Resolution IDA 2024-03

RESOLUTION NO.2024-03
RESOLUTION OF THE BOARD OF DIRECTORS OF THE INDUSTRIAL
DEVELOPMENT AUTHORITY OF THE CITY OF CHANDLER, ARIZONA,
GRANTING PRELIMINARY APPROVAL FOR AND DECLARING THE
INTENTION OF THE AUTHORITY TO ISSUE ITS MULTIFAMILY
HOUSING REVENUE BONDS IN AN AGGREGATE PRINCIPAL AMOTINT
NOT TO EXCEED $55,OOO,OOO TO FINANCE AN AFFORDABLE HOUSING
PROJECT.
WHEREAS, The Industrial Development Authority of the City of Chandler, Arizona (the
"Authority"), is a corporation organized and existing under the laws of the State of Arizona, is
designated by law as a political subdivision of the State of Arizona and is authorized and
empowered by the provisions of Title 35, Chapter 5, of the ArizonaRevised Statues, as amended
(the "Act"), to issue multifamily housing revenue bonds for the purpose of assisting in financing
the acquisition, construction, improving and equipping of one or more "projects" as dehned in the
Act, including the acquisition, construction, improving and equipping of land, buildings and other
improvements, and all real and personal property, whether or not now in existence or under
construction, which are suitable for residential real property for dwelling units located within the
municipality approving the formation of the corporation; and
WHEREAS, Brinshore Development, L.L.C. (the "Borrower"), or its affiliates, desires to finance
or refinance, as applicable, the acquisition, construction, improvement, equipping and/or operation
of a multifamily residential rental housing project and functionally related facilities consisting of
approximately 250 units within at least two buildings (the "Facilities") situated on certain real
property located at 73 South Hamilton Street in the City of Chandler, Arizona (the "City"); and
WHEREAS, the Authority has received an application from the Borrower for the issuance of
multifamily housing revenue bonds of the Authority in one or more tax-exempt andlor taxable
series (the "Bonds") in an aggregate principal amount not to exceed $55,000,000 and the loan of
the proceeds of the Bonds to the Borrower or to an affiliate of the Borrower to assist in (a) financing
or refinancing part or all of the capital costs relating to the Facilities, (b) funding any required
reserve funds, (c) to pay capitalized interest on the Bonds, if any, and (d) to pay costs and expenses
incurred in connection with the issuance of such Bonds (collectively, the "Project"), all in
accordance with the Act; and
WHEREAS, United States Treasury Regulations $1.150-2 (the "Reimbursement Regulations")
prescribe conditions under which proceeds of the Bonds that are used to reimburse advances made
for capital and certain other expenditures ("Original Expenditures") paid before the issuance of
such Bonds will be deemed to be expended (or properly alloc6ted to expenditures) for purposes
of Sections 103 and 141 through 150 of the Internal Revenue Code of 1986, as amended (the
"Code"), so that upon such reimbursement the proceeds so used will no longer be subject to certain
requirements or restrictions under those sections of the Code; and
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Resolution No. 2024-03
Page2
WHEREAS, ceftain provisions of the Reimbursement Regulations require that there be an official
intent (a "Declaration of Official Intent") not later than 60 days following payment of the Original
Expenditures expected to be reimbursed from proceeds of Bonds, and that the reimbursement
occur within certain prescribed time periods after an Original Expenditure is paid or after the
property resulting from that Original Expenditure is placed in service; and
WHEREAS, this Board of Directors wishes to take steps to comply with the Reimbursement
Regulations in connection with the Project through the adoption of this Resolution;
NOW, THEREFORE, BE IT RESOLVED, by the Board of Directors of The Industrial
Development Authority of the City of Chandler, Arizona, that:
Section 1. 
The Authority grants preliminary approval for and declares its intention to issue
the Bonds in one or more series, in the aggregate principal amount agreed to by
the Authority and the Borrower not to exceed $55,000,000. The Authority hnds
and determines that the issuance of the Bonds pursuant to the Act and the loan of
the proceeds thereof to the Borrower to assist in financing the Project will be in
the public interest and will serve the purposes of the Authority and the Act.
