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8687 East Via de Ventura Suite 306 Scottsdale, Arizona 85258 www.mcida.com MARICOPA COUNTY Janis L. Larson janis@mcida.com ONE BoA S228 XA ay Yard bemverc of January 17, 2023 1 Orie VIA FED EX IAN JAN £8 MIA BOARD Gr SUPERVISORS Ms. Juanita Garza, Clerk Board of Supervisors, Maricopa County 301 West Jefferson, 10th Floor Phoenix, Arizona 85003-2148 CLERK Re: — Not to Exceed $45,000,000 The Industrial Development Authority of the County of Maricopa Educational Facilities Revenue Bonds (Valley Christian Schools Project), Series 2023 — C-18-23-064-X-00 Dear Ms. Garza: On January 10, 2023, the Board of Directors of The Industrial Development Authority of the Cotinty of Maricopa (the “Authority”) adopted a resolution authorizing and approving the issuance of the above-referenced bonds. A copy of the approved resolution is included for the records of Maricopa County. As you and the Board of Supervisors are aware, the approving action of the Authority requires the approval of the Board of Supervisors. We requested to be on the Board of Supervisors’ agenda for the January 25, 2023, meeting (your number C-18-23-064-X-00), and, in this regard, a copy of the proposed resolution to be considered and adopted by the Board of Supervisors is included herein. A public hearing pursuant to Section 147(f) of the Internal Revenue Code of 1986, as amended (the “Code”), relating to the issuance of the 2023 Bonds, was held on December 28, 2022. A copy of the Report of Public Hearing is attached for your records. Finally, I am including a copy of a summary of the project prepared by our legal counsel, John Fries, dated January 4, 2023, which provides more details of the planned financing. Please let me know if you have any questions and, as always, we appreciate the assistance you provide. Yours very truly, Janis Larson Administrator Enclosures cc: Maricopa County Board of Supervisors Ms. Andrea Cummings Ms. Shelby Scharbach A RESOLUTION OF THE BOARD OF DIRECTORS OF THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA AUTHORIZING THE ISSUANCE AND SALE OF ITS EDUCATIONAL FACILITIES REVENUE BONDS (VALLEY CHRISTIAN SCHOOLS PROJECT), SERIES 2023 (THE “SERIES 2023 BONDS”), IN ONE OR MORE TAX-EXEMPT AND/OR TAXABLE SERIES, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $45,000,000, AND RELATED MATTERS 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 (the “State”) incorporated with the approval of Maricopa County, Arizona (the “County”), pursuant to the provisions of the Constitution of the State and under the Industrial Development Financing Act, A.R.S. § 35-701 ef seq. (the “Act”); and WHEREAS, the Issuer is authorized and empowered, among other things, (a) to issue tax-exempt and taxable revenue bonds and use the proceeds thereof in accordance with the Act, (b) to contract with and employ others to provide for and to pay compensation for professional services and other services as the Issuer shall deem necessary for the financing of “projects” as defined in the Act, and (c) to pledge its property and revenues to secure the payment of the principal of and premium, if any, and interest on its tax-exempt and taxable revenue bonds; and WHEREAS, Valley Christian Schools (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”), was established in 1982 and provides approximately 1,100 students private religious education through the operation of its high school, junior high school and elementary school located across three campuses in the greater Phoenix metropolitan area; and WHEREAS, the Borrower previously borrowed money from Western Alliance Bank (the “Elementary Schoo] Loan”) and used the proceeds, in part, to assist in the financing or refinancing of the acquisition, construction, improvement, furnishing, equipping and operating of land and elementary school facilities located at 6304 S. Price Road, Tempe, Arizona (the “Existing Elementary Campus”); and WHEREAS, the Borrower previously borrowed money from Western Alliance Bank (the “High School Loan” and together with the Elementary School Loan, the “Existing Debt”) and used the proceeds, in part, to assist in the financing or refinancing of the acquisition, construction, improvement, furnishing, equipping and operating of land and high schoo! facilities located at 6900 W. Galveston Street, Chandler, Arizona (the “High School Campus”); and WHEREAS, the Borrower has requested that the Issuer make a loan (the “Loan”) to the Borrower pursuant to that certain Loan Agreement, to be dated as of the first day of the month in which the Series 2023 Bonds are issued (the “Loan Agreement”) to (i) pay off the Existing Debt, (ii) finance the acquisition, construction, improvement, furnishing and equipping of land and elementary and junior high school facilities located at 6101 S. River Drive, Tempe, Arizona (the “New School Campus” and collectively with the Existing Elementary Campus and the High 683518872 School Campus, the “Facilities”), (iii) fund capitalized interest on the Series 2023 Bonds, if deemed necessary, (iv) fund certain reserves, if deemed necessary, and (v) pay other costs in connection with the issuance of the Series 2023 Bonds (collectively, the “Series 2023 Project”); and WHEREAS, the Facilities are to be owned and operated by the Borrower and located within the boundaries of the County; and WHEREAS, the Series 2023 Bonds will be issued pursuant to an Indenture of Trust, to be dated as of the first day of the month in which the Series 2023 Bonds are issued (the “Indenture”), between the Issuer and BOKF, NA, as trustee (the “Trustee”), and the proceeds of the Series 2023 Bonds will be used to make the Loan to the Borrower pursuant to the Loan Agreement; and WHEREAS, the terms, maturities, provisions for redemption, security, and sources of payment for the Series 2023 Bonds are set forth in the Indenture and in the forms of the Series 2023 Bonds; and , WHEREAS, the Series 2023 Bonds will be payable from the Trust Estate (as defined in the Indenture), which will include, among other things, payments of principal of and interest on the promissory note to be executed by the Borrower (the “Series 2023 Promissory Note”), and one or more deeds of trust, security agreement, assignment of rents and leases, and fixture filing with respect to the Facilities, to be delivered by the Borrower (collectively, the “Deed of Trust”), which will be for the benefit of the Trustee; and WHEREAS, the Series 2023 Bonds will be sold by B.C. Ziegler and Company, as underwriter (the “Underwriter”), pursuant to a bond purchase agreement (the “Bond Purchase Agreement”) among the Underwriter, the Issuer, and the Borrower, and the Underwriter will distribute to investors a Preliminary Limited Offering Memorandum relating to the Series 2023 Bonds and describing the transaction (the “Preliminary Limited Offering Memorandum”) which, with such modifications and insertion of final terms as shall be necessary to reflect the final terms of the Series 2023 Bonds, will be the final Limited Offering Memorandum in connection with the sale of the Series 2023 Bonds (the “Limited Offering Memorandum” and together with the Preliminary Limited Offering Memorandum, the “Offering Memorandum”); and WHEREAS, there have been prepared and presented to the Board of Directors of the Issuer substantially final forms of the following documents, which the Issuer proposes to approve, authorize or enter into (collectively, the “Documents”): (a) __ the Indenture, including the initial forms of the Series 2023 Bonds; (b) the Loan Agreement, including the form of the Series 2023 Promissory Note; (c) the Bond Purchase Agreement; and (d) the Preliminary Limited Offering Memorandum; and -2- WHEREAS, the issuance of the Series 2023 Bonds by the Issuer and the loan of the proceeds of the Series 2023 Bonds to the Borrower to finance the Series 2023 Project will be in the furtherance of the purposes of the Act and the Issuer, and in the public interest; and WHEREAS, it appears that each of the instruments above referred to as now before this meeting is in appropriate form to be approved for the purposes intended or approved. NOW, THEREFORE, BE IT RESOLVED, by The Industrial Development Authority of the County of Maricopa, as follows: Section 1. The Issuer finds and determines: (a) the Series 2023 Project constitutes a “project” as defined in the Act; and (b) the issuance of the Series 2023 Bonds and the making of the Loan to the Borrower for the purposes of financing the Series 2023 Project is in furtherance of the purposes of the Act and the Issuer, are in the public interest, and will provide a benefit within the State. Section 2. Subject to and conditioned upon the satisfaction of the conditions listed in Section 14, the Issuer hereby finds and determines that the issuance of the Series 2023 Bonds as provided in the Indenture will promote the purposes of the Act and is hereby approved and authorized. Section 3. The issuance and sale of the Series 2023 Bonds in one or more tax-exempt and/or taxable series in an aggregate principal amount not to exceed $45,000,000 is hereby authorized and approved as revenue bonds to be designated “The Industrial Development Authority of the County of Maricopa Educational Facilities Revenue Bonds (Valley Christian Schools Project), Series 2023” (or as otherwise set forth in the Indenture). The Series 2023 Bonds shall be dated, be in fully registered form, and be transferable as provided in the Indenture (as executed and delivered by and on behalf of the Issuer). The Series 2023 Bonds shall mature, bear interest at such rate or rates and shall be subject to the redemption at the times and at the