Agenda 09/10/2013 Item #16K5 9/10/2013 16.K.5.
EXECUTIVE SUMMARY
Request by the Collier County Industrial Development Authority for approval of a resolution
authorizing the Authority to issue bonds for a continuing care retirement facility known as The
Arlington of Naples.
OBJECTIVE: To accomplish the necessary approvals to authorize bonds to be issued by the
Collier County Industrial Development.Authority (the "Authority") to be loaned to and used by
The Arlington of Naples, Inc., (the "Arlington"), an Illinois not-for-profit corporation registered
to do business in Florida and the owner and operator of The Arlington of Naples for the purpose
of funding the costs of the construction of a continuing care retirement community consisting of
an estimated 163 Independent Living Units, an estimated 79 Assisted Living Units (of which an
estimated 37 will be memory support units), and estimated 44 skilled nursing beds, along with
ancillary facilities and common areas (the "Project"). The facility will be located on a 39 acre
parcel on Lely Cultural Parkway near the intersection with Collier Boulevard (CR 951) in the
Lely Resort development. Arlington owns the land, and it is zoned for the intended use.
CONSIDERATIONS: The Arlington of Naples will be a continuing care retirement community
("CCRC"), and like most CCRC's, will offer its residents a continuum of elder care housing
facilities, from independent living, to assisted living, to skilled nursing beds. The operator of the
facility will be Lutheran Life Communities, a large and well-established senior care provider
with several similar facilities, some of which have been in existence for over 100 years. The
Arlington is a result of impetus from a group of Lutheran congregations in the Naples/Marco
area; however, the facility is open to all, and the resident population represents a diversity of
religious traditions.
This project was before the Board in 2010 for approval of the issuance of bond anticipation notes
(BANs) to fund pre-development const, and the Board approved the issuance of the BANs on
December 14, 2010 by Resolution 2010-236 [copy attached]. The BANs were issued in June,
2011.
The proposed financing structure is to issue revenue bonds (the "Bonds") in an amount not to
exceed $210 million to fund development costs, including the refunding and redemption of the
outstanding principal and interest on the BANs described above and IRS-eligible refunding
and/or reimbursement of loans and other advances by the Arlington or its affiliated corporations.
At the time the 2011 BANS were issued, the plan was to issue the permanent bonds when a
targeted level of pre-sales had been achieved. The target level has been achieved, and at the
present time, 115 Independent Living Units (70%)have been presold with deposits.
A continuing care retirement community must receive a Preliminary Certificate of Authority
from the Florida Office of Insurance Regulation, and the skilled nursing facility must receive a
Certificate of Need from the Florida Agency on Health Care Administration. These
authorizations have been received. The project is located within the Lely Resort Community,
and has site development plan approval from Collier County.
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The Bonds will be sold only in minimum denominations of$100,000 and the ability to purchase
and subsequently sell the Bonds is limited to Qualified Institutional Buyers (banks, investment
companies, etc.) or Accredited Investors (high net-worth individuals) as such are defined by
federal securities law. In practice, most bonds of this type are held by high-yield municipal
funds. The Bonds may not be sold to persons who do not meet the above definitions until The
Arlington has applied for and received an investment grade rating on the Bonds from a rating
agency, which is generally occurs after several years of full occupancy and operation.
The Authority met on August 26, 2013, and heard presentations from The Arlington of Naples
officials. The financing team consists of officers of The Arlington, particularly, the CEO, CFO,
the operations staff, the underwriter of the Bonds, and the Feasibility Consultant. The
underwriter is B.C. Ziegler and Company, the pre-eminent underwriter of healthcare facility
bonds. Ziegler has a large and experienced credit analysis staff and strict underwriting standards,
making it a highly preferred underwriter among developers of quality projects that can meet
Ziegler's standards. The Feasibility Consultant is Dixon Hughes Goodman's healthcare group.
Dixon Hughes is one of the largest CPA firms in the US, and its healthcare practice group is
recognized as one of the top firms in this field. The Feasibility Study presented was a detailed
analysis of the financial forecasts and assumptions, tested against industry standards, and a
market analysis. The Feasibility Study shows that The Arlington will have a financial profile
that will be acceptable to investors and will meet industry norms for facilities of this type for
both debt service coverage ratio and cash to debt ratio.
The meeting was noticed by publication in the Naples Daily News in accordance with the
regulations for such notice contained in the Internal Revenue Code, inviting attendance,
participation, and comments from members of the public. No members of the public attended
the meeting or submitted comments. At the conclusion of the public hearing the Authority made
a series of findings of fact, determined to proceed with the financing, and adopted a resolution
evidencing such approval (the "Authority Resolution"). The notice published in the Naples
Daily News is attached to the Authority Resolution as Exhibit A.
Federal tax law requires two approvals for the issuance of the Bonds. First, the Authority must
hold a public hearing, and must adopt a resolution in favor of issuing the Bonds, as described
above. Following this approval, the governing body of the jurisdiction must also approve the
bond issue. This does not have to be a specially advertised hearing, but must be done at a
regularly noticed and held meeting. A Resolution for the Board to adopt is attached, and the
Authority Resolution is attached to the proposed County Resolution as Exhibit A to the County
Resolution.
As are all revenue bonds or notes of this type, these bonds are based on revenues of the project
and are not obligations of the County. There is no pledge of any taxes, nor a pledge of any
revenues except the revenues of The Arlington. Neither the County, the Board, the Authority,
nor any officer of the County is liable for their payment. Further, the Resolution expressly
provides that this approval by the Board does not abrogate any County regulations, including
land use regulations. Bonds of this type, termed "conduit debt" are not part of the County's debt
portfolio.
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FISCAL IMPACT: Like all private activity bond issues, the issuance of the proposed bonds or
the construction of the Project program does not require any contribution from the Board of
County Commissioners or any other County agency. On the other hand, the construction of
these facilities has a positive fiscal impact on the community by creating additional employment
and local expenditures. Estimated employment upon opening of the facility is about 188 full
time equivalent employees, with a payroll in excess of$7,000,000 per year. The construction of
the Project will generate 300 to 400 construction jobs and will use many local construction firms,
along with other local vendors for construction related goods and services. The Arlington
estimates that the construction phase will result in about $50 million being expended locally.
While not technically a fiscal impact, like the Moorings Park facility, The Arlington of Naples
facility will have the effect of keeping in our community hundreds of residents who have resided
in Collier County for 20 to 30 years and who can remain in our community when they have
reached that stage in life where a life care facility is necessary. The great majority(83%) of pre-
sales to future residents of The Arlington of Naples are residents of Naples and Marco Island.
LEGAL CONSIDERATIONS: This item is approved as to form and legality, and requires
majority vote for Board approval.—SRT
GROWTH MANAGEMENT IMPACT: The adoption of the attached resolution will have no
adverse growth management consequences. The facilities are being constructed in accordance
with all County growth management regulations. The Authority Resolution specifically provides
that the Project is subject to the LDC, the Growth Management Plan, concurrency requirements,
and the payment of impact fees. The Project is part of a PUD that authorizes these uses and
zoning and site development approvals are in place.
RECOMMENDATION: The Board of County Commissioners adopt the attached Resolution.
Prepared by: Donald A. Pickworth, Counsel
Collier County Industrial Development Authority
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COLLIER COUNTY
ifow
Board of County Commissioners
Item Number: 16.16.K.16.K.5.
Item Summary: Request by the Collier County Industrial Development Authority for
approval of a resolution authorizing the Authority to issue bonds for a continuing care
retirement facility known as The Arlington of Naples.
Meeting Date: 9/10/2013
Prepared By
Name: BrockMaryJo
Title: Executive Secretary to County Manager,CMO
8/28/2013 9:13:36 AM
Submitted by
Title: Executive Secretary to County Manager,CMO
Name: BrockMaryJo
mow
8/28/2013 9:13:37 AM
Approved By
Name: TeachScott
Title: Deputy County Attorney,County Attorney
Date: 8/28/2013 9:28:03 AM
Name: LehnhardPat
Title: Operations Coordinator,Transportation Administrati
Date: 8/28/2013 9:33:04 AM
Name: KlatzkowJeff
Title: County Attorney
Date: 8/28/2013 10:40:45 AM
Name: OchsLeo
Title: County Manager
Date: 8/29/2013 5:22:11 PM
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RESOLUTION NO. 2013-
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA APPROVING THE ISSUANCE AND SALE
OF CONTINUING CARE RETIREMENT COMMUNITY REVENUE BONDS
(THE ARLINGTON OF NAPLES, INC. PROJECT) BY THE COLLIER
COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY, AS REQUIRED
BY SECTION 147(f) OF THE INTERNAL REVENUE CODE, AS
AMENDED; PROVIDING FOR OTHER RELATED MATTERS, AND
PROVIDING AN EFFECTIVE DATE.
WHEREAS, the Collier County Industrial Development 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 (the "Board") on
February 27, 1979 pursuant to Part III of Chapter 159, Florida Statutes,as amended, with the power
to issue revenue bonds or bond anticipation notes for the purposes of financing a "project" as
defined in Part II of Chapter 159, Florida Statutes,as amended; and
WHEREAS, The Arlington of Naples, Inc., and its sole member Lutheran Life Services,
Inc., each a not-for-profit corporation (collectively, the "Corporation"), have requested the
Authority to issue its Continuing Care Retirement Community Revenue Bonds (The Arlington of
Naples, Inc. Project) (the "Bonds") for the purpose of making a loan to the Corporation to finance
or reimburse the Corporation for the costs of the Project (as such term is defined in the Authority
Resolution described below), and to pay certain expenses incurred in connection with the issuance
of the Bonds; 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 area in which the facility financed with the proceeds of tax-exempt bonds or notes is
located is to approve the issuance of such bonds or notes 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
Bonds and the location and nature of the Project to be published on or before August 8, 2013 in the
Naples Daily News, a newspaper of general circulation in Collier County, and a copy of said notice
is attached to the Authority Resolution described herein (the"Notice"); and
WHEREAS,the Authority held a public hearing on August 26, 2013, pursuant to the Notice
and adopted a resolution (the "Authority Resolution") authorizing the issuance of the Bonds, a copy
of such Authority Resolution being attached hereto as Exhibit A, and has recommended to the
Board that it approve the issuance of the 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 Bonds as required by Section 147(f) of the Code is in the best interests of
Collier County, and the Board desires to evidence approval of the issuance of the Bonds to satisfy
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the requirements of the Code,
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY Win,
COMMISSIONERS OF COLLIER COUNTY,FLORIDA,that:
Section 1. Approval of Issuance of the Bonds. This Board hereby approves the issuance
of the Bonds by the Authority for the purposes described in the Notice pursuant to Section 147(f) of
the Code. The Bonds shall be issued in such series, in such aggregate principal amount (not to
exceed $210 million), 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. The Project shall be subject to all such regulations, 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 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.
•
PASSED and Adopted this 10th day of September, 2013.
ATTEST: COLLIER COUNTY, FLORIDA BY
Dwight E. Brock, Clerk ITS BOARD OF COUNTY
COMMISSIONERS
By:
Deputy Clerk Georgia A. Hiller, Esq., Chairwoman
[SEAL)
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Approved as to form and legal sufficiency:
/ 2
Scott R. Teach, Deputy County Attorney
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RESOLUTION NO. 2013-01
AN IN S COLLIER
COUNTY NTY
DUSTRIALDEVELOPM DEVELOPMENT AUTHORITY
REGARDING THE OFFICIAL ACTION OF THE
AUTHORITY WITH RESPECT '1'O THE PROPOSED
ISSUANCE BY THE AUTHORITY OF ITS CONTINUING
CARE COMMUNITY REVENUE BONDS (THE
ARLINGTON OF NAPLES, INC. PROJECT), SERIES 2013
IN AN INITIAL AGGREGATE PRINCIPAL AMOUNT
NOT TO EXCEED $210,000,000 FOR THE PRINCIPAL
PURPOSE OF LOANING THE PROCEEDS THEREOF TO
THE ARLINGTON OF NAPLES, INC. TO FINANCE AND
REFINANCE COSTS RELATED CONSTRUCTION,
INSTALLATION DEVELOPMENT, ACQUISITION,
INSTALLATION AND EQUIPPING OF CERTAIN
SENIOR HOUSING AND HEALTH CARE FACILITIES
AS FURTHER DESCRIBED HEREIN; AUTHORIZING
THE EXECUTION F,EMENT; AN ELIVERY OF A
PRELIMINARY AGREEMENT; DPROVIDING FOR
RELATED MATTERS.
WHEREAS, the Arlington of Naples, Inc., an Illinois not-for-profit corporation
qualified to do business in Florida (the "Corporation") has applied to the Collier County of its private
vity
Industrial Development Authority (the "Author}tyamtount of not , 0$2l0 000,000
revenue bonds in the initial aggregate principal
ur oses of loaning the proceeds thereof to the
(the "Bonds") for the principal purposes acquisition,
Corporation to finance and refinance of certain senior housing and health care�facilities
construction, installation and equipping reserves,
(the "Project") to be owned and operated associated with the issuance of the Bonds; and
capitalizing interest and paying g
WHEREAS, the "Project" consists the
of 163 acquisition,
ndependent living units,
s,
and equipping of certain health care facilities, n units), and 44 skilled
79 assisted living units (of which 37 will be memory support
nursing beds; and
WHEREAS, the Corporation has requested
h159,uParts}Iloand iIlp Florida l
of the Bonds to the Corporation pursuant t o
Statutes, or such other provision or provisions of Florida law te hondy may
determine advisable (the "Act") in order to accomplish the foregoing purposes;
EXHIBIT A
TO Amok
COUNTY RESOLUTION
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WH
EREAS, the issuance of the Bonds and the loaning of the
eipg procee
ed thsreo to
the Corporation for the principal purpose of financing and refinan
Project under loan agreements or other financing agreements, and pursuant to the terms
thereof which will provide that payments thereunder be at such Bondsiend such pay the
principal of and interest and redemption premium, if any,
costs in connection therewith as may be incurred by the Authority, will assist the
Corporation and promote the public purposes provided in the Act; and
WHEREAS, in order to satisfy certain of the requirements Aut Section
did on(0 of
the Internal Revenue Code of 1986, as amended (the
date hereof hold a public hearing on the sfollowing the first publilcatiion of notice purposes of
herein stated, which date is more than 1 4 days
such public hearing in a newspaper of general that circulation ulation in Collier County, Florida and
which public hearing was conducted in a manner t provided a reasonable opportunity
for persons with differing views to be heard, both orally and in writing, on the issuance the
the Bonds public c hea�ng attached hereto as Exhibit cA; and
notice of p
WHEREAS, it is intended that this Resolution ofht a applicable United States
toward the issuance of the Bonds within the meaning
Treasu Regulations in addition to any other action that may have heretofore been taken
ry
by the Corporation;
NOW, THEREFORE, BE IT RESOLVED BY�THE COLLIER COUNTY
,
INDUSTRIAL DEVELOPMENT AUTHORITY,T
SECTION 1. AUTHORITY FOR THI S RESOLUTION. This
Thilicahi
Resolution is adopted pursuant to the provisions of the Act and other applicable
of law.
PRELIMINARY STATEMENT. This Resolution is
SECTION 2. PREL roceed with the financing and refinancing of
permit the Corporation to p prior
entered into to p expression of intention by the Authority, p
toe costs a the Project and to provide an exp provisions e the
to the issuance of the Bonds, to issue and sell the Bonds and make the proceeds thereof
all in accordance with and subject to the p
Ac
available for such purposes,
s of the United
Act, the Constitution and other laws of the tResolutionabuts ubjectwin all respects to
States of America, including the Code, and this
the terms of the Preliminary Agreement.
SECTION 3. FINDINGS. It is hereby ascertained, determined and declared
as follows:
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A. The Authority is a public body corporate and poliitic and an State of Fl or ,
development authority duly created and existing under the laws of
and is duly authorized and empowered by improvement, finance
b litationCe rienovatione
acquisition, construction, reconstruction, P in
expansion and enlargement, or additions��health care furnishing ac lit es'9 (aspthe quot d term`tas l
project, including any private non-profit
described in the Act), including appurtenances rights
f in acilities buildings
nc and other
and other
machinery, equipment, appurte
improvements necessary or convenient therefor.
B. The Corporation has heretofore requested costsrclated to the Project through the
Corporation by financing certain pre-develop t principal amount of
issuance anticipation ci the Authority one or more Series
and,on June aggregate, 211, the Authority issued
bond anticipation notes
510.900.000 of the Series 2011 Notes for the benefit of the Corporation.
