BANNER HEALTH 2021 - BOS RESOLUTION.PDF

Maricopa County — Formal (2021-10-06)

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3620913.1 045418  RSIND 
A RESOLUTION OF THE MARICOPA COUNTY BOARD OF 
SUPERVISORS APPROVING THE ISSUANCE BY THE INDUSTRIAL 
DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA OF 
ITS REVENUE BONDS (BANNER HEALTH), SERIES 2021, IN ONE OR 
MORE SERIES, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO 
EXCEED $305,000,000 AND APPROVING SUCH OTHER MATTERS AS 
SET FORTH HEREIN 
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 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 Authority proposes to issue its Revenue Bonds (Banner Health), Series 
2021 (the “Series 2021 Bonds”), in one or more series from time to time, in an aggregate 
principal amount not to exceed $305,000,000, for the benefit of Banner Health (the 
“Corporation”), an Arizona nonprofit corporation and an exempt organization described in 
Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”). 
WHEREAS, on September 14, 2021, the Authority resolved (the “Authority’s 
Resolution”) to issue the Series 2021 Bonds in one or more series or subseries from time to time 
to provide for a plan of financing for the Corporation, in an aggregate principal amount not to 
exceed $305,000,000, to pay the costs of (1) refinancing certain taxable indebtedness of the 
Corporation, the proceeds of which were used by the Corporation to finance the acquisition of 
Wyoming Medical Center located in Casper, Wyoming;  and (2) refunding all or a portion of the 
Arizona Health Facilities Authority Revenue Bonds (Banner Health), Series 2015B (the “Prior 
Bonds”). The proceeds of the Prior Bonds were used by the Corporation as follows: (a) to 
acquire Banner–University Medical Center Tucson located in Tucson, Arizona; (b) to acquire 
Banner—University Medical Center North Campus located in Tucson, Arizona; (c) to acquire 
Banner Administrative Offices, located in Tucson, Arizona; (d) to acquire Banner Payson 
Medical Center located in Payson, Arizona; and (e) to construct a car parking garage at Banner-
University Medical Center Phoenix located in Phoenix, Arizona (the facilities to be refinanced 
with the proceeds of the Bonds are hereinafter collectively referred to as the “2021 Projects”). 
WHEREAS, the Authority’s Resolution was conditioned upon, among other things, the 
granting of approval to the issuance of the Series 2021 Bonds by the Maricopa County Board of 
Supervisors. 
WHEREAS, the Authority’s Resolution has been made available to the Maricopa 
County Board of Supervisors, and the Authority’s Resolution has been duly considered by this 
Board. 
WHEREAS, the Authority’s Resolution authorizes, among other things, the issuance and 
sale of the Series 2021 Bonds, the execution and delivery of one or more Bond Indentures, Loan

3620913.1 045418  RSIND 
Agreements, and Bond Purchase Agreements relating to the Series 2021 Bonds (as described in 
the Authority’s Resolution), and such other documents as required for the issuance of the Series 
2021 Bonds. 
WHEREAS, the terms, maturities, provisions for redemption, security, and sources of 
payment for the Series 2021 Bonds are set forth in the Bond Indentures relating to the Series 
2021 Bonds and in the forms of the Series 2021 Bonds. 
WHEREAS, information regarding the issuance of the Series 2021 Bonds has 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, Hawkins Delafield & Wood 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 Authority 
under which the Series 2021 Bonds are to be issued require the approval of the Maricopa County 
Board of Supervisors of the issuance of the Series 2021 Bonds. 
WHEREAS, it is intended that this Resolution shall constitute approval by the Maricopa 
County Board of Supervisors with respect to the issuance of the Series 2021 Bonds for the 
purposes set forth in the Resolution 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 Authority of the Series 2021 Bonds for the purposes of 
refinancing the 2021 Projects described in the Resolution, including the refunding of the Prior 
Bonds, in an aggregate principal amount not to exceed $305,000,000, is approved for all 
purposes under the Act.  The Prior Bonds issued by the Arizona Health Facilities Authority as 
identified herein are, and shall remain, special limited obligations of the Arizona Health 
Facilities Authority (or its successor), and will not, and shall not, be a debt, obligation or liability 
of the Authority or Maricopa County. 
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 
Series 2021 Bonds.

3620913.1 045418  RSIND 
ADOPTED AND APPROVED on __________, 2021. 
_____________________________________ 
Chairman, Maricopa County Board of Supervisors 
ATTEST: 
 
 
 
__________________________ 
Clerk, Maricopa County Board of Supervisors