amounts set forth in the Indenture (as executed and delivered), provided that the Series 2023 Bonds shall not mature later than 40 years from the date of issuance. The Series 2023 Bonds shall bear interest from the date thereof at the rate calculated from time to time in accordance with the Indenture, such rates not to exceed 10 percent per annum and payable at such times as provided in the Indenture (as executed and delivered). Principal of and premium, if any, on the Series 2023 Bonds shall be payable at the designated principal corporate trust office of the Trustee or its successor in trust, and interest thereon shall be payable to each owner of any Series 2023 Bonds as otherwise provided in the Indenture. Section 4. The forms, terms and provisions of the Series 2023 Bonds, in the form contained in the Indenture, subject to appropriate insertion and revision in order to comply with the provisions of the Indenture, are hereby approved and, when the same are executed on behalf of the Issuer in the manner contemplated by the Indenture and this resolution shall represent the approved form of Series 2023 Bonds of the Issuer. The Series 2023 Bonds shall be executed in the name of the Issuer with the manual or facsimile signature of its President or Vice President all as provided in the Indenture, and the President or any other officer of the Issuer shall cause the Series 2023 Bonds, as so executed to be delivered to the Trustee for authentication. 3- Section 5. | The form, terms and provisions of the Indenture (including exhibits and appendices thereto) are in all respects approved, and any officer of the Issuer or the Executive Director of the Issuer (each an “Authorized Officer”) is hereby authorized, empowered and directed to execute, attest and deliver the Indenture in the name and on behalf of the Issuer and thereupon to cause the Indenture to be delivered to the Trustee. The Indenture is to be in substantially the form now before the Issuer at this meeting and hereby approved, or with such , changes therein as shall be approved by the officers of the Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of any and all changes or revisions therein from the form of Indenture now before this meeting. From and after the execution and delivery of the Indenture, the officers, Executive Director, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such other documents, instruments and certificates as may be necessary to carry out and comply with the provisions of the Indenture (as executed and delivered). Section 6. | The form, terms and provisions of the Loan Agreement (including exhibits and appendices thereto) are in all respects approved, and any Authorized Officer is hereby authorized, empowered and directed to execute, attest and deliver the Loan Agreement in the name and on behalf of the Issuer and thereupon to cause the Loan Agreement to be delivered to the Trustee. The Loan Agreement is to be in substantially the form now before the Issuer at this meeting and hereby approved, or with such changes therein as shall be approved by the Authorized Officers of the Issuer executing the same, their execution thereof to constitute conclusive evidence of their approval of any and all changes or revisions therein from the form of Loan Agreement now before this meeting. From and after the execution and delivery of the Loan Agreement, the officers, Executive Director, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such other documents, instruments and certificates as may be necessary to carry out and comply with the provisions of the Loan Agreement (as executed and delivered). Section 7. The sale of the Series 2023 Bonds in the aggregate principal amount of not to exceed $45,000,000 to the Underwriter, the exact principal amount of each series of the Series 2023 Bonds to appear in the Bond Purchase Agreement (as executed and delivered), and maturing, bearing interest and being subject to prior redemption as provided in the Indenture (as executed and delivered) is hereby authorized and approved. The form, terms and provisions of the Bond Purchase Agreement are in all respects approved, and any Authorized Officer is hereby authorized, empowered and directed to execute and deliver the Bond Purchase Agreement in the name and on behalf of the Issuer. The Bond Purchase Agreement is to be in substantially the form now before the Issuer at this meeting and hereby approved, or with such changes or revisions therein from the form of Bond Purchase Agreement now before this meeting as shall be required by legal counsel to the Issuer. From and after the execution and delivery of the Bond Purchase Agreement, the officers, Executive Director, agents and employees of the Issuer are hereby authorized, empowered and directed to do all such acts and things and to execute all such other documents, instruments and certificates as may be necessary to carry out and comply with the provisions of the Bond Purchase Agreement (as executed and delivered). Section 8. The lawful use and distribution of the Offering Memorandum relating to the original issuance of the Series 2023 Bonds and any amendments thereof or supplements thereto, is hereby authorized. Except for information contained under the captions “THE -4. ISSUER” and “LITIGATION — The Issuer,” only as such captions relate to the Issuer in the Offering Memorandum, the Issuer has not confirmed, and assumes no responsibility for, the accuracy, sufficiency or fairness of any statements in the Offering Memorandum or any amendments thereof or supplements thereto, or in any reports, financial information, offering or disclosure documents or other information relating to the Series 2023 Project, the Borrower, or the history, businesses, properties, organization, management, financial condition, market area or any other matter relating to the Borrower or otherwise contained in the Offering Memorandum. Section 9. — If directed by Bond Counsel, the Issuer is hereby authorized to arrange, in consultation with the Borrower and Bond Counsel, a date for a public hearing on the plan of financing of the “project” and the proposed issuance of the Bonds, as required by Section 147() of the Code, and to publish a public notice of the hearing in such form as approved by the Borrower and Bond Counsel. To the extent the Issuer already published or posted such public notice and/or conducted such public hearing, such actions of the Issuer and its officers and officials are hereby ratified and confirmed. Section 10. The Series 2023 Bonds shall be payable solely from the receipts and revenues received by, or on behalf of, the Issuer pursuant to the Indenture. Nothing contained in this resolution, any of the Documents, or any other agreement, certificate, document, or instrument executed in connection with the issuance of the Series 2023 Bonds shall be construed as obligating the Issuer (except as a special, limited obligation to the extent provided in such documents or instruments) or obligating the County, or as incurring a charge upon the general credit of the Issuer or of the County, nor shall the breach of any agreement contemplated by this resolution, any of the Documents, or any other instrument or documents executed in connection therewith impose any charge upon the general credit of the Issuer or of the County. The Issuer has no taxing power. Section 11. Prior to the issuance of the Series 2023 Bonds, the Issuer has issued, and subsequent to the issuance of the Series 2023 Bonds, the Issuer may issue bonds in connection - with the financing of other projects for other borrowers (such bonds together with any bonds issued by the Issuer between this date and the issuance of the Series 2023 Bonds shall be referred to herein as the “Other Bonds”). Any pledge, mortgage, or assignment made in connection with the Other Bonds shall be protected, and any funds pledged or assigned for payment of principal, premium, if any, or interest on the Other Bonds shall not be used for the payment of principal, premium, if any, or interest on the Series 2023 Bonds. Any pledge, mortgage, or assignment made in connection with the Series 2023 Bonds shall be protected, and no funds pledged or assigned for the payment of the Series 2023 Bonds shall be used for the payment of principal, premium, if any, or interest on the Other Bonds. Section 12. At the request of the Borrower, BOKF, NA is hereby designated, approved and confirmed to act as trustee, paying agent and bond registrar under the Indenture. Section 13. At the request of the Borrower, B.C. Ziegler and Company is hereby designated, approved and confirmed to act as the underwriter under the Bond Purchase Agreement. ' Section 14. The Series 2023 Bonds shall not be issued unless and until: 5a a. The Borrower must comply fully with all applicable provisions of the Issuer’s Procedural Policies and Financing Application Guidelines, as adopted on July 17, 2018 and updated on July 26, 2022 and superseding all prior procedures and guidelines of the Issuer (the “Procedural Policies”), relating to the issuance and sale of the Series 2023 Bonds. b. Prior to closing, the Borrower shall make arrangements satisfactory to the Issuer as to the payment of the Issuer’s annual administrative fee. c. The Arizona Attorney General does not disapprove the issuance of the Series 2023 Bonds in the manner contemplated by A.R.S. § 35-721. d. On or prior to the closing, the Issuer shall receive an opinion from Greenberg Traurig, LLP (“Bond Counsel”), as bond counsel, in a form acceptable to the Issuer, to the effect that interest on any tax-exempt series of the Series 2023 Bonds will be exempt from federal and State income taxes. e. On or prior to closing, the Borrower shall deliver an opinion or opinions, addressed and in form acceptable to the Issuer, to the effect that any offering materials distributed in connection with the offer and sale of the Series 2023 Bonds are correct and complete in all material respects, and do not contain any untrue statements of material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. f. If the Series 2023 Bonds are to be privately placed, the Placement Agent, or ultimate purchaser of the Series 2023 Bonds should submit an investment letter (or the equivalent representations) to the Issuer including representations that they have performed their own due diligence of the Series 2023 Project, and will purchase and hold the Series 2023 Bonds as a private placement. Any subsequent resale of the Series 2023 Bonds must be restricted to accredited investors, qualified institutional buyers or qualified institutional managers. g. If the Series 2023 Bonds are to be offered publicly, they must obtain an investment grade rating acceptable to the Issuer and its legal counsel from a nationally recognized rating agency. If such a rating is not obtained, (a) the offer and sale of the Series 2023 Bonds must be limited to “accredited investors” within the meaning of Rule 501 of Regulation D (but excluding natural persons), “qualified institutional buyers” within the meaning of Rule 144A, promulgated under the Securities Act, or “qualified institutional managers” within the meaning of the Investment Advisors Act of 1940, as amended, managing $100 million or more of assets on behalf of accredited investors (b) the Issuer must receive investment letters from such initial purchasers in form and substance satisfactory to the Issuer’s legal counsel, (c) any subsequent transfers and resale of the Series 2023 Bonds must be similarly restricted to accredited investors, qualified institutional buyers or qualified institutional managers, but an investor letter for any such subsequent transfers and resale shall not be required, and (d) the Series 2023 PASSED, ADOPTED, AND APPROVED on January 10, 2023. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA By: Abe Ain Lome Authorized Officer 9. A RESOLUTION OF THE MARICOPA COUNTY BOARD OF SUPERVISORS APPROVING THE ISSUANCE BY THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA OF ITS EDUCATIONAL FACILITIES REVENUE BONDS (VALLEY CHRISTIAN SCHOOLS PROJECT), SERIES 2023, IN ONE OR MORE TAX-EXEMPT AND/OR TAXABLE SERIES, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $45,000,000 WHEREAS, The Industrial Development Authority of the County of Maricopa (the “Tssuer”) 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, Valley Christian Schools (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”), was established in 1982 and provides approximately 1,100 students private religious education through the operation of its high school, junior high school and elementary school located across three campuses in the greater Phoenix metropolitan area; WHEREAS, the Borrower previously borrowed money from Western Alliance Bank (the “Elementary School Loan’) and used the proceeds, in part, to assist in the financing or refinancing of the acquisition, construction, improvement, furnishing, equipping and operating of land and elementary school facilities located at 6304 S. Price Road, Tempe, Arizona (the “Existing Elementary Campus”); WHEREAS, the Borrower previously borrowed money from Western Alliance Bank (the “High School Loan” and together with the Elementary School Loan, the “Existing Debt”) and used the proceeds, in part, to assist in the financing or refinancing of the acquisition, construction, improvement, furnishing, equipping and operating of land and high school facilities located at 6900 W. Galveston Street, Chandler, Arizona (the “High School Campus”); WHEREAS, the Issuer proposes to issue its Educational Facilities Revenue Bonds (Valley Christian Schools Project), Series 2023 (the “Series 2023 Bonds”), in one or more tax-exempt and/or taxable series, in an aggregate principal amount not to exceed $45,000,000 for the benefit of the Borrower; WHEREAS, the proceeds of the Series 2023 Bonds will be loaned by the Issuer to the Borrower to (i) pay off the Existing Debt, (ii) finance the acquisition, construction, improvement, furnishing and equipping of land and elementary and junior high school facilities located at 6101 S. River Drive, Tempe, Arizona (the “New School Campus” and collectively with the Existing Elementary Campus and the High School Campus, the “Facilities”), (iii) fund capitalized interest on the Series 2023 Bonds, if deemed necessary, (iv) fund certain reserves, if deemed necessary, and (v) pay other costs in connection with the issuance of the Series 2023 Bonds (collectively, the “Series 2023 Project”); 683523257 WHEREAS, the