Agenda 06/24/2008 Item #16K 2
Agenda item No. 16K2
June 24,2008
Page 1 of 14
EXECUTIVE SUMMARY
Request by the ColJier County Educational Facilities Authority for approval of a
resolution authorizing the Authority to issue revenue bonds to be used to finance educational
facilities for Ave Maria University.
OBJECTIVE:
To accomplish the necessary approvals to authorize a proposed revenue bond issue
by the Collier County Educational Facilities Authority (the" Authority") to be used to
finance educational facilities forAve Maria University.
-,.
CONSIDERATIONS:
Chapter 243, Florida Statutes, creates in each county of the state, an educational
facilities authority, which may not function or transact business until the board of county
commissioners of the counlY adopts a resolution Dr ordinance determining there is a need
for the authority to function in the county. The Board of County Commissioners activated
the Collier County Educational Facilities Authority by Resolution 99-177, adopted March
23, 1999. An educational facilities authority has the limited jurisdiction of issuing bonds
only for accredited, non-profit educational institutions empowered to provide a program of
education beyond the high schoolleveI. The Authority has previously issued, and the Board
has approved, bonds to fund International College, and two previous issues of bonds for the
first phase of Ave Maria University and additional student and staff housing.
The Authority has been requested hy Ave Maria University, Inc. (" AMU") to issue
its bonds to finance the construction of additional student housing facilities for the
university, consisting of a portion of the cost of an undergraduate dormitory, This will be
the fifth dormitory for the university and will be constructed on a schedule to be complete
and open for the academic year beginning in September, 2009. In its presentation to the
Authority, representatives of the university described the growth of undergraduate
enrollment and the need to provide housing facilities on campus, One of the objectives of
the university is to create a community where students, faculty and staff live in close
proximity to each other and to the university, and undergraduate students are required to
live in dormitories unless they live at home. The proposed fifth dormitory fosters that goal
by enabling the university to keep pace with the increasing enrollment. The proposed
dormitory will be constructed within the AMU campus located on Oil Well Road,
The bonds will be variable rate bonds secured by a direct pay letter of credit to be
issued by Fifth Third Bank. This financing structure is virtually identical to the previous
two bond issues approved for AMU, and there have been no defaults or any other problems
with these previous issues, Unlike County revenue bonds, which are secured by revenues
of the particular project (for example, utility system bonds which are secured by and
payable from revenues of the utility system), these bonds are secured by, and the
Agenda Item No. 16K2
June 24, 2008
Page 2 of 14
bondholders are paid by, draws on the letter of credit. Therefore, the primary security for
the bond is the creditworthiness of the letter of credit bank. In this case, Fifth Third Bank
is providing the letter of credit and the bonds will carry an investment grade rating from one
of the major rating services. The bank is reimbursed by AMU for draws under the letter of
credit to make principal and interest payments to bondholders pursuant to a reimbursement
agreement between the bank and AMU.
The Authority conducted a public hearing on the request on June 3, 2008 and heard
presentations from AMU officials. The meeting was noticed by publication in the Naples
Daily News, and a copy of the notice is attached to the Authority Resolution, No comments
from members of the public were received prior to or at the hearing. At the conclusion of
the public hearing, the Authority determined to proceed with the financing, contingent on
Board approval of the issue, and adopted a resolution to that effect (the" Authority
Resolution").
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. This was done at the conclusion of the public hearing on June 3,2008. 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.
Bonds issued by the Educational Facilities Authority are defined in the Internal
Revenue Code as private activity bonds. They are not County bonds and are not debt of the
County, but are payable solely by revenues pledged by the financing documents between the
Authority and the university, including the letter of credit as described above, There is no
pledge of any taxes, or a pledge of any County or other public revenues, Neither the
County, the Board, nor any other governmental entity 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.
FISCAL IMPACT: As explained above, the issuance of the bonds does not require any
contribution from, or create any payment obligation on, the Board of County
Commissioners or any other County agency. On the other hand, the establishment and
successful operation of Ave Maria University in Collier County will have a very positive
fiscal impact on the County, and this is one of the factors that is considered by the Authority
in its decision to proceed with the financing. These positive impacts include, but are not
limited to, the creation of jobs, the construction revenues contributed to the local economy,
and the enhancement of the local workforce through educational facilities.
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, and are subject to the LDC,
.I\genda Item I~o. 16K2
June 24. 2008
Page 3 of 14
the Growth Management Plan, concurrency requirements, and the payment of impact fees.
RECOMMENDA nON: The Board of County Commissioners adopt the attached
Resolution.
