PIONEER TECHNOLOGY 2024 - SUMMARY LETTER.PDF

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 
 
 
 
 1101013344\1\ 
May 1, 2024 
 
 
To: 
Board of Supervisors  
 
 
Board of Directors 
 
Maricopa County, Arizona 
 
 
The Industrial Development Authority 
 
 
 
 
 
 
 
of the County of Maricopa 
 
Re: 
Not to Exceed $22,000,000 – The Industrial Development Authority of 
the County of Maricopa Education Revenue Bonds (Pioneer Technology 
and Arts Academy of Arizona Project), Series 2024 
 
Ladies and Gentlemen: 
At the Board of Directors’ meeting of The Industrial Development Authority of the County of 
Maricopa (the “Maricopa IDA”) on May 14, 2024, the Maricopa IDA Board will be asked to grant final 
approval and adopt a resolution authorizing the issuance and sale of the bonds described above 
(the “Bonds”). This letter provides a summary of the proposed financing.   
AUTHORITY 
The Maricopa IDA is an Arizona nonprofit corporation, formed with the permission of 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”).  
THE APPLICANT/BORROWER 
The Applicant/Borrower, SSS Education, Inc., is a Colorado nonprofit corporation and a tax-
exempt organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended 
(the “Code”). Applicant/Borrower is purchasing an educational facility located at 1903 East Roeser 
Road, Phoenix, Arizona (the “Facilities”). The Applicant/Borrower will lease the Facilities pursuant to 
a lease agreement to Pioneer Technology and Arts Academy of Arizona, an Arizona nonprofit 
corporation and a tax-exempt organization described in Section 501(c)(3) of the Code, to operate a 
charter school established under Title 15, Chapter 1, Article 8 of the Arizona Revised Statutes, as 
amended.   
THE PROJECT 
The Maricopa IDA will loan the proceeds of the Bonds to Applicant/Borrower to be used, 
together with other available moneys, to (i) finance or refinance the costs of acquisition, construction,

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renovation, improvement, and/or equipping of the Facilities, (ii) fund any required reserves, (iii) pay 
costs of issuing the Bonds (collectively, the “Project”).   
NOTIFICATION TO ARIZONA ATTORNEY GENERAL 
As required by the provisions of Arizona Revised Statutes, Section 35-721.F, the Maricopa IDA 
will notify the Arizona Attorney General of its intention to issue the Bonds.   
TAX EXEMPT FINANCING 
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. A public hearing 
will be held by a representative of the Maricopa IDA on May 6, 2024, and a Report and Minutes of 
Public Hearing will be submitted to the Clerk of the Maricopa County Board of Supervisors. 
No allocation of the Arizona “volume cap” is required for the issuance of the Bonds because the 
Bonds will be issued as “qualified 501(c)(3) bonds.” 
On or prior to closing, the Maricopa IDA will receive an opinion from Ice Miller LLP, as bond 
counsel, to the effect that interest on any tax-exempt series of the Bonds will be exempt from federal and 
State of Arizona income taxes. 
FINANCING PARTICIPANTS 
The major participants in the financing are as follows: 
Issuer:  
The Industrial Development Authority of the County of Maricopa  
Issuer’s Counsel: 
Squire Patton Boggs (US) LLP  
Bond Counsel: 
Ice Miller LLP 
Applicant/Borrower: 
SSS Education Inc. 
Applicant/Borrower’s Counsel: 
Warren Charter Law, PLC 
School:  
Pioneer Technology and Arts Academy of Arizona 
Placement Agent: 
Raymond James & Associates, Inc. 
Bondholder Representative: 
Ecofin Advisors, LLC 
BHR Counsel: 
Polsinelli PC 
Trustee: 
UMB Bank, National Association

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PRINCIPAL FINANCING DOCUMENTS 
 
Document 
Parties 
Indenture of Trust 
Issuer and Trustee 
Loan Agreement 
Issuer and Borrower 
Bond Placement Agreement 
Issuer, Borrower, Placement Agent and School 
 
 
PLAN OF FINANCING  
The Bonds will be issued in one or more series of tax-exempt or taxable bonds pursuant to the 
Indenture of Trust, and the proceeds received from the sale of the Bonds will be loaned to 
Applicant/Borrower pursuant to the Loan Agreement and applied, together with other available moneys, 
to finance or refinance, as applicable, the Project as described above. 
The Applicant/Borrower will be obligated to make loan repayments in amounts and at such times 
as required to pay principal and interest on the Bonds on their respective due dates. The Bonds will be 
payable from the trust estate established under the Indenture of Trust, including revenues of the 
Applicant/Borrower derived from the Facilities, including lease payments paid by the School, and 
secured by a first-position lien and security interest on the Applicant/Borrower’s fee title interest in the 
Facilities pursuant to a deed of trust. 
The Bonds will be sold pursuant to the Bond Placement Agreement and an investor letter will be 
executed by the Bondholder Representative, on behalf of each individual purchaser. It is not anticipated 
the Bonds will have an investment grade rating. 
Finally, a tax certificate will be executed by the Issuer and the Applicant/Borrower to evidence 
various representations and agreements aimed at establishing and preserving the tax-exempt status of the 
Bonds. 
FINAL APPROVAL 
At the Maricopa IDA Board meeting on May 14, 2024, the Maricopa IDA 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., the Bonds to be issued by the Maricopa IDA require 
the approval of the Maricopa County Board of Supervisors.  The Maricopa County Board of Supervisors 
is being requested, at its meeting on May 22, 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.

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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 issued by the Maricopa IDA or 
for the performance of any pledge, mortgage, obligation or agreement of any kind undertaken by 
the Maricopa IDA, and none of the bonds or any of its obligations 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 Maricopa IDA, we have reviewed drafts of the principal financing 
documents and based upon our review of such and our review of the proceedings 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 Maricopa IDA Board and the Maricopa County Board of Supervisors to act upon, and that the 
Resolution of the Maricopa IDA Board authorizing the issuance and sale of the Bonds and related matters 
and the Resolution of the Maricopa County Board of Supervisors approving the issuance of the Bonds 
and related matters, are in form and substance acceptable for adoption.