CAMELBACK COMMUNITY CHURCH - SUMMARY LETTER.PDF
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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
1100546132\1\
April 2, 2024
To:
Board of Supervisors
Board of Directors
Maricopa County, Arizona
The Industrial Development Authority
of the County of Maricopa
Re:
Not to Exceed $5,000,000 – The Industrial Development Authority of the
County of Maricopa Revenue Refunding Bonds (Camelback Community
Church Educational Facilities 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 April 9, 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 “2024 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, Camelback Community Church, is an Arizona 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 owns an educational facility located at 7634 West
Camelback Road, Glendale, Arizona (the “Project”) and, pursuant to a use and reimbursement
agreement, the Project is operated by Camelback Education Inc., d/b/a/ Camelback Academy, as a
charter school duly organized and validly existing 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 2024 Bonds to Applicant/Borrower to be used,
together with other available moneys, to assist the Applicant/Borrower in refunding the outstanding The
Industrial Development Authority of the County of Maricopa Education Revenue Bonds (Camelback
Board of Supervisors
Board of Directors
April 2, 2024
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1100546132\1\
Academy Project) Tax-Exempt Series 2017A Bonds and Taxable Series 2017B Bonds, which were used
to finance the acquisition, construction, renovation, improvement, expansion, and/or equipping of 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 2024 Bonds.
TAX EXEMPT FINANCING
Pursuant to Section 147(f) of the Code, the Maricopa County Board of Supervisors must approve
the issuance of the 2024 Bonds after a public hearing following reasonable public notice. A public
hearing was held by a representative of the Maricopa IDA on March 26, 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 2024 Bonds because
the 2024 Bonds will be issued as “qualified 501(c)(3) bonds.”
On or prior to closing, the Maricopa IDA will receive an opinion from Watson Sloane PLLC, as
bond counsel, to the effect that interest on any tax-exempt series of the 2024 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
Watson Sloane PLLC
Applicant/Borrower:
Camelback Community Church
Applicant/Borrower’s Counsel:
Bellah Law
Applicant/Borrower’s Financial
Advisor:
Kosan Associates
School:
Camelback Education Inc., d/b/a/ Camelback Academy
Lender’s’ Counsel:
Quarles & Brady LLP
Lender:
Arizona Bank & Trust
Board of Supervisors
Board of Directors
April 2, 2024
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PRINCIPAL FINANCING DOCUMENTS
Document
Parties
Financing Agreement
Issuer, Lender and Borrower
Continuing Covenant Agreement
Borrower and Lender
Permissive Use (Lease) Agreement
Borrower and School
PLAN OF FINANCING
The 2024 Bonds will be issued in one or more series of tax-exempt or taxable bonds pursuant to
the Financing Agreement, and the proceeds received from the sale of the 2024 Bonds will be loaned to
Applicant/Borrower pursuant thereto and applied, together with other available moneys, to finance or
refinance, as applicable, the Project as described above.
The 2024 Bonds will be offered for sale by a bank direct placement to the Lender. It is not
anticipated the 2024 Bonds will have an investment grade rating.
FINAL APPROVAL
At the Maricopa IDA Board meeting on April 9, 2024, the Maricopa IDA Board will be asked to
grant final approval and adopt a resolution authorizing the issuance and sale of the 2024 Bonds and
related matters.
BOARD OF SUPERVISORS APPROVAL
Under the provisions of A.R.S. § 35-721.B., the 2024 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 April 24, 2024, to act as required by law to adopt a
resolution approving the issuance of the 2024 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 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
Board of Supervisors
Board of Directors
April 2, 2024
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proposed issuance of the 2024 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 2024 Bonds and
related matters and the Resolution of the Maricopa County Board of Supervisors approving the issuance
of the 2024 Bonds and related matters, are in form and substance acceptable for adoption.