Prepared by:
Donald A. Pickworth, Counsel
Collier County Educational Facilities Authority
Approved by:
Jeffrey A. Klatzkow, County Attorney
Page I of 1
Agenda Item No. 16K2
June 24, 2008
Page 4 of 14
COLLIER COUNTY
BOARD OF COUNTY COMMISSIONERS
Item Number:
Item Summary:
16K2
Request by the Collier County Educational Facilities Authonty for approval of a Resolution
authorizing the Authority to issue revenue bonds to be used to finance educational facilities
for Ave Maria University ($17,000,000)
Meeting Date:
6/24/2008 900:00 AM
Approved By
Jeff Klatzkow
Assistant County Attorney
Date
County Attorney
County Attorney Office
6/11/200810:28 AM
Approved By
OMS Coordinator
OMS Coordinator
Date
County Manager's Office
Office of Management & Budget
6/12/20083:18 PM
Approved By
John A. Yonkosky
Director of the Office of Management
Date
County Manager's Office
Office of Management & Budget
6/12/20087:03 PM
Approved By
James V. Mudd
County Manager
Date
Board of County
Commissioners
County Manager's Office
6/1S/2008 4:35 PM
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Aaenda Item l\lo. 16K2
- June 24. 2008
Page 5 of 14
RESOLUTION NO. 2008-_
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY, FLORIDA APPROVING THE ISSUANCE OF
REVENUE BONDS BY THE COLLIER COUNTY EDUCATIONAL
FACILITIES AUTHORITY IN AN AMOUNT NOT EXCEEDING
$17,000,000, AS REQUIRED BY SECTION 147(1) OF THE INTERNAL
REVENUE CODE, AS AMENDED; PROVIDING FOR OTHER RELATED
MA TTERS AND PROVIDING AN EFFECTIVE DATE.
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. 99-177 duly adopted by the Board of County Commissioners on March 23, 1999
pursuant to Chapter 243, Florida Statutes, as amended (the "Act"), with the power to issue
revenue bonds for the purposes of financing a "project" as defined in the Act; and
Whereas, as set forth in the resolution of the Authority described below, Ave Maria
University, Inc. (the "Corporation"), a Florida not for profit corporation, with certain facilities
located within the boundaries of Collier County, Florida, has requested the Authority to issue its
Educational Facilities Revenue Bonds (Ave Maria University, Inc. Project), Serics 2008 in an
initial principal amount not to exceed $17,000,000 (the "Bonds") for the benefit of the
Corporation and to loan all or a portion of the proceeds thereof to the Corporation to finance the
costs of the Project as defined in the Authority Resolution described herein; and
Whereas, Section I 47(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 financcd with the proceeds of tax exempt bonds is located must 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 notice of a public hearing to consider approval of the
Bonds and the location and nature of the Project to be financed with the proceeds of the Bonds to
be published on May 19, 2008 in the Naples Daily News, a newspaper of general circulation in
the County, a copy of said notice and proof of publication thereof being attached as Exhibit A
(the "Notice") to the Authority Resolution described below; and
Whereas, the Authority held a public hearing on June 3, 2008, pursuant to the Notice and
adopted a resolution (the "Authority Resolution") authorizing the issuance of the Bonds, a copy
of which is attached hereto as Exhibit A, and has recommended to the Board that it approve the
issuance of the Bonds in accordance with Section 147(1) of the Code; and
Whereas, the Board desires to approve the issuance of such Bonds for the purposes of
Section 147(1) of the Code,
Agenda Item No. 16K2
June 24, 2008
Page 6 of 14
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA, that:
Section I. Approval of Issuance of the Bonds. The Board hereby approves the
issuance of the Bonds by the Authority for the purposes of Section 147(f) of the Code; provided
however, as follows:
a. The Bonds shall not constitute a debt, liability or obligation of Collier County, its
Board of County Commissioners, officers, agents or employees, or 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, 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 of County Commissioners of Collier County or
any officer or employee thereof shall be liable personally on the Bonds by reason of their
issuance; and
b. This approval shall in nO way be deemed to abrogate any regulations of Collier
County applicable to the Project and the Project shall be subject to all such regulations,
including, but not limited to, the Collier County Growth Management Plan, 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.
adoption.
Effective Date. This Resolution shall take effect immediately upon its
[Remainder of page intentionally left blank, signature page follows]
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Aqenda Item No. 16K2
- June 24. 2008
Page 7 of 14
PASSED and adopted this 24th day of June, 2008.