Facilities are to be owned and operated by the Borrower and located in Maricopa County, Arizona; WHEREAS, on January 10, 2023, the Issuer resolved (the “Issuer’s Resolution”) to issue the Series 2023 Bonds, the Issuer’s Resolution being conditioned upon, among other things, the granting of approval to the issuance of the Series 2023 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 Series 2023 Bonds, the execution and delivery of an Indenture of Trust (the “Indenture”), and related financing documents as well as such other documents as required for the issuance of the Series 2023 Bonds; WHEREAS, the terms, maturities, provisions for redemption, security, and sources of payment for the Series 2023 Bonds are set forth in the Indenture and in the form of the Series 2023 Bonds; WHEREAS, copies of the documents providing for the issuance of the Series 2023 Bonds have been made available to the Maricopa County Board of Supervisors, together with the Issuer’s Resolution; WHEREAS, the Maricopa County Board of Supervisors has been informed that the documents have been reviewed by competent Bond Counsel, Greenberg Traurig, 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 Issuer under which the Series 2023 Bonds are to be issued require the approval of the Maricopa County Board of Supervisors for the issuance of the Series 2023 Bonds; WHEREAS, pursuant to Section 147(f) of the Code, the Maricopa County Board of Supervisors must approve the issuance of the Series 2023 Bonds after a public hearing following reasonable public notice; WHEREAS, following publication of a Notice of Public Hearing on the Issuer’s website, available at http://www.mcida.com on December 20, 2022, a public hearing with respect to the Series 2023 Bonds and the location and nature of the Series 2023 Project to be financed was held by the Issuer pursuant to Section 147(f) of the Code, on December 28, 2022 at 12:30 p.m., MST, and a copy of the Notice of Public Hearing is attached hereto and made part of this Resolution; WHEREAS, a Report of Public Hearing regarding the Public Hearing held on December 28, 2022 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 Series 2023 Bonds pursuant to (i) Section 35-721.B of the Act, and (ii) 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 Series 2023 Bonds, in one or more tax-exempt and/or taxable series, in an aggregate principal amount not to exceed $45,000,000 is approved for all purposes under the Act, including specifically Section 35-721.B. 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 Series 2023 Bonds. ADOPTED AND APPROVED on January 25, 2023. Chairman, Maricopa County Board of Supervisors ATTEST: Clerk, Maricopa County Board of Supervisors NOTICE OF PUBLIC HEARING Notice is hereby given that at 12:30 p.m. MST, on December 28, 2022, a public hearing will be held as required by Section 147(f) of the Internal Revenue Code of 1986, as amended (the “Code”), with respect to a plan of finance for the proposed issuance of one or more series of tax- exempt bonds (collectively, the “Bonds”) by The Industrial Development Authority of the County of Maricopa (the “Authority”) in an amount not to exceed $45,000,000. The Bonds are expected to be issued as qualified 501(c)(3) bonds as defined in Section 145 of the Code. The Authority will issue the Bonds pursuant to Title 35, Chapter 5, Arizona Revised Statutes, as amended, and will loan the proceeds of the Bonds to Valley Christian Schools, an Arizona nonprofit corporation and an organization described in Section 501(c)(3) of the Code (the “Borrower’’), and used to (1) finance and refinance the Project (as defined below), (2) pay all or a portion of the costs of issuing the Bonds, (3) fund capitalized interest, if deemed necessary, and (4) fund one or more reserve funds, including a debt service reserve fund, if deemed necessary, in connection therewith. The proceeds of the Bonds will be used for the purposes described above, including, in part, to refinance existing indebtedness related to the original cost of acquiring, constructing, renovating, furnishing, improving and equipping, and/or any other capital expenditures and related expenses, as applicable, of private religious school educational facilities at the following locations: (a) three one-story buildings, totaling approximately 31,434 square-feet, at 6304 S. Price Road, Tempe, Arizona (the “Existing Elementary Campus”), in an estimated principal amount of $4,000,000, and (b) multiple buildings including a gymnasium, totaling approximately 84,793 square-feet, at 6900 W. Galveston Street, Chandler, Arizona (the “High School Campus”) in an estimated principal amount of $8,000,000. Furthermore, the proceeds of the Bonds will be used, in part, to finance or refinance the cost of acquiring, constructing, renovating, furnishing, improving and equipping, and/or