LEGACY TRADITIONAL 2024 - BOS RESOLUTION.PDF
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Board of Supervisors Resolution 1100993169\5\AMERICAS 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 REFUNDING (LEGACY TRADITIONAL SCHOOLS PROJECTS), SERIES 2024, IN AN AGGREGATE ORIGINAL PRINCIPAL AMOUNT NOT TO EXCEED $80,000,000 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 Maricopa County, Arizona, 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 Refunding Bonds (Legacy Traditional Schools Projects), Series 2024 (the “Bonds”), in an aggregate original principal amount not to exceed $80,000,000, for the benefit of Legacy Traditional School – Chandler (formerly known as Athlos Traditional Academy (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 is the representative of an obligated group (collectively, the “Obligated Group”) comprised of the Borrower and certain of its affiliates, including Legacy Traditional School – Avondale, Legacy Traditional School – Laveen and Legacy Traditional School – Northwest Tucson, each of which is an Arizona nonprofit corporation that 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 (a) assist the Obligated Group with refinancing the costs of acquiring, constructing, improving, equipping and operating, as applicable, charter school facilities located at 12320 West Van Buren Street, Avondale, Arizona, 3201 South Gilbert Road, Chandler, Arizona, 7900 South 43rd Avenue, Laveen, Arizona, and 3500 West Cortaro Farms Road, Tucson, Arizona (collectively, the “Facilities”), (b) fund any required reserve funds, and (c) pay certain expenses relating to the issuance and sale of the Bonds; WHEREAS, on June 11, 2024, 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 this date; WHEREAS, the Issuer’s Resolution authorizes, among other things, the issuance and sale of the Bonds, the execution and delivery of a Bond Indenture, and related financing documents as well as such other documents as required for the issuance of the Bonds; 2 Board of Supervisors Resolution 1100993169\5\AMERICAS WHEREAS, the terms, maturities, provisions for redemption, security, and sources of payment for the Bonds are set forth in the Bond Indenture and in the form of the Bonds; WHEREAS, the Maricopa County Board of Supervisors has 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; WHEREAS, pursuant to Section 35-721.B of the Act, the issuance of the Bonds by the Issuer 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 Bonds after a public hearing following reasonable public notice; WHEREAS, pursuant to Section 147(f) of the Code, following publication by posting on the Issuer’s website of a Notice of Public Hearing, a public hearing with respect to the Bonds and the location and nature of the Facilities to be financed was held telephonically by an authorized representative of the Issuer on June 17, 2024, 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 June 17, 2024, 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 Issuer of the Bonds in an aggregate principal amount not to exceed $80,000,000 is approved for all purposes under the Act, including specifically Section 35-721.B, 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 Issuer’s Resolution in connection with the issuance of the Bonds. Board of Supervisors Resolution 1100993169\5\AMERICAS ADOPTED AND APPROVED on June 26, 2024. Chairman, Maricopa County Board of Supervisors ATTEST: Clerk, Maricopa County Board of Supervisors ATTACHMENT: Notice of Public Hearing Board of Supervisors Resolution 1100993169\5\AMERICAS NOTICE OF PUBLIC HEARING PUBLIC NOTICE IS HEREBY GIVEN that a public hearing will be held telephonically by an authorized representative of The Industrial Development Authority of the County of Maricopa (the “Issuer”) on June 17, 2024, commencing at 9:00 a.m., MST, via the toll free dial-in number of 1-833-220-6615, enter code 970133 and press #, regarding the Issuer’s Education Revenue Refunding Bonds (Legacy Traditional Schools Projects), Series 2024 (the “Bonds”) to be issued in one or more series, pursuant to a plan of finance in a maximum aggregate principal amount of $80,000,000. The Bonds will be issued as qualified 501(c)(3) bonds under Section 145 of the Internal Revenue Code of 1986, as amended (the “Code”) The proceeds of the Bonds will be used to make a loan to Legacy Traditional School – Chandler (the “Borrower”), an Arizona nonprofit corporation and an organization described in 501(c)(3) of the Code, as representative of an obligated group comprised of the Borrower and certain of its affiliates (the “Obligated Group”), to refinance the Education Facility Revenue Bonds (Legacy Traditional School Projects), Series 2014A (the “Series 2014A Bonds”), which were issued to finance the cost of (A) acquiring, constructing, improving and equipping charter school facilities located at 12320 West Van Buren Street in Avondale, Arizona (the “Avondale Campus”), (B) acquiring, constructing, improving and equipping charter school facilities located at 3201 South Gilbert Road in Chandler, Arizona (the “Chandler Campus”), (C) acquiring, constructing, improving and equipping charter school facilities located at 7900 South 43rd Avenue in Laveen, Arizona (the “Laveen Campus”), and (D) acquiring, constructing, improving and equipping charter school facilities located at 3500 West Cortaro Farms Road in Tucson, Arizona (the “Northwest Tucson Campus” and, collectively with the Avondale Campus, the Chandler Campus and the Laveen Campus, the “Facilities”). The Bonds to be issued for (1) the Avondale Campus are expected to have a maximum aggregate principal amount not to exceed $19,700,000, (2) the Chandler Campus are expected to have a maximum aggregate principal amount not to exceed $24,500,000, (3) the Laveen Campus are expected to have a maximum aggregate principal amount not to exceed $16,500,000, and (4) the Northwest Tucson Campus are expected to have a maximum aggregate principal amount not to exceed $19,300,000 (but in no event will the combined principal amount of Bonds issued for the Facilities exceed $80,000,000). The Facilities financed with the proceeds of the Bonds will be: (i) with respect to the Avondale Campus, owned and operated by Legacy Traditional School – Avondale, an Arizona nonprofit corporation and an organization described in Section 501(c)(3) of the Code, (ii) with respect to the Chandler Campus, owned and operated by the Borrower, (iii) with respect to the Laveen Campus, owned and operated by Legacy Traditional School – Laveen, an Arizona nonprofit corporation and an organization described in Section 501(c)(3) of the Code, and (iv) with respect to the Northwest Tucson Campus, owned and operated by Legacy Traditional School – Northwest Tucson, an Arizona nonprofit corporation and an organization described in Section 501(c)(3) of the Code. The principal of, premium, if any, and interest on the Bonds will not constitute a debt or liability of the Issuer, Maricopa County, 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. Board of Supervisors Resolution 1100993169\5\AMERICAS This public notice is published pursuant to the requirements of Section 147(f) of the Code. Any interested person may attend or send written comments and express his or her view with respect to the Bonds and the location and nature of the Facilities to be financed. Any written comments should be submitted 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: “Legacy Traditional Schools Project.” Written submissions should be mailed in sufficient time to be received before the time of the hearing. Date: June 6, 2024 THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA