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Resolution 2013-116 RESOLUTION NO. 2013- 116 A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA APPROVING THE ISSUANCE AND SALE OF REVENUE BONDS BY THE COLLIER COUNTY EDUCATIONAL • FACILITIES AUTHORITY, AS REQUIRED BY SECTION 147(f) OF THE INTERNAL REVENUE CODE, AS AMENDED; AND PROVIDING FOR OTHER RELATED MATTERS. WHEREAS,the Collier County Educational Facilities Authority(the"Authority")is a body corporate and politic of Collier County, Florida ("Collier County") created by Collier County Resolution No. 79-34 duly adopted by the Board of County Commissioners on February 27, 1979, pursuant to Part I of Chapter 243, Florida Statutes, as amended, with the power to issue revenue bonds for the purposes of financing or refinancing the costs of a "project" as defined in Part I of Chapter 243, Florida Statutes, as amended; and WHEREAS, Ave Maria University, Inc., a Florida not-for-profit corporation (the "University"),operates a university within Collier County,Florida(the"County"),and has requested that the Collier County Educational Facilities Authority(the"Authority") issue its Collier County Educational Facilities Authority Educational Facilities Revenue Refunding Bonds as tax-exempt bonds in an aggregate principal amount not to exceed$68,000,000(the"Tax-Exempt Bonds")and taxable bonds in an aggregate principal amount not to exceed$500,000(the"Taxable Bonds"and together with the Tax-Exempt Bonds,the"Bonds")and loan the proceeds thereof to the University to assist the University in refunding the Authority's (a) $30,470,000 Collier County Educational Facilities Authority Variable Rate Demand Limited Obligation Revenue Bonds (Ave Maria University,Inc.Project), Series 2006 outstanding in the aggregate principal amount of$26,300,000 (the"Refunded Series 2006 Bonds")which were issued for the purpose of financing and refinancing student housing(the"Series 2006 Project");(b)$10,000,000 Collier County Educational Facilities Authority Educational Facilities Revenue Bonds(Ave Maria University,Inc. Project), Series 2007 outstanding in the aggregate principal amount of$9,500,000(the"Refunded Series 2007 Bonds") which were issued for the purpose of fmancing and refinancing the costs of acquisition of housing for faculty, staff, graduate and undergraduate students and the construction of an undergraduate dormitory (the "Series 2007 Project"); and (c) $17,000,000 Collier County Educational Facilities Authority Educational Facilities Revenue Bonds(Ave Maria University, Inc. Project), Series 2008 outstanding in the aggregate principal amount of$16,500,000(the"Refunded Series 2008 Bonds" and together with the Refunded Series 2006 Bonds and the Refunded Series 2007 Bonds, the "Refunded Bonds") which were issued for the purpose of financing and refinancing a student dormitory(the"Series 2008 Project,"collectively with the Series 2006 Project and the Series 2008 Project, the"Refunded Bonds Projects"); and WHEREAS,Section 147(f)of the Internal Revenue Code of 1986,as amended(the"Code"), provides that the elected legislative body of the governmental unit which has jurisdiction over the 1 area in which the facility financed or refinanced with the proceeds of tax-exempt bonds is located is to approve the issuance of such bonds after a public hearing; and WHEREAS,the Board of County Commissioners of Collier County,Florida(the"Board")is the elected legislative body of the County; and WHEREAS,the Authority caused a notice of a public hearing to consider approval of the Tax-Exempt Bonds and the refunding of the Refunded Bonds to be published on April 25,2013, in the Naples Daily News,a newspaper of general circulation in Collier County,a copy of said notice being attached to the Authority Resolution described herein(the "Notice"); and WHEREAS,the Authority held a public hearing on May 10, 2013,pursuant to the Notice and adopted a resolution(the"Authority Resolution")authorizing the issuance of the Bonds,a copy of which is attached as Exhibit A to the Authority Resolution,and has recommended to the Board that it approve the issuance of the Tax-Exempt Bonds in accordance with Section 147(f)of the Code; and WHEREAS,for the reasons set forth above,it appears to the Board that the approval of the issuance and sale of such Tax-Exempt Bonds, as required by Section 147(f) of the Code, is in the best interests of Collier County, NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY,FLORIDA, THAT: SECTION 1. APPROVAL OF ISSUANCE OF THE BONDS. This Board hereby approves the issuance of the Tax-Exempt Bonds by the Authority for the purposes described in the Notice pursuant to Section 147(f) of the Code. The Tax-Exempt Bonds shall be issued in such series,in such aggregate principal amount(not to exceed$68,000,000),bear interest at such rate or rates, mature in such amount or amounts and be subject to redemption as are approved by the Authority without the further approval of this Board. The Bonds shall not constitute a debt,liability or obligation of Collier County,the Board,any officer,agent or employee of Collier County,the State of Florida or any political subdivision thereof, but shall be payable solely from the revenues provided therefor,and neither the faith and credit nor any taxing power of Collier County or the State of Florida or any political subdivision thereof is pledged to the payment of the principal of,premium,if any,and interest on the Bonds. No member of the Board or any officer or employee thereof shall be liable personally on the Bonds by reason of their issuance. This approval shall in no way be deemed to abrogate any regulations of Collier County within the regulatory jurisdiction of Collier County, including, but not limited to, the Collier County Growth Management Plan and all concurrency requirements contained therein and the Collier County Land Development Code. SECTION 2. SEVERABILITY. If any section,paragraph,clause or provision of this Resolution shall be held to be invalid or ineffective for any reason, the remainder of this Resolution shall continue in full force and effect, it being expressly hereby found and declared that 2 1 the remainder of this Resolution would have been adopted despite the invalidity or ineffectiveness of such section, paragraph, clause or provision. SECTION 3. EFFECTIVE DATE. This Resolution shall take effect immediately upon its adoption, and any provisions of any previous resolutions in conflict with the provisions hereof are hereby superseded. This Resolution adopted this 28th day of May, 2013 after motion, second, and majority in favor of passage. AT ' T::."` , BOARD OF COUNTY COMMISSIONERS DWIGHT E.BROCK, CLERK OF COLLIER COUNTY, FLORIDA / / B : , ®•4 zoalmhimik B • ■ Pi.,— y tatr'D p tO i '�kl n S Ap forr form d legal sufficiency: J (...__ Scott R. Teach Deputy County Attorney 3 EXHIBIT A TO RESOLUTION AUTHORITY RESOLUTION 4 RESOLUTION NO. 2013-6/ AN INDUCEMENT RESOLUTION OF THE COLLIER COUNTY EDUCATIONAL FACILITIES AUTHORITY REGARDING TIIE OFFICIAL ACTION OF THE AUTHORITY WITH RESPECT TO THE PROPOSED ISSUANCE BY THE AUTHORITY OF ITS COLLIER COUNTY EDUCATIONAL FACILITIES AUTHORITY REVENUE REFUNDING BONDS (AVE MARIA UNIVERSITY, INC. PROJECT), SERIES 2013A(THE"SERIES 2013A BONDS")AND ITS COLLIER COUNTY EDUCATIONAL FACILITIES AUTHORITY REVENUE BONDS (AVE MARIA UNIVERSITY, INC.PROJECT),SERIES 2013B(TAXABLE)(THE"SERIES 2013B BONDS" AND TOGETHER WITH THE SERIES 2013A BONDS, THE"BONDS")IN ,AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED$68,000,000 OR THE PRINCIPAL PURPOSE OF REFUNDING ALL OR A PORTION OF THE OUTSTANDING (A) COLLIER VARIABLE RATE EDUCATINAL pgMAND FACILITIES AUTHORITY LIMITED OBLIGATION REVENUE BONDS (AVE MARIA UNIVERSITY, INC. PROJECT), SERIES 2006, (B) COLLIER COUNTY EDUCATIONAL FACILITIES AUTHORITY EDUCATIONAL FACILITIES REVENUE BONDS (AVE MARIA UNIVERSITY, INC. PROJECT), SERIES 2007, AND (C) COLLIER COUNTY EDUCATIONAL FACILITIES AUTHORITY EDUCATIONAL FACILITIES REVENUE�BOND BONDS V(COLLECTIVELY,RSTI E, INC. PROJECT), `REFUNDED BONDS"); AUTHORIZING THE EXECUTION AND DELIVERY OF AND THE UNIVERSITY; BETWEEN THE AUTHORITY ERS TY; AND PROVIDING FOR RELATED MATTERS. WHEREAS, Ave Maria University, Inc., a Florida not-for-profit corporation (the "University"), operates a university within Collier County, Florida(the "County"), and has requested that Collier County Educational Facilities Authority (the "Authority") issue its Collier County Educational Facilities Authority Educational Facilities Revenue Refunding Bonds as tax-exempt bonds (the "Tax-Exempt Bonds")he ` Bonds�')a in an aggregate principal Bonds" and together with the Tax-Exempt Bonds, amount not to exceed $68,000,000 and loan the proceeds eCollieh County Educational the University in refunding the Authority's (a) $30,470,000 