C. As a result of achieving a targeted
Authority reservations
Corporation nnsputting
Project the Corporation has requested the Y
together permanent long-term financing through amount exceed $210 X00 000 for the
the Authority in an aggregate principal am 0 0efinanciog the
purposes of (i) refunding all of the outstanding Series 2011 Notes, (ii)
outstanding principal and interest on the CorpNote�niii)$fiaaoc0e0a d refinance certain
development and capital costs related to
Extension Fund - Missouri Synod Promissory (iii)
(iv) fund necessary reserves
r expenditures).e roject (including, reimbursing
Corporation or one or more affiliates for prior
and ca italized interest and (v) pay costs associated with the issuance of the Series 2013
p
Bonds.
D. The Corporation has, after consulting bons are avisor and the proceed
Underwriter, determined that market and other c o
with the long-term financing and refinancing of the costs of the Project with the proceeds
of the Series 2013 Bonds. presented to the
E. Upon consideration of the documents and information p
Authority at or prior to the adoption of this Resluion, the Authority has made and does
hereby make the following findings and determinations:
acquisition
(1) The Project consists of certain capital costs related to the acq
of health care facilities, said Project being ior housing and hea Ih arc servbceshn
Corporation in its business of providing
the County and the State.
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(2) The Corporation has shown that the Project will alleviate
unemployment in the County by additional jobs in
development the and industrial and
State, will foster the economic growth
development of the s°setyforth in the State,
Act It is desirable and hit
predominantly public purposes a
further the public purposes of the Act,
to finance will
and efinanfcetthelcost of the
of the Act. for the Corpora tion
the
Project and for the Authority to issue finance the
and refinance th8 costs of the
principal purpose of providing funds to
Project, all as provided in the Indenture Loan or convenient,toheff'ec�uate the
shall contain such provisions as are necessary
purposes of the Act.
(3) The Project is appropriate to the needs and circumstances of and will
make a significant contribution to the economic
serve a public purpose by
provide or preserve gainful employment; e by
advancing the economic prosperity, public education, and the health and general
welfare of the County, the State and its people in accordance with Scction 159.26
of the Act.
by
(4) Taking into consideration p representations
stablished by thehAct,uin�ludirig,
the Corporation and based on other cr
without limitation, the delivery by the Corporation of an independent financial
feasibility report of Dixon Hughes Goodman (a draft Corporation os is attached
of which reprt hereto as Exhibit E), as of the date hereof,to fulfill its obligations under the
responsible and fully capable and willing (a)
Loan Agreement and any other agreements
the Series 2013 Bond proceeds
issuance of the Series 2013 Bonds and the use
for financing and refinancing the costof due Project. inc uding the obligation to
make loan payments or other payments
amount sufficient in the aggregate to pay all of the principal of. purchase price,
in the
interest and redemption premiums, if tooperate.. on the
repairiend 013ntBon as its own
an,ciunts and at the times required, (b) uses of the Act and such other
expense the Project. and (c) to serve the purposes
as may be imposed under such agreements.
(5) Based on the representations of the Corporation,
the County and
the
other local agencies have been or eiltobeable e 't or to prop with
when
impact of the Project and will be able p ro
needed, the public facilities, including utilities Pro'ec public
any increase�n
the operation. repair and maintenance of Project
or other circumstances resulting therefrom.
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(6) Adequate provision is made under the Loan Agreement between the
Authority and the Corporation for the operation, repair and maintenance of the
Project at the expense of the Corporation, for the payment of the principal of,
purchase price, premium, if any, and interest on the Series 2013 Bonds when and
as the same become due, and payment by the Corporation of all other costs in
connection with the financing, refinancing, operation, maintenance and
administration of the Project which are not being paid out of the proceeds of the
Series 2013 Bonds or otherwise.
(7) The costs of the Project being financed and refinanced with the
proceeds of the Series 2013 Bonds constitute "costs" of a "project" within the
meaning of the Act.
(8) All requirements precedent to the adoption of this Resolution, of the
Constitution and other laws of the State, including the Act, have been complied
with.
SECTION 4, APPROVAL cOFd,n HEmblursemenNG.prioh expenditures by
refinancing of the costs of the Project (including
the Corporation and affiliates), funding ri , g cap interest
and paying costs of issuing the B onds b} the Authoty throughthe issu<ne of the Bonds, pursuant to the Act. will promote the economic development, prosperity, health
and welfare of the citizens of Collier County,ve the public purposes of t he Act is
structure of Collier County, and will thereby P
re preliminarily approved, subject, however, in all respects to the Corporation
m
meetiti ng the conditions set forth in the Preliminary Agreement to the sole satisfaction of
the Authority.
SECTION 5. AUTHORIZATION OF THE BONDS. There is hereby
authorized to be issued and the Authority the conditions setBforth,in if so
the
requested by the Corporation and subje ct in all respects
Preliminary Agreement, in an aggregate principal amount not to exceed $210,000,000 for
the principal purpose of financing lanndnraefi refinancing The rate of interesttpayableh�n
described in Section 2(a) of the Preliminary
the Bonds shall not exceed the maximum rate permitted by law.
SECTION 6. AUTHORIZATION VENT. OF Agreement,DELIVERY
d
OF THE PRELIMINARY AGREEMENT. approved by the
herewith, with such corrections. insertions and deletions o as may be y be evidenced ovedlusiv he
Chairman or Vice Chairman of the Authorit�ovedsuch
andapproval
authorized; the Authority hereby
by their execution thereof, is hereby approved
and directs the Chairman or Vice Chairman of the Authority to date and
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execute the Preliminary Agreement, and andelalleof the the Pprovis provisions Agreement to the Preliminary
Corporation and Lutheran Life Ministries;
Agreement, when executed and delivered by the Authority as authorized herein and
thy
the Corporation and Lutheran Life Ministries, shall be deemed to be a part
Resolution as fully and to the same extent as if incorporated verbatim herein the
SECTION 7. GENERAL AUTHORIZATION.' The Chair ion and the
Vicc-Chairman are hereby further authorized to
f the
Preliminary Agreement, with the undertakings take sch stcpsand therein on the part
may be requoed or
Authority and are further authorized to
necessary in order to cause the Authority to issue the on sautbje it in all respects to the
terms and conditions set forth in the Preliminary Agreement ry
SECTION 8. OFFICIAL ACTION. This resolution is an official action
of the Authority toward the issuance of the laws of the c State of Flo Preliminary
and the
Agreement. in accordance with the pu p oscs of th
applicable United States Treasury Regulations.
SECTION 9. LIMITED OBLIGATIONS. The Bonds and the interest
thereon shall not constitute an indebtedness or pledge of the
eag ner lvisi diit orr taxing
g
power of Collier County, the State of Florida or any p pursuant
thereof but shall be payable solely from the revenues lebe weenrtherAuthor tytandl�he
agreement or other financing agreement entered into
Corporation prior to or contemporaneously with the issuance of the Bonds. The
Authority has no taxing power.
LIMITED APPROVAL. The approval given herein shall
SECTION 10. rezoning he construed as an approval or endorsement of approval of any necessary g
applications nor for any other regulatory permits relating to the Project and the Authority
ved any
shall not he construed by reason of its adoption of
County n asscrtingeuny frights or
right of Collier County or to have estopp ed Collier
responsibilities it may have in that regard.
SECTION 11. EFFECTIVE DATE. This Resolution shall take
effect immediately.
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Amok
ADOPTED this 26th day of August, 2013.
COLLIER COUNTY INDUSTRIAL
DEV OPMENT AUTHOR! Y
(SEAL) , /4
. A ll L..A
Alice J. Carl , airman
ATTEST:
ecretary
otook
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N<Zp1!.3 L6:1•. I'.c,t•:!.-
Naples, FL 3 :11(/
Affidavit of P'3blica_ on
Naples Dally News - -- --------- -
p ,E C ,c K' L IN N I CKRSON, P.A.
2502 1.1 Y }r i�}� ii}• N.
CE OF MEETING NOT
E
O
F M
I G
TwiP It 1!1 S J Collier CountyIndustrial Davabemtic Authemy
Douce of Wettest)
(The Adttgtn tit Naples Protect)
that the (Onset County Industrial Development
Natter n hereby 9w ten conduct a special meeting on August 16, 1013,
beginnin (the '0 a In in '
beginning •t E30 am m the Conference ReOm butte SIM StSO Lmbm,'rail
North, WPtet, Molds. 34t03 fora the purpose 9Me <outadeflfQothet adoption Ofya
rtWW4pn Caro 'Restmunity
Cora.mm�q Cara 01 ittt t ) rut Revenue !The r,n nsuori a of the ority's
u 5 5 2 9 4 TY I NM ore •:r roe ..rtes and m at a g eq P
REFERENCE: COLLIER COUNTY-
Arlington of (the S.an llem ton the oa old o1 Orating a ban w locos a ha
9725 33 B to flor.J u, The rArlhtctonn of Naples wit ot(th'orp nT«avon ntelot Me dpci PM.Ti,
to fbnJa as the outstanding P^'+r'f'a' nod mRretl nn Mt
Pullin y fanu. to. (1) pay ills tumpatlOn
l.mha�.)'t SnUs to. (Co pay Slit [Mt Cpmmulpt• Revenue nn 9 it n Anttctpa to
1• - 1::L i prauvn't berm 2311,lennddrreft.,ancer then colt o,
Notes l and interest ill he[ Palest), Seres 3
tL 111 pay State G L ryn•rtrpal end rnterC;t on ire[«G
O L CG L 1-e 7 a rap; ore of o affiliated coonP unx ,t tgwpo ro
`- Funn AhsaWn Sync°Promnwty N«+ anJ(3
County red But:lprlty, P lv retmbont .tselr andror one or^` the rq'+" ,
the undersigned are mitahat 1«1 all or t Po development el <WO the caPAal ea n..Inu eslrelated
Before wbo Jll VPtii Say' aye awned on(and nsl(et rruCh units(
,.a Lab1 ese, Director of 1O•campus<pnvshng 0f an Mortared 16t mnependrnt wing u
appeared i��'a n Direc 10 1.0110 awtnq onus 1110 al an and 16S od p idol be memory,in ei
$ the Advert 1 s l nv�' arw an estm,eted ad skilled nutting ghnA s.,torsgt Aunrtg the torthe no ds9 'The
PS newspaper pub- „.„.„,„.,, ,,,, .p„.,.,,,,,„,„„„,,,„,,,,,,„„,,„,,,,,,„..,„„,..„
cosemvey usa 'Protect•). ndr,A roc, , ,,,,Brio related to the ..„
she serves E, ,,,y narxwary n,ea�,
Naples Daily News, a daily pats, e,tan.on rid O,,u,amt,",+nanung
that proposed Ftwlu�ruu eno app'
Naples, n Collier County, Florida: donrments ann other rnStrumrmt nerrt tary for the tale and ce Every cane Bons •
attach, was publishe( , the
Thu Pwp'st will Ge located on ,ran o^mod consisting f ar oc Inmalely 7
G f advertising arret vnMm the Llly Moon ummu^rtl U Collie Boulevard and IS of attached copy s listed. acrert.n'on of a Ley oon c Parkway a" Iwo est Book an•Pagote3
err on dates said Nap y ire initial Owner and opera¢,
newepap that the 1, described 4f Dr niu[6 spec«ds°'Collier County tasr
the, says hrpNq
Asf is a newspaper e: published at Naples, mtheP,elrrtw'"be'he`°raaa"°"
the Salt tit Ponds ern It be t other solely fro^'d0 documents between they Authority WU
News is a nty, Florida, that the th an
P 1 ofrom a loan►gnement or vther hn encmgs a °,any other revenues Of[OW
ar County, continuous) the Cord°'at•on hegher the Bond, ppowhe mtereri thereon rv.
newspaper pr a Dcdge of,the darn en Mete b
A t O f 0 re been ndrOlednest of, political uobdNtoO^°r agent,/
has air_ Florida co.,,,,, rile State of Florida, or any
newspaper lie, County, Autnortry hat rib taint pOYn'
published in said Collier the Resolution,and the financing
publl as second LDDes nt the aoPhuvon tor hnarxm9 m wilt Mt O„err o,the AutnonW
day and has been entered in Naples, ins An mtrrested Penont ere cost,°to submR wmdn ca d wd be
F JocumenU are avatwUr fm mspen,on a coot'
office i ce tit bin below. enter Personally or Moog,then«DrnentatNt, )
matter at the post for a period of ' attend the nearing, to express )list, yews ,helping the prom fie
Florida,next attend an coatog.ty
7 y r Gf tl' financing Anyant Wiring to make written comments m advance of rha nearing
CG=Ilia, County, ubllcation may Send 0.000mmenUtO
attached pedceopy the f erst p Crlber County lndustrut Development Author rty
do 100 Ter A .Trail Gene ale Counsel
103
copy of advertisement; and of no St00 ismem,Trel NOnh Suite 103
futthhrd says neither paid Naples,Flotilla Sato]
further says that he has or cozporation
err son, refund i f o SHOULD ANY PERSON UEples, loOAf NCONSNDYFMED ISAONSJCHD HCAR C.
promised any p AUtSORITY WIM PESPECT O
rebate, commission 'Jr SUCH PERSON WILI NEED A RECUaU OF ,HE PROCttDINGS AND, FOR THAT
discount,
purpose WHrCH AMP() tYCIUDES TN( TESTIMONY AND
this advertisement f o pUgPOSE, SUCH PERSON MAY NEED 10 ENSURE 1HA1 A vENtlareA PECURD
securing THE P0.0CEFDINGS IS MA APPEAL 1510 EE SAUD
ptarPCSe pt', newspaper. s'JtOFHCE UPONrd•My THE eed.rga
publication in the said the hears,,, should cTlSI aD^P+rwl°
pu m Lemma!i on vtnit participate tnar8 wt h[inabilities
late�her seven,1
Special ac[0mm
Pe4val it General Countrl at(1d91 2b1 8060 no 1:;/:;E5 the nearing COLLI[0.CDUIIT'UrpUSTt Ol. I
C.CTiT!,I. T�f'rr+ 'u' DEVELOPMENT AUrHORt7Y
AlDttantt$.o,etart 1
Genest Eou ns y
amt I —
116 LINE 1 -
AD SPACE: ------------------------
------- ----- -
OB/08/13 ------+-
FTLED ON: - =- l
yam t
Signature of Af f 3 ant ( �. / �; • 20_
!"'"day of
> (: to and aunstrtbed cefore me cTaa,s;i;
olio_ '1 �� a nowt
t• ;
Rte s'? 6,`: (1v COMMISSION EE 851758
-'E'lSc' ai ft' 1!nCV'1'1 :7Y .------- , t; ,,6T' EXPIRESNDYertlber28,2D14
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EXHIBIT A
TO
AUTHORITY RESOLUTION
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RESOLUTION NO.2010- 2 3 6
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA APPROVING THE ISSUANCE AND SALE
OF BOND ANTICIPATION NOTES BY THE COLLIER COUNTY
INDUSTRIAL DEVELOPMENT AUTHORITY, AS REQUIRED BY
SECTION 147(f) OF THE INTERNAL REVENUE CODE, AS AMENDED;
PROVIDING FOR OTHER RELATED MATTERS, AND PROVIDING AN
EFFECTIVE DATE.
WHEREAS, the Collier County Industrial Development 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 (the "Board") on
February 27, 1979 pursuant to Part III of Chapter 159,Florida Statutes,as amended,with the power
to issue revenue bonds or bond anticipation notes for the purposes of financing a "project" as
defined in Part II of Chapter 159,Florida Statutes, as amended;and
WHEREAS, The Arlington of Naples, Inc., and its sole member Lutheran Life Services,
Inc., each a not-for-profit corporation (collectively, the "Corporation"), have requested the
Authority to issue its Health Care Facilities Bond Anticipation Notes (The Arlington of Naples
Project) (the "Notes") for the purpose of making a loan to the Corporation to finance or reimburse
the Corporation for the costs of the Project (as such term is defined in the Authority Resolution
described below),and to pay certain expenses incurred in connection with the issuance of the Notes;
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 area in which the facility financed with the proceeds of tax-exempt bonds or notes is
located is to approve the issuance of such bonds or notes 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
Notes and the location and nature of the Project to be published on or before November 1, 2010 in
the Naples Daily News, a newspaper of general circulation in Collier County, and a copy of said
notice is attached to the Authority Resolution described herein(the"Notice");and
WHEREAS, the Authority held a public hearing on November 16, 2010, pursuant to the
Notice and adopted a resolution (the "Authority Resolution")authorizing the issuance of the Notes,
a copy of which is attached hereto as Exhibit A,and has recommended to the Board that it approve
the issuance of the Notes 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 Notes as required by Section 147(f)of the Code is in the best interests of
Collier County, and the Board desires to evidence approval of the issuance of the Notes to satisfy
the requirements of the Code,
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NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY,FLORIDA,that:
Section 1. Approval of Issuance of the Notes. This Board hereby approves the issuance
of the Notes by the Authority for the purposes described in the Notice pursuant to Section 147(f)of
the Code. The Notes shall be issued in such series, in such aggregate principal amount (not to
exceed $15 million), 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 Notes 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 Notes. No
member of the Board or any officer or employee thereof shall be liable personally on the Notes by
reason of their issuance.
This approval shall in no way be deemed to abrogate any regulations of Collier County. The
Project shall be subject to all such regulations, 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 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.
PASSED and Adopted this 14th day of December,2010.
ATTEST: COLLIER COUNTY, FLORIDA BY
Dwight E. Brock;Clerk ITS BOARD OF COUNTY
COMMISSIONERS
imutt$00, id t ruwu► Fred W. Coyle,Chairman
App as to form leg: sufficiency:
Jeffrey A. Klatzkow,County Attorney
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RESOLUTION NO. 2010-Q'
AN INDUCEMENT RESOLUTION OF THE COLLIER
COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY
REGARDING THE OFFICIAL ACTION OF THE
AUTHORITY WITH RESPECT TO THE PROPOSED
ISSUANCE BY THE AUTHORITY OF ITS HEALTH CARE
FACILITIES BOND ANTICIPATION NOTES (THE
ARLINGTON OF NAPLES,INC,PROJECT)SERIES 2010 IN
AN INITIAL AGGREGATE PRINCIPAL AMOUNT NOT TO
EXCEED$15,000,000 FOR THE PRINCIPAL PURPOSE OF
FINANCING CERTAIN PRE-DEVELOPMENT COSTS
INCURRED OR TO BE INCURRED BY THE ARLINGTON
OF NAPLES, INC. (THE "CORPORATION") IN
CONNECTION WITH THE ACQUISITION,
CONSTRUCTION, RENOVATION AND EQUIPPING OF
CERTAIN HEALTH CARE FACILITIES; AUTHORIZING
THE EXECUTION AND DELIVERY OF A PRELIMINARY
AGREEMENT BETWEEN THE AUTHORITY AND THE
CORPORATION; AND PROVIDING FOR RELATED
MATTERS.
WHEREAS, the Arlington of Naples, Inc., an Illinois not-for-profit corporation
qualified to do business in Florida (the "Corporation") has applied to the Collier County
Industrial Development Authority(the"Authority")to issue a series of its private activity
bond anticipation notes in the initial aggregate principal amount of not to exceed
$15,000,000 (the "Notes") for the principal purpose of financing certain costs of
construction,renovation and equipping of certain health care facilities(the"Project")to be
owned and operated by the Corporation and paying costs associated with the issuance of the
Notes;and
WHEREAS, the"Project", as described in the application consists of certain pre-
development costs consisting of costs for,but not limited to, marketing, planning, site and
building design,site preparation,environmental permitting,all for the purpose of facilitating
the acquisition,construction,and equipping of certain health care facilities,consisting oft 80
independent living units,72 assisted living units(of which 32 will be memory support units),
and 32 skilled nursing beds along with associated common areas and to pay certain expenses
incurred in connection with the issuance of the Notes; and
WHEREAS,the Corporation has requested that the Authority loan the proceeds of
the Notes to the Corporation pursuant to Chapter 159,Parts II and III, Florida Statutes,or
EXHIBIT A TO BCC RESOLUTION
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such other provision or provisions of Florida law as the Authority may determine advisable
(the "Act")in order to accomplish the foregoing purposes;and
WHEREAS,the issuance of the Notes and the loaning of the proceeds thereof to the
Corporation to finance the costs of the Project under loan agreements or other financing
agreements,and pursuant to the terms thereof which will provide that payments thereunder
be at least sufficient to pay the principal of and interest and redemption premium,if any,on
such Notes and such other costs in connection therewith as may be incurred by the Authority,
will assist the Corporation and promote the public purposes provided in the Act;and
WHEREAS, in order to satisfy certain of the requirements of Section 147(1)of the
Internal Revenue Code of 1986,as amended (the "Code"), the Authority did on the date
hereof hold a public hearing on the proposed issuance of the Notes for the purposes herein
stated, which date is more than 14 days following the first publication of notice of such
public hearing in a newspaper of general circulation in Collier County and which public
hearing was conducted in a manner that provided a reasonable opportunity for persons with
differing views to be heard,both orally and in writing,on the issuance of the Notes and thc
location and nature of the Project, as more particularly described in the notice of public
hearing attached hereto as Exhibit A; and
WHEREAS,it is intended that this Resolution shall constitute official action toward
the issuance of the Notes within the meaning of the applicable United States Treasury
Regulations in addition to any other action that may have heretofore been taken by the
Corporation;
NOW, THEREFORE, BE IT RESOLVED BY THE COLLIER COUNTY
INDUSTRIAL DEVELOPMENT AUTHORITY,THAT:
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. This Resolution is entered
into to permit the Corporation to proceed with the financing of the costs of the Project and
to provide an expression of intention by the Authority,prior to the issuance of the Notes,to
issue and sell the Notes and make the proceeds thereof available for such purposes, all in
accordance with and subject to the provisions of the Act,the Constitution and other laws of
the State of Florida and the laws of the United States of America, including the Code, and
this Resolution,but subject in all respects to the terms of the Preliminary Agreement.
2
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Aga
SECTION 3. APPROVAL OF THE FINANCING. The financing of the
costs of the Project by the Authority through the issuance of the Notes,pursuant to the Act,
will promote the economic development, prosperity, health and welfare of the citizens of
Collier County, will promote the general economic structure of Collier County, and will
thereby serve the public purposes of the Act and is hereby preliminarily approved,subject,
however,in all respects to the Corporation meeting the conditions set forth in the Preliminary
Agreement to the sole satisfaction of the Authority.
SECTION 4. AUTHORIZATION OF THE Notes. There is hereby
authorized to be issued and the Authority hereby determines to issue the Notes, if so
requested by the Corporation and subject in all respects to the conditions set forth in the
Preliminary Agreement,in an aggregate principal amount not to exceed$15,000,000 for the
principal purpose of financing the costs of the Project as described in the Preliminary
Agreement. The rate of interest payable on the Notes shall not exceed the maximum rate
permitted by law.
SECTION 5. GENERAL AUTHORIZATION. The Chairman and the
Vice-Chairman are hereby further authorized to proceed,upon execution of the Preliminary
Agreement,with the undertakings provided for therein on the part of the Authority and are
further authorized to take such steps and actions as may be required or necessary in order to
cause the Authority to issue the Notes subject in all respects to the terms and conditions set
forth in the Preliminary Agreement authorized hereby.
SECTION 6. OFFICIAL ACTION. This resolution is an official action of
the Authority toward the issuance of the Notes, as contemplated in the Preliminary
Agreement, in accordance with the purposes of the laws of the State of Florida and the
applicable United States Treasury Regulations,
SECTION 7. LIMITED OBLIGATIONS. The Notes 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 Corporation prior to or
contemporaneously with the issuance of the Notes. The Authority has no taxing power.
SECTION 8. LIMITED APPROVAL. The approval given herein shall not
be construed as an approval or endorsement of approval of any necessary rezoning
applications nor for any other regulatory permits relating to the Project and the Authority
shall not be construed by reason of its adoption of this resolution to have waived any right
3
Aolow
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of Collier County
or to have estopped Collier County from asserting any rights or
responsibilities it may have in that regard.
SECTION 9. EFFECTIVE DATE. This Resolution shall take effect immediately.
ADOPTED this 16th day of November, 2010.
COLLIER COU INDUSTRIAL
DE •LOPMENT HO'ITY
• (SEAL) /
•
_ . .. .� _ ._../i
Chairm
ATTEST:
I 064(
Secretary
4
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Naples Daily News
Naples, FL 34110
Affidavit of Publication
Naples Daily News
+
PICKWORTH, DONALD P.A.
5150 TAMIAMI TRL N #502
NAPLES FL 34103
caw Courtto AmrnNaalrn M
Nora orgy al'A'r2.4�p. ..,,n,
REFERENCE: 010784 DONALD A. PICKWORTH „a„,,,, MnoAa+wrn ma tk.caw co,.,w Iwn.dw urn "Ar
59632823 COLLIER COUNTY INDUS �Ima h Mrom VpSO North,,,,sees o,M,Oahe ua wow SWIM
S SALIM Yf T d~IM k aM�wMWaIF itl�M1 .em.
01. Sir Borne
State of Florida hKArMsrNrr:
Counties of Collier and Lee or d e)f onrl,rtM ""r"'►��
Before the undersigned authority, persons N MO,�, ;, �,�o't
appeared Kim Pokarney, who on oath says tham, ,..,""",.L �«
serves as the Accounting Manager, of the Naa �wv�.'
Daily News, a daily newspaper published at PA YI 1ocUS On a11rnLt a Mend tM, i„fM „MN
Florida: distributed in .wnl,"0,i.°`wr z,,,,�""o.w,ktimmt kwaruw *'h
in Collier County, a.wr �'+ �
and Lee counties of Florida; that the attar v a• a 1k.CMI,«r..eww•e�+r zi
copy of advertising was published in said TM aMn''"'0"I" b.a.r,.,«.,ne.tdMM.+► rA.,wtat,.rl
newspaper on dates listed. wormeKM + ,,, ,,, o:brer a M`'.r,
Affiant further says that the said Naples to ,.,,,,, cook:„,,,,c""'",.,,„, ,'
News is a newspaper published at Naples, in te «"�'"*”`
Collier County, Florida, and that the said M ..ra.,,, .,�,
newspaper has heretofore been continuously ;;,M"°w"10,�,a M " ^""psr "'" or Wasik 10
day and has been entered as second class ma: *+ �y�"rn`�,Y1�, "«. ter "' „mt=
matter at the post office in Naples, in saic ttl,dw,epw:3Wd,A ~MernlnMrnr tR
Collier County, Florida, for a period of 1 ; co, Ieel.wt> ,'►'
next preceding the first publication of the a =�°aon„Mem
attached copy of advertisement; and of f iant WM �a K ANY Nqpp„alApa tT T11E Autr00F
further says that he has neither paid nor
wal IRi01Rarmi a T1�1! A T���
AN°.PCI I w rM amass
promised any person, firm or corporation and ,o„M„r taao To craw[TttAT A va AND MOO WO*wars
YVlMiM plCOAO OICYOat M
discount, rebate, commission or refund fort niACircA�eroacoASfo•
purpose of securing this advertisement for ",. rn..dro,w.o•,
t pptldpt,,„M,Yw n 10 ohs how
�••+o„„•"�'�'""*"owe,*""�
publication in the said newspaper. r` `al c N 'p'0f0"'""'
Ws mete It peen pY ,t te Senior KM e1 the Internal I M O f •
PUBLISHED ON: 11/01 11YM
CORM kl+,Mid a 1 a,Mao,rw,r ra„a•o•iy
an,Md c=ry ewmsx{
„aMMM 1.1010
AD SPACE: 104 LINE
FILED ON: 11/01/10 +
Signature of Affiant -
Sworn to and Subscribed �before me this U % day of Nov rber 20 .O
)
Personally known by me I' b6J f ! " " - '4
,N'r'WN KAROL E KAIwAS
cCo." ublic.St,.ta GI Florida t
. 'e .= My Comm.Ewes Jul 20,:013
1 ti�t W��.�ae Commission I DO 912I37 t
EXHIBIT A TO
AUTHORITY RESOLUTION
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