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Agenda 12/10/2024 Item #16K11 (Resolution - Authorizing the Authority to issue revenue bonds to be used to finance the construction of expansions and improvements to Royal Palm Academy)12/10/2024 Item # 16.K.11 ID# 2024-2156 Executive Summary Request by the Collier County Industrial Development Authority for approval of a resolution authorizing the Authority to issue revenue bonds to be used to finance the construction of expansions and improvements to Royal Palm Academy. OBJECTIVE: To accomplish the necessary approvals to authorize a proposed revenue bond issue by the Collier County Industrial Development Authority (the "Authority") to be used to finance the construction of expansions and improvements to Royal Palm Academy. CONSIDERATIONS: The Authority received an application for financing from Royal Palm Academy, Inc., ("RPA") requesting approval of an Inducement Resolution approving the issuance of revenue bonds for proposed expansions and improvements to the school, including the refinancing of some existing debt (non-bonded) all of which is referred to as the "Project" and is described below. Background - Collier County Industrial Development Authority Chapter 159, Florida Statutes, authorizes each county of the state to establish an industrial development authority, and the Collier County IDA was created by the Board of County Commissioners in 1979. An IDA is empowered under Chapter 159 to issue revenue bonds for a variety of projects and facilities, the development of which are deemed to foster a public purpose. Over the past 45 years, the IDA has issued bonds for private educational facilities such as Community School and Seacrest Country Day School, manufacturing facilities such as Gulf Coast American Blind Corporation and March Performance, Inc., retirement communities such as the Arlington of Naples, hospital and medical facilities such as for the recent Naples Community Hospital Heart Center and Orthopedic Hospital and private pollution control facilities such as the recent financing of improvements to the water and sewer system serving the Ave Maria community. Background - Royal Palm Academy The applicant for financing is Royal Palm Academy, Inc., a Florida non-profit corporation which owns and operates Royal Palm Academy, a private, non-profit, co-educational Catholic school located at 16100 Livingston Road. The school serves over 300 students in grades pre-K through 8th grade and has 60 employees. Founded in 1998, the school moved to its present campus in 2001. RPA is accredited by the Florida Council of Independent Schools and the Florida Catholic Conference. The campus currently consists of several modular buildings and a permanent building in the form of a multi-use gymnasium. The proposed bonds will finance a permanent building to serve grades four through eight, and other facilities. Note: Federal and Florida constitutional provisions, and case law interpretations, place detain restrictions and limitations on the use of tax-exempt financing for religiously affiliated entities. The basic rule is that conduit (tax-exempt) bonds can be for a religiously affiliated entity, so long as the use of the proceeds are not for sectarian purposes. The Authority required, and received, an analysis from Bond Counsel as to whether the proposed facilities and uses are consistent with current law. The analysis is quite detailed, breaking down each element of the facilities to be constructed and the source of funds for each, and concludes that none of the facilities to be constructed using tax-exempt bond proceeds are for sectarian purposes, and that any facilities that are sectarian are being constructed with equity funds being contributed by RPA. The Project The Projects for which the Bonds are proposed to be issued are: 1. 2024 Project: The acquisition, construction, improvement, renovation, installation and/or equipping of: (i) a new approximately 22,000 square foot classroom building to accommodate students in grades 4-8 including mixed use spaces; (ii) related and necessary sitework, parking and roadway improvements; (iii) various other capital improvements to the educational facilities of the Borrower including athletic courts and green spaces; and (iv) related facilities, fixtures, furnishings and equipment. 2. Refunded Project: The acquisition, construction, improvement, renovation, installation and/or equipping of: (i) an existing approximately 13,000 square foot gymnasium; (ii) related and necessary sitework, parking and roadway improvements; (iii) various other capital improvements to the educational facilities of the Page 9910 of 10663 12/10/2024 Item # 16.K.11 ID# 2024-2156 Borrower including athletic courts and green spaces and related facilities. Plan of Finance The financing will be structured as two series of tax-exempt draw-down bonds: up to $7,000,000 for the Series 2024A Bond and $7,000,000 for the Series 2024B Bond. The 2024A Bond will feature a conventional fixed rate locked at closing (currently 4.63% as of 11/5/24) for a 10-year commitment term, amortized over 27 years after a 3-year interest only period. The 2024B Bond will be variable rate debt over a 7-year commitment period, with principal payments coinciding with projected receipts from Royal Palm’s ongoing Capital Campaign. The school anticipates repaying the entirety of the 2024B Bond by the end of the 7-year commitment term. The bonds will not be publicly offered but will be privately placed and held by Valley National Bank. The bank intends to hold the bonds for its own account, and the bonds may only be transferred in whole, and to an institutional buyer or accredited investor, and subject to additional terms and limitations. Authority Findings and Determinations The Authority met on November 18, 2024, considered the application and supporting documentation, and heard presentations from RPA's officers and representatives. 