any other capital expenditures and related expenses, as applicable, of private religious school educational facilities at the following location: multiple buildings including an auditorium and utility services building, totaling approximately 85,000 square-feet, at 6101 S. River Drive, Tempe, Arizona (the “New School Campus” and collectively with the Existing Elementary Campus and the High School Campus, the “Facilities”), in an estimated principal amount of $35,000,000. Such amounts shall be applied to acquire the New School Campus, and in addition to improving and renovating the New School Campus for the purposes of providing elementary school and middle school education. The refinancing of the Existing Elementary Campus, the refinancing of the High School Campus, and the financing of the New School Campus are collectively referred to herein as the “Project.” The Facilities will be owned and operated by the Borrower. 683610700 The principal of, premium, if any, and interest of the Bonds shall never constitute the debt or indebtedness or liability of the Authority, Maricopa County, the State of Arizona, or any political subdivision of the State of Arizona within the meaning of any provision of the Constitution of the State of Arizona, and shall not constitute or give rise to a pecuniary liability or charge against their general credit or any taxing powers, but shall be payable solely form the sources provided for in the proceedings pursuant to which the Bonds are issued. The hearing will commence at 12:30 p.m. MST, on December 28, 2022, and will be held telephonically by an authorized representative of The Industrial Development Authority of the County of Maricopa via the toll-free dial-in number 1-833-220-6615 (enter code 970133 and press#). Interested persons wishing to express their views on either the plan of finance for the issuance of the Bonds or the Project will be given an opportunity to do so at the public hearing, or may, prior to the time of the hearing submit written comments to The Industrial Development Authority of the County of Maricopa, 8687 E. Via de Ventura, Suite 306, Scottsdale, Arizona 85258, Attention: President, clearly marked: “Valley Christian Schools” for receipt before the time of the hearing. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA 683610700 THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA REPORT OF PUBLIC HEARING WITH RESPECT TO NOT TO EXCEED $45,000,000 OF THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA EDUCATIONAL FACILITIES REVENUE BONDS (VALLEY CHRISTIAN SCHOOLS PROJECT) SERIES 2023 On Wednesday, December 28, 2022, commencing at approximately 12:30 p.m., MST, the undersigned, on behalf of The Industrial Development Authority of the County of Maricopa (the “Authority”), conducted a Public Hearing pursuant to the requirements of Section 147(f) of the Internal Revenue Code of 1986, as amended, regarding the proposed issuance by the Authority of its Educational Facilities Revenue Bonds (Valley Christian Schools Project), Series 2023 (the “Bonds”), in an aggregate principal amount not to exceed $45,000,000. The Public Hearing was held telephonically via the toll-free dial-in number of 1-833-220-6615 entering Conference ID 970133#. The Notice of Public Hearing was published on the MCIDA.com website on December 20, 2022, and a copy of the proof of publication of Notice of Public Hearing is attached to this report. At the time and place set for the Public Hearing, I opened the telephone call for the Public Hearing so that interested persons could comment and be heard with respect to the proposed issuance of Bonds. The telephonic conference line was kept open until approximately 10 minutes after the appointed time and no other person joined the call to comment on the proposed issuance of bonds. No written comments or submissions were received prior to the Public Hearing. DATED: December 28, 2022. Toh fries. Cagal orinsel The'Industrial Deve! opment Authority ofthe County of Maricopa CERTIFICATE OF POSTING PUBLIC HEARING NOTICE The notice of public hearing (the “Notice”) attached hereto as Exhibit A was published on the website of The Industrial Development Authority of the County of Maricopa (the “Authority”) located on the Home Page at http://www.mcida.com on December 20, 2022. The Notice was published in an area of the Authority’s website that is used to inform the residents of Maricopa County, Arizona about public hearings to be held by the Authority affecting the residents and that is clearly identified and accessible to members of the general public seeking information concerning the plan of finance described in the Notice. Evidence of the website publication of the Notice is included with Exhibit B attached hereto. The Notice remained published on the Authority’s website continuously through the date of the public hearing described in the Notice. IN WITNESS WHEREOF, the undersigned, on behalf of the Authority, has set her hand as of the date first written above. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA Jarfis is L. Larson ne, Jai Lasso EXHIBIT A TO CERTIFICATE OF PUBLICATION NOTICE OF PUBLIC HEARING (Attached) NOTICE OF PUBLIC HEARING Notice is hereby given that at 12:30 p.m. MST, on December 28, 2022, a public hearing will be held as required by Section 147(f) of the Internal Revenue Code of 1986, as amended (the “Code”), with respect to a plan of finance for the proposed issuance of one or more series of tax- exempt bonds (collectively, the “Bonds”) by The Industrial Development Authority of the County of Maricopa (the “Authority”) in an amount not to exceed $45,000,000. The Bonds are expected to be issued as qualified 501(c)(3) bonds as defined in Section 145 of the Code. The Authority will issue the Bonds pursuant to Title 35, Chapter 5, Arizona Revised Statutes, as amended, and will loan the proceeds of the Bonds to Valley Christian Schools, an Arizona nonprofit corporation and an organization described in Section 501(c)(3) of the Code (the “Borrower”, and used to (1) finance and refinance the Project (as defined below), (2) pay all or a portion of the costs of issuing the Bonds, (3) fund capitalized interest, if deemed necessary, and (4) fund one or more reserve funds, including a debt service reserve fund, if deemed necessary, in connection therewith. The proceeds of the Bonds will be used for the purposes described above, including, in part, to refinance existing indebtedness related to the original cost of acquiring, constructing, renovating, furnishing, improving and equipping, and/or any other capital expenditures and related expenses, as applicable, of private religious school educational facilities at the following locations: (a) three one-story buildings, totaling approximately 31,434 square-feet, at 6304 S. Price Road, Tempe, Arizona (the “Existing Elementary Campus”), in an estimated principal amount of $4,000,000, and (b) multiple buildings including a gymnasium, totaling approximately 84,793 square-feet, at 6900 W. Galveston Street, Chandler, Arizona (the “High School Campus”) in an estimated principal amount of $8,000,000. Furthermore, the proceeds of the Bonds will be used, in part, to finance or refinance the cost of acquiring, constructing, renovating, furnishing, improving and equipping, and/or any other capital expenditures and related expenses, as applicable, of private religious school educational facilities at the following location: multiple buildings including an auditorium and utility services building, totaling approximately 85,000 square-feet, at 6101 S. River Drive, Tempe, Arizona (the “New School Campus” and collectively with the Existing Elementary Campus and the High School Campus, the “Facilities”), in an estimated principal amount of $35,000,000. Such amounts shall be applied to acquire the New School Campus, and in addition to improving and renovating the New School Campus for the purposes of providing elementary school and middle school education. The refinancing of the Existing Elementary Campus, the refinancing of the High School Campus, and the financing of the New School Campus are collectively referred to herein as the “Project.” The Facilities will be owned and operated by the Borrower. 683610700 The principal of, premium, if any, and interest of the Bonds shall never constitute the debt or indebtedness or liability of the Authority, Maricopa County, the State of Arizona, or any political subdivision of the State of Arizona within the meaning of any provision of the Constitution of the State of Arizona, and shall not constitute or give rise to a pecuniary liability or charge against their general credit or any taxing powers, but shall be payable solely form the sources provided for in the proceedings pursuant to which the Bonds are issued. The hearing will commence at 12:30 p.m. MST, on December 28, 2022, and will be held telephonically by an authorized representative of The Industrial Development Authority of the County of Maricopa via the toll-free dial-in number 1-833-220-6615 (enter code 970133 and press#). Interested persons wishing to express their views on either the plan of finance for the issuance of the Bonds or the Project will be given an opportunity to do so at the public hearing, or may, prior to the time of the hearing submit written comments to The Industrial Development Authority of the County of Maricopa, 8687 E. Via de Ventura, Suite 306, Scottsdale, Arizona 85258, Attention: President, clearly marked: “Valley Christian Schools” for receipt before the time of the hearing. THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA 683610700 EXHIBIT B TO CERTIFICATE OF PUBLICATION EVIDENCE OF PUBLICATION (Attached)