MIA 183190403x5 EXHIBIT A TO COUNTY RESOLUTION Facilities Authority Variable Rate Demand Limited Obligation Revenue rBo Bonds(Ave Maria ria University, Inc. Project), Series 2006 outstanding which aggregate e ued for the purpose of of P $26,300,000 (the "Refunded Series 2006 Bonds") (b) purr se o financing and refinancing student housing orith 2006 ides Revenue Bonds(Ave Collier County Educational Facilities Authority re ate principal amount of Maria University, Inc. Project), Series 2007 outstanding ich the aggregate for the purpose of P $9,500,000 (the "Refunded Series 2007 Bonds") graduate and financing and refinancing the costs of acquisition of u dormitory(the"Series 2007 undergraduate students and the construction of an undergraduate Project"); and(c) $17,000,000 Collier County Educational Facilities Authority Educational Project"); in Facilities Revenue Bonds (Ave Maria University, Inc. Project), 020008ugondslnavd the aggregate principal amount of $16,500,000 (the "Refunded Series to g ether with the Refunded Series 2006 Bonds and the Refunded Series d ies 2007 Bands, the "Refunded Bonds, Bonds")which were issued for the purpose of financing dormito ry(the"Series 2008 Project,"collectively with the Series 2006 Project and the Series 2008 Project, the "Refunded Bonds Projects"); and s of the WHEREAS,the University has requested that the Authority loan the es pro suds other Bonds to the University pursuant to Part I of Chapter 243, t i vision rovisions of Florida law as the Authority may determine advisable(the "Act") pro or P in order to accomplish the foregoing purposes; and WHEREAS,the issuance of the Bonds and the loaning of the e and refunding the Refunded tth University to refinance the costs of the Refunded Bonds Puant to the terms thereof which will Bonds under loan or other financing at payments thereunder be at least sufficient to pay the principal of a connection therewith interest and provide that p y redemption premium, if any, on such Bonds and such other costs in may be incurred by the Authority,will assist the University and promote the public purposes Y provided in the Act; and WHEREAS, in order to satisfy certain of there requirements u he Authority did on(f)o the Internal Revenue Code of 1986, as ame issuance of the Series 2013A Bonds for the hereof hold a public hearing on the proposed P p ublication of purposes herein stated, which date is more than 14 days following thn Coltipr County and notice of such public hearing in a newspaper of general public hearing was conducted in a manner that provided a reasonable opportunity for w p pere of the sons with differing views to be heard, both orally and f Ref BondshProj cts,cas more Series 2013A Bonds and the location and nature of the icularl described in the notice of public hearing attached hereto as Exhibit A; and part Y MIA 183190403x5 WHEREAS, it is intended that this Resolution shall constitute official action toward the issuance of the Series 2013A Bonds within the meaning of the applicable United States Treasury Regulations in addition to any other action that may have heretofore been taken by the University; NOW, THEREFORE, BE IT RESOLVED B THE COLLIER COUNTY EDUCATIONAL FACILITIES AUTHORITY, SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution is adopted pursuant to the provisions of the Act and other applicable provisions of law. SECTION 2. PRELIMINARY STATEMENT. n into to permit the University to proceed with the refinancing of the costs of the Refunded Bonds Projects by refunding the Refunded Bonds and issue e an sell the Bonds and make the to uoid by the Authority, prior to the issuance of the Bonds,to proceeds thereof available for such purposes, all in and thetlaws of provisions of the Act, the Constitution and other laws of the State of Florida all the United States of America, including the Code, andn date ti herewith in the respects to the terms of the Preliminary Agreement o f eve Authority and the University. SECTION 3. FINDINGS AND DETERMINATIONS.the Ap After considering ahe application for Financing filed by the University,the presentation d the testimony of,officials and agents of the University, and the determinations:comments t of mbers of the public, if any, the Authority makes the following finding A. Located on approximately 750 acres in the o over peop e�including area of Collier County, the University employs Gate approximately 