Section 2. 
This resolution constitutes the Declaration of Official Intent of the Authority under
the Reimbursement Regulations to permit proceeds of the Bonds in the maximum
amount set forth in Section 1 above to be used to reimburse Original Expenditures
made by the Borrower (or related party thereof) for the Project.
Section 3. 
This preliminary approval is hereby granted subject to and conditioned upon the
following items, unless waived by the Authority:
Section 3.1 . 
The loan documentation shall include indemnification for the Authority by
the Borrower.
Section 3.2. The review and approval by the Authority's legal counsel ofthe Borrower's
documentation for the financing.
Section 3.3. The Bonds being ratable investment grade or better which may be by
reason of credit enhancement through insurance, a letter of credit or similar
means or the Bonds being sold through an appropriate private placement
not involving a public offering; provided, however, that the provisions of
this Section may be waived by the Authority in its sole discretion prior to
the issuance of the Bonds.
Section 3.4. An agreement between the Authority and the Borrower regarding any
initial or annual fees or expenses of thq Authority in connection with the
issuance of the Bonds.
Section 3.5. Unless waived, the Borrower must comply with all applicable provisions
of the Authority's Procedural Pamphlet.
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Section 4.
Section 5.
Section 6.
Section 7.
Section 8.
Section 9.
Section 10.
Section 1 1.
Section 12.
Resolution No. 2024-03
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The Bonds shall be in one or more series, each of which shall bear such dates,
mature at such time or times, bear interest at such rate or rates and contain such
other terms and provisions as shall be authorized by subsequent action of the
Authority and shall be agreed to by the Borrower.
The Authority and the Borrower will enter into one or more agreements the terms
of which will provide that the Borrower willbe obligated to make or to guarantee
payments sufficient to pay the principal of and interest and any other amounts on
the Bonds as and when the same become due and payable and all other costs as
may be incurred by the Authority in connection with the issuance of the Bonds and
the financing of the Project.
Nothing contained in this Resolution nor in any other instrument may be
considered as obligating the Authority or the City to any pecuniary liability or
charge upon the general credit of the Authority or the City.
This Resolution is an affirmation of official action of the Authority toward the
issuance of the Bonds and declares the intention of the Authority to issue the
Bonds.
The Authority through its authorized representatives shall notifr the Attorney
General of the State of Arizona of the Authority's intention to issue the Bonds and
shall describe in the notice the Project to be financed.
The Mayor and City Council of the City must approve the issuance of the Bonds
as a condition precedent to the Bonds being issued.
The appropriate officers and other representatives of the Authority are authorized
and directed to take such action as may be necessary or proper to implement each
of the provisions of this Resolution including, without limitation, arranging and
conducting any hearings required by the Code in connection with the Bonds and
any actions or documentation deemed necessary or advisable to assist the
Borrower in obtaining volume cap required for the Bonds to bear tax-exempt
interest. Specifically, the Authority's legal counsel is also authorized and directed
to prepare, or to assist bond counsel and counsel to the Borower in the preparation
of, such documents as may be necessary or advisable in connection with the
authorization, issuance and sale of the Bonds and the loan of the proceeds thereof
to the Borrower.
If any section, paragraph, clause or provision of this Resolution is for any reason
held to be invalid or unenforceable, the invalidity or unenforceability of such
section, paragraph, clause or provision does'/not affect any of the remaining
provisions of this Resolution.
This Resolution shall take effect immediately and, unless repealed by the
Authority, shall remain in effect until the Authority has been notified in writing by
the Borrower that it no longer intends to issue the Bonds.
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Resolution No. 2024-03
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PASSED AND ADOPTED by the Board of Directors of The Industrial Development Authority of
the City of Chandler, Arizona, this 12th day of November, 2024.
Charles Ertl, President
APPROVED AS TO FORM:
Z*rn-D,Qv'*r
Greenberg Traurig, LLP, Counsel to the Authority
fSignature Page to Preliminary Resolution -Multifumily
Housing Revenue Bonds (Hamilton Street Project))
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