ATTEST:
Dwight E, Brock, Clerk
COLLIER COUNTY, FLORIDA BY
ITS BOARD OF COUNTY
COMMISSIONERS
By:
Deputy Clerk
Tom Henning, Chairman
[SEAL]
and legal sufficiency:
w, County Attorney
3
Agenda Item No. 16K2
June 24, 2008
Page 8 of 14
RESOLUTION NO. 2008-01
AN INDUCEMENT RESOLUTION OF THE COLLIER
COUNTY EDUCATIONAL FACILITIES AUTHORITY
REGARDING THE OFFICIAL ACTION OF THE
AUTHORITY WITH RESPECT TO THE PROPOSED
ISSUANCE BY THE AUTHORITY OF ITS
EDUCATIONAL FACILITIES REVENUE BONDS
(AVE MARIA UNIVERSITY, INC. PROJECT), SERIES
2008 IN AN INITIAL AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED $17,000,000 TO BE USED
FOR THE PRINCIPAL PURPOSE OF (1) FINANCING
COSTS OF ACQUISITION, CONSTRUCTION AND
EQUIPPING OF CERTAIN EDUCATIONAL
FACILITIES TO BE LOCATED IN COLLIER COUNTY,
FLORIDA AND (ii) PAYING A PORTION OF THE
COSTS ASSOCIATED WITH THE ISSUANCE OF THE
BONDS; AUTHORIZING THE EXECUTION AND
DELIVERY OF A PRELIMINARY FINANCING
AGREEMENT BETWEEN THE AUTHORITY AND
THE BORROWER; PROVIDING FOR RELATED
MATTERS AND AN EFFECTIVE DATE.
WHEREAS, Ave Maria University, Inc" a Florida not for profit corporation (the
"Borrower") has applied to the Collier County Educational Facilities Authority (the
"Authority") to issue a series of its private activity revenue bonds in the initial
aggregate principal amount of not to exceed $17,000,000 (the "Bonds") to be used for
the principal purpose of (i) financing and refinancing costs of acquisition, construction
and equipping of certain educational facilities to be located in Collier County, Florida
described below and (ii) paying a portion of the costs associated with the issuance of
the Bonds (the "Project"); and
WHEREAS, the "Project", as described in the application filed by the Borrower
consists of financing the costs of construction, acquisition, and equipping of a
four-floor, 554-bed student dormitory of approximately 124,000 square feet and paying a
portion of the costs associated with the issuance of the Bonds; and
WHEREAS, the Borrower has requested that the Authority loan the
proceed. ofthe Bonds to the Borrower pursuant to Chapter 243, Part I Florida
Statutes, or such other provision or provisions of Florida law as the Authority may
determine advisable (the "Act") in order to accomplish the foregoing purposes; and
1
EXHIBIT A TO
COUNTY RESOLUTION
Agenda Item No. 16K2
June 24. 2008
Page 9 of 14
WHEREAS, the issuance of the Bonds and the loaning of the proceeds
thereof to the Borrower 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 Bonds and such other costs in connection
therewith as may be incurred by the Authority, will assist the Borrower and
promote the public purposes provided in the Act; and
WHEREAS, the Borrower has submitted the Preliminary Financing
Agreement (the "Preliminary Agreement") relating to the issuance of the Bonds;
and
WHEREAS, in order to satisfy certain of the requirements of Section 147(f)
of the Internal Rovenue Code of 1986, as amended (the "Code"), the Authority did
on the date hereof hold a public hearing on the proposed issuance of the Bonds 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 Bonds and the location and nature ofthe
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 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 Borrower.
NOW, THEREFORE, BE IT RESOLVED BY THE COLLIER COUNTY
EDUCATIONAL FACILITIES 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 Borrower 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 Bonds, to issue and sell the Bonds 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
Agenda Item No. 16K2
June 24. 2008
Page 10 of 14
SECTION 3. APPROVAL OF THE FINANCING. The financing of
the costs of the Project by the Authority through the issuance of the Bonds.
pursuant to the Act, will improve educational opportunities for the citizens and
residents of Collier County, 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 Borrower meeting the conditions set forth in the Preliminary Agreement to the
sole satisfaction of the Authority.
SECTION 4. EXECUTION AND DELIVERY OF PRELIMINARY
AGREEMENT. The Chairman or the Vice.Chairman is hereby authorized and
directed to execute. for and on behalf of the Authority. the Preliminary Agreement
of even date herewith between the Authority and the Borrower providing
understandings relative to the proposed issuance of the Bonds by the Authority in
an aggregate principal amount not to exceed the lesser of (a) $17,000,000 or (b) the
amount determined by the Authority and the Borrower to be necessary to
accomplish the foregoing purposes.
SECTION 5. AUTHORIZATION OF THE BONDS. There is hereby
authorized to be issued and the Authority hereby determines to issue the Bonds, if
so requested by the Borrower and subject in all respects to the conditions set forth
in the Preliminary Agreement, in an aggregate principal amount not to exceed
$17,000,000, The rate of interest payable on the Bonds shall not exceed the
maximum rate permitted by law.
