Resolution 2019-182 RESOLUTION NO. 2019_ 1 8 2
A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF
COLLIER COUNTY,FLORIDA APPROVING THE ISSUANCE AND SALE
OF EDUCATIONAL FACILITIES REFUNDING REVENUE BONDS 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, 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, (the "Act") with the power to issue revenue
bonds for the purposes of financing a"project" as defined in the Act; and
WHEREAS, Community School of Naples, Inc., a Florida not for profit corporation, with
certain facilities located within the boundaries of Collier County, Florida (the "Borrower") has
requested the Authority to issue its refunding revenue bonds as described below for the benefit of the
Borrower and to loan all or a portion of the proceeds thereof to the Borrower for the purposes set
forth herein; 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 published on or before August 20,2019,in the
Naples Daily News a newspaper of general circulation in the County, and a copy of said notice is
attached as Exhibit A to the Authority Resolution as described below(the "Notice"); and
WHEREAS,on August 28,2019,a public hearing was held by the Authority with regard to
the issuance of the Authority's Educational Facilities Refunding Revenue Bonds as more particularly
described in the Authority Resolution in an aggregate principal amount not to exceed$17,000,000,at
the conclusion of which hearing the Authority adopted the Resolution attached hereto as Exhibit A
(the "Authority Resolution"); and
WHEREAS, the proceeds of the Bonds will be used by the Authority to make a loan to
Borrower to (i) acquire, construct, equip and renovate a building known as the CSN Institute for
Science and Environmental Research, which will be used as educational facilities at the school
campus owned and operated by the Borrower and located at 13275 Livingston Road,Naples,Florida
(the "2019 Project"), (ii) refinance indebtedness previously incurred by the Borrower (the "Bank
Loan"),the proceeds of which Bank Loan were used to refinance previous financings which funded
the cost of construction of the Borrower's Intermediate School Building, the Borrower's Middle
School Building, and the Borrower's Lower School Building(the "Prior Project"and together with
the 2019 Project, the "Project"), and (c) pay certain expenses incurred in connection with the
issuance of the Bonds; and
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WHEREAS, the Bonds will not be an obligation of the County, and will be payable solely
from funds of the Borrower; and
WHEREAS,pursuant to the requirements of the Internal Revenue Code of 1986,as amended
(the"Code"),as a prerequisite to the issuance of the Bonds,it is necessary that the Board of County
Commissioners of Collier County, Florida, approve the issuance thereof after said public hearing;
and
WHEREAS, the Board of County Commissioners desires to evidence approval of the
issuance of the Bonds solely to satisfy the requirements of the Code.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY
COMMISSIONERS OF COLLIER COUNTY, FLORIDA,that:
Section 1. Approval of Issuance ofthe 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 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 for
any portions or aspects of the Project within the regulatory jurisdiction 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.
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THIS RESOLUTION ADOPTED after motion,second,and majority vote favoring the same
this 24th day of September 2019.
ATTEST: BOARD OF COUNTY COMMISSIONERS
Crystal KieClcr`�lf Courts COLLIER CO Y FLORIDA
By 11► I• y• _ t.P.440.
pe!, t __ Wil L. Mc amel Jr., Chai an
Attest as thairman s
signature only: .
A rove• .s"s • egality:
pp g t3:'
XII t
Jeffrey A. 1 at ow, County Attorney
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RESOLUTION 2019- 05
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 EDUCATIONAL FACILITIES
REFUNDING REVENUE BONDS(COMMUNITY SCHOOL OF
NAPLES PROJECT) IN AN INITIAL AGGREGATE
PRINCIPAL AMOUNT NOT TO EXCEED$17,000,000 FOR THE
PRINCIPAL PURPOSE OF FINANCING AND REFINANCING
CERTAIN CAPITAL COSTS ON BEHALF OF THE
COMMUNITY SCHOOL OF NAPLES, INC. (THE
"BORROWER")IN CONNECTION WITH THE ACQUISMON,
CONSTRUCTION, RENOVATION AND EQUIPPING OF
CERTAIN EDUCATIONAL FACILITIES; AUTHORIZING THE
EXECUTION AND DELIVERY OF A PRELIMINARY
AGREEMENT BY AND AMONG THE AUTHORITY AND THE
BORROWER AND PROVIDING FOR RELATED MATTERS.
