TEMPE PREP ACADEMY 2020 - SUMMAY LETTER.PDF

RYLEYCARLOCK 
A PROFESSIONAL CORPORATION 
One North Central Avenue, Suite 1200 
Phoenix, Arizona 85004-4417 
P 602.440.4800 F 602.257.9582 
&APPLEWHITE 
Attorneys 
Offices in Arizona & Colorado 
www.rcalaw.com 
John J. Fries 
Direct Line: 602-440-4819 
Direct Fax: 602-257-6919 
E-mail: jfries@rcalaw.com  
March 30, 2020 
To: 	
Board of Supervisors 	
Board of Directors 
Maricopa County, Arizona 	
The Industrial Development Authority 
of the County of Maricopa 
Re: 	
Not to Exceed $8,500,000 The Industrial Development Authority of the 
County of Maricopa Educational Facilities Revenue Bonds (Tempe 
Preparatory Academy Project), Series 2020 
Ladies and Gentlemen: 
The Industrial Development Authority of the County of Maricopa (the 
"Authority") received an Application from Tempe Preparatory Academy, an Arizona nonprofit 
corporation designated as a 501(c)(3) organization under the Internal Revenue Code of 1986, as 
amended (the "Code") ("Tempe Prep"), seeking not to exceed $8,500,000 in bond financing. At 
the Authority's meeting on April 14, 2020, the Board will be asked to grant final approval for the 
issuance of the bonds. This letter provides a summary review of the proposed transaction. 
TEMPE PREPARATORY ACADEMY 
Tempe Preparatory Academy, an Arizona nonprofit 501(c)(3) corporation 
("Tempe Prep"), submitted an Application seeking not to exceed $8,500,000 in bond financing 
from The Industrial Development Authority of the County of Maricopa (the "Authority"). 
Founded in 1996, Tempe Prep operates a public charter school at 1251 East Southern Avenue, 
Tempe, Arizona, serving grades 6 through 12. Tempe Prep features a rigorous liberal arts 
program with small class sizes of 23 students or less and requires each of its students to perform 
community service. 
Tempe Prep is seeking financing to build a new 20,000 sq. ft. Science and Arts 
Building and make improvements to its existing campus, including adding a facade at the 
entrance and fencing its campus for added security. Arizona Bank & Trust will purchase the 
bonds for its own account or for one of its affiliates. Repayment of the bonds will be secured by 
a deed of trust upon the real property, an irrevocable pledge of payments due under Tempe 
Prep's State Charter school payments and a Deposit Account Control Agreement. A copy of the 
Application with more detail on the Project and Tempe Prep is attached to this memorandum. 
Tempe Prep previously obtained financing from the Authority as part of its 
$28,965,000 Educational Revenue Bonds (Arizona Charter Schools Project 1) in 2000. This was 
a pooled financing of seven charter schools in Arizona. Although several of these schools 
4720763.1 
03/30/20

RYLEYCARLOCK 
&APPLEWHITE 
Attorneys 
Board of Supervisors 
Maricopa County, Arizona 
Board of Directors 
of The Industrial Development Authority 
of the County of Maricopa 
March 30, 2020 
Page 2 
faltered and failed, Tempe Prep met all of its contractual obligations. These prior bonds were 
paid in full in 2016. 
FINANCING PARTICIPANTS 
The major participants in the financing are as follows: 
Issuer: 
Issuer Counsel: 
Applicant/Borrower: 
Bond Counsel: 
Applicant/Borrower Counsel: 
Bank: 
Bank Counsel: 
The Industrial Development Authority of the County of 
Maricopa 
Ryley Carlock & Applewhite, a professional corporation 
Tempe Preparatory Academy, Inc. 
Bryant D. Barber, Lewis Roca Rothgerber Christie LLP 
Bryant D. Barber, Lewis Roca Rothgerber Christie LLP 
Arizona Bank & Trust 
Roxann Gallagher, Sacks Tierney P.A. 
PRINCIPAL FINANCING DOCUMENTS 
The parties are working on the financing documents, which will be in 
substantially final form before the Authority's meeting on April 14, 2020. The principal 
financing documents are: 
Document 	
Parties 
Financing Agreement 	
Issuer, Borrower and Bank 
Deed of Trust 	
Borrower and Bank 
Continuing Covenant Agreement 	
Borrower and Bank 
Depository Control Agreement 	
Borrower 
Irrevocable Pledge and Assignment 	
Arizona State Treasurer 
Tax Certificate 	
Borrower and Issuer

Board of Supervisors 	
RYLEYCARLOCK 
Maricopa County, Arizona 	
Attorneys 
Board of Directors 
of The Industrial Development Authority 
of the County of Maricopa 
March 30, 2020 
Page 3 
TIMING OF THE TRANSACTION 
Subject to the Bank completion of its due diligence, the Authority Board will 
consider granting approval to the application for financing and adopt a resolution authorizing the 
issuance and sale of the Bonds at the Authority Board meeting on April 14, 2020. The Maricopa 
County Board of Supervisors will be requested at its meeting on April 22, 2020, to act as 
required by law to adopt a resolution approving the proceedings of the Authority for the issuance 
of the Bonds. Assuming the required approvals are received, it is anticipated that the Bonds will 
be issued at the end of April, 2020. 
The Project is located in Supervisor Chucri's District 1.