SECTION 6. GENERAL AUTHORIZATION. The Chairman and the
Vice-Chairman are hereby further authorized to proceed, upon execution of the
Preliminary Agl'eement, 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 Bonds subject in
all respects to the terms and conditions set forth in the Preliminary Agreement
authorized hereby.
SECTION 7. OFFICIAL ACTION. This resolution is an official action
of the Authority toward the issuance of the Bonds, as contemplated in the
Preliminary Agreement, in accordance with the provisions of the laws of the State
of Florida 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
3
Agenda item No. 16K2
June 24. 2008
Page 11 of 14
pursuant to a loan agreement or other financing agreement entered into between
the Authority and the Borrower 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 01' other land use or development 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 of Collier County or to have
estopped Collier County from asserting any rights or responsibilities it may have in
that regard.
SECTION 10.
immediately.
EFFECTIVE DATE. This Resolution shall take effect
ADOPTED this Srd day of June, 2008,
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ATTE:k~~/7
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Ross P, Oblcy, Secretary
4
Agenda Item No. 16K2
June 24, 2008
Page 12 of 14
EXHIBIT A TO RESOLUTION 2008-01
AFFIDAVIT OF PUBLICATION OF
NOTICE OF PUBLIC HEARING
A-I
Naples Daily News
Naples, FL 34102
Affidavit of publication
Naples Daily News
--------------------------------~--------~-~-~--~-+~-----------------------
.L\genda Item I~o. 16K2
June 24, 2008
Page 13 of 14
PICKWORTH, DONALD P.A.
5150 TAMIAMI TRL N #502
NAPLES FL 34103
REFERENCE: 010784
59504793 NOTICE OF PUBLIC MEE
State of Florida
County of Collier
Before the undersigned authority, personally
appeared B. Lamb, who on oath says that she serves
as Assistant Corporate Secretary of the Naples
Daily News, a daily newspaper published at Naples,
in Collier County, Florida: that the attached
copy of advertis1ng was published in said
newspaper on dates listed.
Affiant further says that the said Naples Daily
News is a newspaper ~ublished at Naples, in said
Collier county. FlorLda. and that the said
newspaper has heretofore been continuously
published in said Collier County, Florida, each
day and has been entered as second clasB mail
matter at the post office in Naples, in said
Collier County, Florida. for a period of l year
next preceding the first publication of the
attached copy of advertisement; and affiant
further says that she has neither paid nor
promised any person. firm or corporation any
discount, rebate, commission or refund for the
purpose of securing this advertisement for
publication in the said newspaper.
PUBLISHED ON: 05/19 05/19
AD SPACE: 178.000 INCH
FILED ON, 05/19/08
-----------------~--------------------;(---_._----+------------------------
signature of Affiant ;.5. Jr\/ \
Sworn to and Subscribed before me this ';:Y)\\aay of 'I'J'AU 20~
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Personally known by me '~..){~ \('tf 0 (\\('......!>.- 0... '\
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EXHIBIT A TO
AUTHORITY RESOLUTION
Agenda Item No. 16K2
June 24. 2008
Page 14 of 14
DONA.LD A. PICKWORTH, P.A.
ATTORNEY .AT LAW
SUITE 502 NEWOATE TOWER
5150 NORTH TAMIAXI TRAIL
NAPLES, FLORIDA 34103
e-mail picklaw@earthlink.net
(239) 263 - 8060
FAX (239) 598.1161
June 4, 2008
Jeffrey A, KlalZkow, Esquire
Collier County Attorney
Collier County Courthouse/Bldg F
Naples, FL 34112
Re: June 24, 2008 Agenda
Dear Jeff:
I am enclosing the following documents for inclusion in the June 24, 2008 agenda:
1. Executive Summary relating to approval of Educational Facilities Authority Bonds for
Ave Maria University.
2, Resolution to be adopted by the Board of County Commissioners at the Board meeting
of June 24, 2008 approving the Bonds.
3, Exhibit to BCC Resolution consisting of the Inducement Resolution adopted by the
Authority at its meeting on June 3, and including as an exhibit to the Inducement
Resolution, the Affidavit of Publication for the required TEFRA hearing conducted by
the Authority,
This is the third bond issue the EFA has done for facilities at Ave Maria University, All have
been nearly identical in financing structure, and all previous bonds are current in payments and there
have been no defaults or any other problems. Since we have been placing these items on the Consent
Agenda recently, I would request that this also be on Consent. I will not be at the June 24 meeting, but
the Authority's bond counsel, Chris Traber of Nabors, Giblin will be present if there are any
questions. Tbank you for your assistance in this, and if you have any questions or need further
information, please contact me.
vet;;rs,
l
Donald A. Pickworth
Enclosures