SUN VALLEY ACADEMY 2023 - BOS RESOLUTION.PDF

Maricopa County — Formal (2023-10-18)

View PDF Item 105 Meeting page

Extracted text (via pymupdf) 10233 characters
Board of Supervisors Resolution 
1097198172\4\AMERICAS 
A RESOLUTION OF THE MARICOPA COUNTY BOARD OF 
SUPERVISORS APPROVING THE ISSUANCE BY THE INDUSTRIAL 
DEVELOPMENT AUTHORITY OF THE COUNTY OF MARICOPA OF 
ONE OR MORE SERIES OF ITS TAX-EXEMPT AND/OR TAXABLE 
EDUCATION 
REVENUE 
BONDS 
(SUN 
VALLEY 
ACADEMY 
PROJECTS), SERIES 2023, IN AN AGGREGATE ORIGINAL PRINCIPAL 
AMOUNT NOT TO EXCEED $62,000,000 
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 
incorporated with the approval of Maricopa County, Arizona, empowered under the Industrial 
Development Financing Act, Arizona Revised Statutes. § 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 Issuer proposes to issue one or more series of its tax-exempt and/or 
taxable Education Revenue Bonds (Sun Valley Academy Projects), Series 2023 (the “Bonds”), in 
an aggregate original principal amount not to exceed $62,000,000, for the benefit of Morrison 
Education Group, Inc. (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”), 
which is the sole member of three duly organized and validly existing Arizona nonprofit 
“subsidiary” corporations (the “Subsidiaries”) each of which is an organization described in 
Section 501(c)(3) of the Code that operates (or will operate) a charter school established under 
Arizona Revised Statutes Title 15, Chapter 1, Article 8, as amended; 
WHEREAS, the proceeds of the Bonds will be loaned by the Issuer to the Borrower to 
(a) finance or refinance, as applicable, the costs of acquiring, constructing, renovating, improving 
and equipping, as applicable, charter school facilities located at 2675 West Baseline Road, 
Phoenix, Arizona, 1515 North 117th Avenue, Avondale, Arizona, and the southeast corner of North 
83rd Avenue and West Bethany Home Road, Glendale, Arizona (collectively, the “Facilities”), 
each of which is or will be owned by the Borrower and leased to one of its Subsidiaries for use in 
connection with its respective charter school operations, (b) fund any required reserve funds, 
(c) pay capitalized interest, if any, on the Bonds, and (d) pay certain expenses relating to the 
issuance and sale of the Bonds; 
WHEREAS, on October 10, 2023, the Issuer resolved (the “Issuer’s Resolution”) to issue 
the Bonds, the Issuer’s Resolution being conditioned upon, among other things, the granting of 
approval to the issuance of the 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 Bonds, and the execution and delivery of a Bond Indenture and related financing documents, 
as well as other documents required for the issuance of the Bonds;

2 
Board of Supervisors Resolution 
1097198172\4\AMERICAS 
WHEREAS, the terms, maturities, provisions for redemption, security, and sources of 
payment for the Bonds are set forth in the Bond Indenture and in the form of the Bonds; 
WHEREAS, copies of the documents providing for the issuance of the 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, Squire Patton Boggs (US) 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 by 
which the Bonds are to be issued, require the approval of the Maricopa County Board of 
Supervisors for the issuance of the Bonds;  
WHEREAS, 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; 
WHEREAS, pursuant to Section 147(f) of the Code, following publication by posting on 
the Issuer’s website of a Notice of Public Hearing, a public hearing with respect to the Bonds and 
the location and nature of the Facilities to be financed was held telephonically by an authorized 
representative of the Issuer on October 10, 2023, commencing at 9:00 a.m., MST, via the toll free 
dial-in number of 1-833-220-6615, code 970133 (a copy of the Notice of Public Hearing is attached 
hereto and made a part of this Resolution); 
WHEREAS, a Report of Public Hearing regarding the Public Hearing held on October 10, 
2023, 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 Bonds pursuant to 
(a) Section 35-721.B of the Act and (b) 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 Bonds in an aggregate principal amount not to 
exceed $62,000,000 is approved for all purposes under the Act, including specifically 
Section 35-721.B, and Section 147(f) of the Code. 
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 Bonds.