WHEREAS, the Community School of Naples, Inc., a Florida not-for-profit corporation
(the "Borrower") has applied to the Collier County Industrial Development Authority (the
"Authority") to issue its Educational Facilities Refunding Revenue Bonds(Community School of
Naples Project), Series 2019 in an aggregate principal amount not to exceed $17,000,000 (the
"Bonds"), for the purpose of making a loan to the Borrower from the proceeds of the Bonds;
WHEREAS,the loan is for the purpose of providing funds,together with other available
funds, to (a) finance and refinance a portion of the costs of acquiring, constructing, renovating
and equipping of a building known as the CSN Institute for Science and Environmental
Research which will be used as educational facilities owned and operated by the Borrower(the
"2019 Project"), (b) refinance and refund indebtedness previously incurred by the Borrower(the
'Bank Loan"), the proceeds of which Bank Loan were used to refinance previous financings
which funded the cost of construction of the Borrower's Intermediate School Building, the
Borrower's Middle School Building, and the Borrower's Lower School Building (the "Prior
Project"and together with the 2019 Project, the"Project"),and(c)pay certain expenses incurred
in connection with the issuance of the Bonds;and
WHEREAS, the Borrower has requested that the Authority loan the proceeds of the
Bonds to the Borrower pursuant to Chapter 159, Parts II and III, 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
WHEREAS, in order to satisfy certain of the requirements of Section 147(f) of the
Internal Revenue Code of 1986,as amended (the "Code"), the Authority did on the date hereof
AUTHORITY RESOLUTION
EXHIBIT A TO COUNTY
RESOLUTION
hold a public hearing (the "Hearing") on the proposed issuance of the Bonds for the purposes
herein stated, which date is at least 7 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
of the Project, as more particularly described in the notice of public hearing attached hereto as
Exhibit A;and
WHEREAS, the issuance of the Bonds and the loaning of the proceeds thereof to the
Borrower to finance, refinance and refund 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 a certain Preliminary Agreement (the
"Preliminary Agreement")relating to the issuance of the Bonds;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 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 Borrower to proceed with the financing,refinancing and refunding 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.
SECTION 3, APPROVAL OF THE FINANCING AND REFUNDING. The financing,
refinancing and refunding of the costs of the Project by the Authority through the issuance of
the Bonds and the refinancing of the Bank Loan, pursuant to the Act, according to the
application materials placed on file with the Authority by the Borrower, will promote the
economic development,prosperity,health and welfare of the citizens of Collier County though
the education of its citizens, 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,
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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 submitted by the Borrower, providing
understandings relative to the proposed issuance of the Bonds by the Authority to finance,
refinance and refund the costs of the Project in an aggregate principal amount not to exceed the
$17,000,000.
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 for the principal purpose of financing,
refinancing and refunding the costs of the Project as described in the Preliminary Agreement.
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 Vire-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 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 purposes 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 pursuant to a loan agreement or other financing agreement
entered into by and among 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 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.
[Signature Page Follows]
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SECTION 10. EFFECTIVE DATE. This Resolution shall take effect immediately.
ADOPTED this 28th day of August,2019.
COLLIER COUNTY INDUSTRIAL
DEVELOP:0 ORITY
By: 4r% rL�..
ATTEST: airman
By:
Secretary
EXHIBIT A
NOTICE OF PUBLIC HEARING
A-I
S ate.
? apLr . W3
PART OF THE USA TODAY NETWORK
Published Daily
Naples, FL 34110
BRYANT MILLER OLIVE P.A.
