent restricted by a regulatory agreement with ADOH pursuant 
to which the Borrower will agree to affordability commitments through the ADOH so that 100% of the 
units will be designated to be rented at affordable levels to tenants earning 60% of Area Medium Income 
or less.  The Project also will be subject to the Regulatory Agreement with the Authority, under which 
the Borrower will be required to set aside 40% of the Project units for persons with annual incomes no 
greater than 60% of the Area Median Income.
The Bonds will be purchased by Western Alliance Business Trust in a private placement. The 
Bonds will not receive a rating from any rating agency.
The Borrower proposes to finance the remaining costs of acquiring, constructing and equipping 
the Project using the 4% LIHTC, a deferred Developer note and any gap funding as may be needed from 
or through the Sponsor or its principals.

Board of Supervisors
Board of Directors 
September 6, 2024
Page 4
 1102607906\1\
FINAL APPROVAL
At its meeting on September 17, 2024, the Authority Board will be asked to grant final approval 
and adopt a resolution authorizing the issuance and sale of the Bonds and related matters. 
BOARD OF SUPERVISORS APPROVAL
Under the provisions of A.R.S. § 35-721.B., issuance of the Bonds by the Authority requires the 
approval of the Maricopa County Board of Supervisors.  The Maricopa County Board of Supervisors is 
being requested, at its meeting on September 25, 2024, to act as required by law to adopt a resolution 
approving the issuance of the Bonds under the Act and with respect to Section 147(f) of the Code.
Under the provisions of the Act, specifically A.R.S. § 35-742, Maricopa County is not in any 
event liable for the payment of principal or interest on any bonds, notes or other obligations issued 
by the Authority or for the performance of any pledge, mortgage, obligation or agreement of any 
kind undertaken by the Authority, and none of the bonds, notes or other obligations, or any of its 
obligations thereunder, shall be construed to constitute an indebtedness of Maricopa County 
within the meaning of any constitutional or statutory provision.
LEGAL COUNSEL RECOMMENDATION
As legal counsel to the Authority, we have reviewed drafts of the principal financing documents 
and, based upon our review of such and our review of the proceedings of the Authority to date relating 
to the proposed issuance of the Bonds, we believe the principal financing documents are now in 
substantially final form, adequately meet the requirements of the Act, and are in both form and substance 
acceptable for the Authority Board to act upon, and that the Resolution of the Authority Board 
authorizing the issuance and sale of the Bonds and related matters and the Resolution of the Maricopa 
County Board of Supervisors approving the Bonds to be issued and related matters, are in form and 
substance acceptable for adoption.