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. The meeting was also noticed through a press release by the County's Public Information Office, and a notice of the meeting and the agenda, along with instructions for remote participation, were placed on the Authority's page on the County website. No members of the public attended the meeting either in person or remotely or submitted comments. At the conclusion of the public hearing and the presentations by RPA the Authority determined to proceed with the financing and adopted a resolution evidencing such approval (the "Authority Resolution", attached as Exhibit A to the "County Resolution"). The notice published in the Naples Daily News is attached as Exhibit A to the Authority Resolution. As set forth in Chapter 159, Florida Statutes, in considering a bond financing application, the Authority considers several factors as follows: 1. The project is appropriate to the needs and circumstances of the community and shall make a significant contribution to the economic growth of the County; shall provide or preserve gainful employment; shall preserve the environment; or shall serve a public purpose by advancing the economic prosperity, the public health, or the general welfare of the State. With respect to RPA, the application and information presented to the Authority shows the following: A. As a successful private school in our community, RPA plays a significant role in the local education structure, serving over 300 students. Florida is a strong school-choice state, and the demand for independent, private educational facilities is steady and rising. The current financing is part of a long-term plan to replace all the existing modular buildings with permanent buildings. B. RPA currently has 60 employees, and the contemplated expansion will create two additional full- time jobs. 2. The financing agreement for the project is to be entered into with a party that is financially responsible and fully capable and willing to fulfill its obligations under the financing agreement, including the obligations to make payments in the amounts and at the times required; to operate, repair, and maintain at its own expense the project; and to serve the purposes of the Act and such other responsibilities as may be imposed under the financing agreement. The application and testimony presented show that: A. Representatives of Valley National Bank, the purchaser of the Bonds, testified that RPA is not and has not been in default on any previous debt obligations to the Bank. B. RPA's CFO and its municipal advisor discussed the debt capacity studies and stated that the school will be able to cover the bonded debt and its operating, repair, and maintenance obligations. RPA presented extensive financial data in its application, including its audited financials for the last five years. 3. Adequate infrastructure is available to enable responsible governmental units to cope satisfactorily with the Page 9911 of 10663 12/10/2024 Item # 16.K.11 ID# 2024-2156 impact of the Projects. The school is properly zoned for its existing use, and the project will not create infrastructure burdens that are not accounted for. Bond Approval Process and Procedure Federal tax law requires two approvals for the issuance of private activity 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 November 18, 2024, 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 of the Board. A Resolution for the Board to consider (the "County Resolution") is attached. Bonds issued by the Industrial Development 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 RPA, and no other revenues of the Authority. 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, both the Authority Resolution and the proposed County Resolution expressly provide that 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. GROWTH MANAGEMENT IMPACT: The adoption of the attached resolution will have no adverse growth management consequences. The existing RPA facilities were constructed in accordance with all applicable County growth management regulations, and are subject to the LDC, the Growth Management Plan, concurrency requirements, and the payment of impact fees where applicable. LEGAL CONSIDERATIONS: This item has been reviewed by the County Attorney’s Office. Review of these and similar bonds by the Governing Body is a statutory requirement and serves as a safeguard against the issuance of inappropriate bonds, which is not the case here. The County has no liability, contingent or otherwise, with respect to these bonds. With that noted, this item is approved as to form and legality and requires majority vote for Board approval. -CMG RECOMMENDATIONS: That the Board of County Commissioners adopt the attached Resolution. PREPARED BY: Donald A. Pickworth, Counsel Collier County Industrial Development Authority ATTACHMENTS: 1. Resolution approving IDA bonds for RPA project - CMG signed Page 9912 of 10663 Page 9913 of 10663 Page 9914 of 10663 Page 9915 of 10663 Page 9916 of 10663 Page 9917 of 10663 Page 9918 of 10663 Page 9919 of 10663 Page 9920 of 10663 Page 9921 of 10663 Page 9922 of 10663 Page 9923 of 10663 Page 9924 of 10663