1097198172\4\AMERICAS 
ADOPTED AND APPROVED on October 18, 2023. 
 
 
 
 
 
 
 
 
Chairman, Maricopa County Board of 
Supervisors 
ATTEST: 
 
 
 
 
 
 
 
Clerk, Maricopa County Board of Supervisors 
 
ATTACHMENT: Notice of Public Hearing

1097198172\4\AMERICAS 
NOTICE OF PUBLIC HEARING 
PUBLIC NOTICE IS HEREBY GIVEN that a public hearing will be held telephonically by an 
authorized representative of The Industrial Development Authority of the County of Maricopa 
(the “Issuer”) on October 10, 2023, commencing at 9:00 a.m., MST, via the toll free dial-in number of 
1-833-220-6615, enter code 970133 and press #, regarding the Issuer’s Education Revenue Bonds (Sun 
Valley Academy Projects), Series 2023 (the “Bonds”) to be issued in one or more series, pursuant to a plan 
of finance in a maximum aggregate principal amount of $62,000,000.  The Bonds will be issued as qualified 
501(c)(3) bonds under Section 145 of the Internal Revenue Code of 1986, as amended (the “Code”) 
The proceeds of the Bonds will be used to make a loan to Morrison Education Group, Inc., an 
Arizona nonprofit corporation and an organization described in 501(c)(3) of the Code, as borrower 
(the “Borrower”), to: (1) refinance the Issuer’s Education Revenue Bonds (Sun Valley Academy Projects), 
Series 2019 (the “Series 2019 Bonds”), which were issued to finance the cost of (A) acquiring, constructing, 
improving and equipping charter school facilities located at 2675 West Baseline Road in Phoenix, Arizona 
(the “South Mountain Campus”), and (B) acquiring, constructing, improving and equipping charter school 
facilities located at 1515 North 117th Avenue in Avondale, Arizona (the “Avondale Campus”), and (2) 
finance all or a portion of the costs of (A) acquiring, constructing, improving and equipping additions to 
the South Mountain Campus, and (B) acquiring, constructing, improving and equipping charter school 
facilities located at the southeast corner of North 83rd Avenue and West Bethany Home Road in Glendale, 
Arizona, (the “Glendale Campus” and, collectively with the South Mountain Campus and the Avondale 
Campus, the “Facilities”). 
The Bonds to be issued for (1) the South Mountain Campus are expected to have a maximum 
aggregate principal amount not to exceed $16,800,000, (2) the Avondale Campus are expected to have a 
maximum aggregate principal amount not to exceed $17,000,000, and (3) the Glendale Campus are 
expected to have a maximum aggregate principal amount not to exceed $29,800,000 (but in no event will 
the combined principal amount of Bonds issued for the Facilities exceed $62,000,000). 
The Facilities financed with the proceeds of the Bonds will be owned by the Borrower and leased 
to and operated by (i) with respect to the South Mountain Campus, SVA-South Mountain, (ii) with respect 
to the Avondale Campus, SVA-Avondale, and (iii) with respect to the Glendale Campus, SVA-Glendale, 
each of which is an Arizona nonprofit corporation and an organization described in Section 501(c)(3) of 
the Code whose sole member is the Borrower. 
The principal of, premium, if any, and interest on the Bonds will not constitute a debt or liability 
of the Issuer, Maricopa County, Arizona, the State of Arizona, or any political subdivision of the State of 
Arizona, or a charge against their general credit or any taxing powers, but shall be payable solely from the 
sources provided for in the proceedings pursuant to which the Bonds are issued. 
This public notice is published pursuant to the requirements of Section 147(f) of the Code.  Any 
interested person may attend or send written comments and express his or her view with respect to the 
Bonds and the location and nature of the Facilities to be financed.  Any written comments should be 
submitted to The Industrial Development Authority of the County of Maricopa, 8687 East Via de Ventura, 
Suite 306, Scottsdale, Arizona 85258, Attention:  President, and clearly marked: “Morrison Education 
Group – Sun Valley Academies”.  Written submissions should be mailed in sufficient time to be received 
before the time of the hearing. 
THE INDUSTRIAL DEVELOPMENT 
AUTHORITY OF THE COUNTY OF MARICOPA