201 NORTH FRANKLIN STREET, SUITE 2700
TAMPA,FL 33602
Affidavit of Publication
STATE OF WISCONSIN
COUNTY OF BROWN
Before the undersigned they serve as the authority,
personally appeared said legal clerk who or oath says that
he/she serves as Legal Clerk of the Naples Daly News, a
daily newspaper published at Naples, in Collier County,
Florida; distributed in Collier and Lee counties of Florida;
that the attached copy of the advertising was published In
said newspaper on dates listed. Affiant further says that the
said Naples Daily News is a newspaper published at
Naples, in said Collier County, Florida, and tha: the said
newspaper has heretofore been continuously published in
said
Collier County, Florida; distributed in Collier and Lee
counties of Florida, each day and has been entered as
second class mail matter at the post office In Naples, In
said Collier County, Florida, for a period of one year next
preceding the first publication of the attached copy of
advertisement; and affiant further says that he has neither
paid nor promised any person, or corporation any discobnt,
rebate, commission or refund for the purpose of securing
this advertisement for publication in the said newspaper.
Putillshe 1:August 20,2019
A
Subscrloed and sworn to before on August 20,2019.
_.. /trr, V✓iW‘rQAbc'-t -1
Notary, State of WI,County of Brown
T4AA MON )t.00I-.
State of \ scont.
My commission expires August 6,2021
Publication Cost $388.50
Ad No:0003742367
Customer No:8132736677
PO#
NOTICE OF SPECIAL WEETINII
AND PUBLIC HEARING
Notice is hereby given drat
the Collier County Industrial
Development Authority (the
'Authority") will conduct a
special meeting and public
hearing on August 28,2019 al
8:30 a.m. al the offices of the
Authority located at 5150
Tamiarrh Trail North, Suite
502. Naples. Florida for the
purpose of receiving public
comments and hearing discus-
sion concerning the proposed
issuance of the Authority's
revenue bonds, such revenue
bonds being designated as
the Coiher County Industrial
Development Authority Edu-
cational Facilities Revenue
Bonds (Community School of
Naples Project), Series 2019. or
such similar designation as
may be determined. in an ag
gregate principal amount not
to exceed 517,000,000 (the
"Bonds"). for the purpose o1
making a loan or bans to
Community School of Naples,
Inc., a Florida not for profit
corporation (the "Borrower').
The proceeds of such loan are
to be used for the purpose of
financing and refinancing, in-
cluding through reimburse-
ment, (i) a portion of the cost
of the acquisition, construc-
tion, renovation, installation
and equipping of the Borrow-
er's educational facilities. lo-
cated at 13275 Livingston
Road, Naples, Florida 34109
ithe "Borrower's Campus"),
ncluding a portion of the cost
of the construction of the
building known as the CSN In-
stitute for Science and Envi-
ronmental Research: (ii) the
refunding of outstanding
debt used to refinance the
cost of educational facilities
Scaled on the Borrower's
Campus:and (iii) the payment
of certain costs of issuing the
Bonds (collectively, the 'Prot
oct"). The Project is or will be
owned by the Borrower
Copies of the applicatIon for
financing are available for in-
spection and copying at the
office of the Authority set
forth above. All interested
persons are invited to submit
written comments or attend
the hearing, either personally
or through their represents•
rive, and will be given an op.
portunily to express their
views concerning the nature
and location of the Project or
the financing Anyone desrr-
Ing to make written cern-
minis in advance of the hear-
ing may send such comments
to the office of the Authority.
SHOULD ANY PERSONDECIDE
TO APPEAL ANY DECISION
MADE BY THE AUTHORITY
WITH RESPECTtO ANY MAT-
TER CONSIDERED AT SUCI-
HEARING,SUCH PERSONWILL
NEED A RECORDOF THE PRO
CEEDiNGS AND. FOR THAT
PURPOSES UGH PE RSONMAY
NEED TO ENSURE THAT A
VERBATIM RECORD OF THE
PROCEEDINGS IS MADE,
WHICH RECORD INCLUDES
THE TESTIMONY AND EVI-
DENCE UPON WHICH THE AP.
REAL IS TO BE BASED.
in accordance with the Amen-
cans with Disabilities Act, per-
sons needing a special accom-
modation to participate in
this hearing should contact
Donald A. PICKworlh, General
Counsel, at (239) 263-8000 no
late; than five (5) days prier
to the hearing
This nntira is rnvon nnrsuort
to Section 147(1) of the Inter-
nal Revenue Code, as amend-
Collier County Industrial
Development Authority
!s/Donald A,Pickworth
Executive Director and
General Counsel
August 20,2019 *3742367