80 faculty members, and has an annual budget of more than $25 million in 2013, nearly all of which is spent locally. B. University expenditures generate revenues and profits,and stimulate commerce and employment for local businesses and County residents. C. As a result of its location in the unincorporated town of Ave Maria, the 2 00 new residents, University has helped the growth of the town to 450 new homes resulting in a more efficient utilization of public infrastructure. D. As a liberal arts institution of higher education,interestsnin Coll el County, role in advancing social, religious, cultural and academic typically available in rural areas. provides the community with cultural experiences not p Y MIA 183190403v5 ocal E. The University is an affordable, accredited university in Southwest Florida. 122% residents with educational opportunities not previously avai lable of its undergraduate students are minority students. F. The Refunded Bonds are variable rate bonds,which,,while at present offers are the(i) lowest cost of capital, leaves the University exposed to certain unethe xpected ected or protracted rises in interest costs, (ii) the inability to oextehdletrere l credit letters of credit securing the Refunded Bonds prior to the exp G. Addressing these risks through the issuance of the Bo Bonds will long term University to more efficiently utilize its available funds,mo re fc capital needs and improve its financial position,which will turn enable the University to expand the services and benefits it provides to the community. H. The issuance of the Bonds will promote the economic development,prosperity, health and welfare of the citizens of Collier County, will promote the ogehe Act economic structure of Collier County, and will thereby serve the public purposes ct of the SECTION 4. APPROVAL OF THE REFUNDING. The refinancing refunding the Refunded Bonds through the issuance costs of the Refunded Bonds Projects by preliminarily approved, subject, however, in all of the Bonds, pursuant to the Act, is hereby respects to the University meeting the conditions set forth in the Preliminary Agreement to p the sole satisfaction of the Authority. There is hereby SECTION 5. AUTHORIZATION OF THE BONDS. authorized to be issued and the Authority hereby determines conditions to issue hsetBonds,i if the requested by the University and subject to the o exceed$68,000,000 for the Preliminary Agreement, in an aggregate principal purposes of refinancing the costs of the Refunded Bonds he rate Projects by refunding undine on principal p rP Preliminary Agreement.Refunded Bonds as described in the exceed the maximum rate permitted by law. the Bonds shall not ex GENERAL AUTHORIZATION. The Chairman and the SECTION 6. Vice-Chairman are hereby further authorized to proceed,up on execution of the Preliminary Agreement, with the undertakings provided for therein on the part of the Authority in order are Afire be required or necessary further authorized to take such steps and actions as may q eau cause the Authority to issue the Bonds subject in all respects to the terms and conditions set forth in the Preliminary Agreement authorized hereby. SECTof ION 7. OFFICIAL ACTION. This resolution is a nofmpial a tionthe the Authority toward the issuance of the Series 2013A Bonds, MIA 183190403x5 Preliminary Agreement, in accordance with the purposes of the laws of the State of Florida, the Code and the applicable United States Treasury Regulations. SECTION 8. LIMITED OBLIGATIONS. The Bonds and the interest thereon shall not constitute an indebtedness or pledge of the general credit or taxing power of Collier County,the State of Florida or any political subdivision or agency thereof but shall be payable solely from the revenues pledged therefor pursuant to a loan agreement or other financing agreement entered into between the Authority and the University prior to or contemporaneously with the issuance of the Bonds. The Authority has no taxing power. SECTION 9. LIMITED APPROVAL. The approval given herein shall not be construed as an approval or endorsement of approval of any necessary rezoning applications, regulatory permits, or any other requirements of the Collier County Growth Management Plan or the Land Development Regulations adopted pursuant thereto relating to the Refunded Bonds Projects and the Authority shall not be construed by reason of its adoption of this resolution to have waived any right of Collier County or estopping Collier County from asserting any rights or responsibilities it may have in that regard. SECTION 10. EFFECTIVE DATE. This Resolution shall take effect immediately. ADOPTED this 10th day of May, 2013. COLLIER COUNTY EDUCATIONAL FACILITIES AUTHORITY (SEAL) kei Chairman ATTEST: Secretary MIA I63190403V5 Naples Daily News Naples, FL 34110 Affidavit of Publication Naples Daily News + PICKWORTH, DONALD P.A. 5100 TAMIAMI TRL N STE 103 NAPLES FL 34103 NOTICE OF PUBLIC HEARING • Notice is hereby given that on May 10,2013,a public hearing will be held in the conference room at 5150 Tamiamo Trail North,Suite 502.N !Lonna#103, , to the pr)) commencing at I30 Vim. Easter DucDaYli9l F litmies Au resP fie "�2p13Ao(tie REFERENCE: 010784 issuance (Ave Maria University, Inc Pr°lect), Series• 59718213 NOTICE OF PUBLI C a Refunding A Bonds In an aggfega`e 1w"sI`r`tt°P°i> ds ta exceed $65,000,000. Simultaneously,tfie Issuer 31 B Ra�a�bda) (the "Sarias 20138 c The Marla ethers G>h Sa Project),2013A Bonds,the."WNW�t3 �. to assist and t Series 2013A Bonds are to be used for the purpose F •n State o f Florida A'aMAarrta t n ( „�,( 'of the iritamai Rteverate Coda of Counties of Collier and Lee amin ded,y a rac„ndRng ('!�'`n'g Y p "as smended t and fscii ( kVan dries 2006(t e Before the undersigned authority, ei ���loorr�� Series n'Revenue�eo^o'�(Ave McAa UnM�r+� s�� amount of appeared Amy Davidson, says that she sEOSR . )�rreit(A �vtstandhiy y educational^�`nt of Inside Sales Supervisor, of the Naples $26.300, . (� slot ue aleru! a"a Un Educational PaclBtlas k Bonds")curteritly outstanding U uw art" a daily newspaper published at Naples, 2000 (I1e "Sail°$2 enld w' s17,o00,0o0.CoHier eK I"t)nb amount of 59,500 ' avenue Bonds(Ave Mere Un a County, Florida: distributed in Collier val " I 'gr R "and t 's(A Id, do r '`° Boni, the. •Prior iontls•) curteMly n(�ng;to the and Lee counties of Florida; that the arenasa reount df s16,5oD,00 � )BP,`'s:V,300g i:a»w t copy o f advertising was published i n sae` I of tbQ �'a Itt> - �ari �t'°" of earwtr: Improvariterlts m) the.followig: () Reding fin undergratluata � Ida the construction o acQ ikon of certain townhomes and other facilities-to provide newspaper on dates listed. faculty,staff Aft iant further says that the said Na. Ave Maria•Florida.The lotsf&d at g050 Ave Marls Boulevard. News is a newspaper published at Naples The t°«area.ns-n•rig a"ds�8-004a s"tetam'tn:t 5254 `+n62 Darsahue S riot,all on the west side of Ave Marie Boulevard ...n nu .Ave term. Collier County, Florida, and that the s known as Middlebrook ownf�wtes located.lit 57245254 ettoq• Florida• 2013• newspaper has heretofore been continuou :Ptolects ar owne4ant!operaied „�cassiitu ,e e e,a day and has been entered as second clas, ;w f , ' The ng ; msy Pad matter at the post office in Naples, in aed wnhing.+A.:e then. er op°sorerktn:>vae T°" rIg ar may srrbmk ttak � ,tie' ponce clesrly Collier County, Florida, for a period o: nsm{oluer,CountYEd� loia'F"ti p1 � ) dties2013A. Rh.,5100 Turk n B ok(Ave Nagle tN+1 ersity, next preceding the first publication of submissions should be gaged In sufficient time to be°ec°Ned.before 12D° Written attached copy of advertisement; and aff. p,m„May 7,2013 t,,a,ts,,.rwnhresp.ct further says that he has neither paid n< l arry r ^ dlattsunpublicheaarringg,,s ;eedatlm«oo m any matter c��� e,may need to amore �m, e. promised any person, firm or corporatio) ro it Ings II ,gist Ie,ee d i Pleas�eeS;nq„ : 'Donald A. discount, rebate, commission or refund r Uckw i as ssetfo ,bwra. "the purpose of securing this advertisement ,ale, Arnerkam with a:abdalee" pe' I e In accordance' � j�rt{dpata {n this procaedktg d rior to the publication in the said newspaper. �pdec�Wlxc�aTOdkad,&�b(lingk'�this is no no later tltan (Attention: pprdivide ng�r.aglicy a��Ie.°"""glvet In this notke.Telephone boMbA'Fi! `1' F COWER• COUNTY EDUCATIONAL PUBLISHED ON: 04/25 FACILITIES nuTI+DMTM Donald Plckworth,Executive Director AD SPACE: 104 LINE FILED ON: 04/25/13 + of Affiant /-4((;)(ei,/.04,-. ,Sign ature Sworn to and Subscribed bere me �th s^, `' "'.� day of, /I`;'1 , . 20 Personally known by me : , I ' ',`L 7.',.Z------ .`- " e (DOHA '' 4�.�:'= MY CC*UISSIOPI 3 EE 85'758 t-.%: EXPIF ES:Novemixr 28,2014 I,�%�i ui r:�•• Harnett Thru Music Insurance Agency EXHIBIT A TO AUTHORITY RESOLUTION •