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Resolution 2024-056 RESOLUTION NO. 2024 - 56 A RESOLUTION OF THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, APPROVING THE ISSUANCE AND SALE OF 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. 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 on February 27, 1979 pursuant to Part III of Chapter 159, Florida Statutes, as amended, with the power to issue revenue bonds for the purposes of financing a"project" as defined in Part II of Chapter 159,Florida Statutes,as amended; and WHEREAS, Ave Maria Utility Company, LLLP, a Florida limited liability limited partnership (the "Company") has applied to the Collier County Industrial Development Authority (the "Authority") to issue its Industrial Development Revenue Bonds (Ave Maria Utility Company Project), Series 2024 in an aggregate principal amount not to exceed $35,000,000 (the "Bonds"), for the purpose of (i) refunding the Issuer's $18,000,000 Industrial Development Revenue Bonds (Ave Maria Utility Company Project), Series 2005 currently outstanding in the aggregate principal amount of$10,655,000, including extending the weighted average maturity of such bonds, if necessary, (ii) financing (including through reimbursement) the acquisition, construction and equipping of capital improvements to the central water, wastewater, and reuse systems that serve the Ave Maria University and Town, as further described in the Authority Resolution described herein and attached hereto (collectively, the "Project"), and (iii) funding any necessary reserves and paying costs associated 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 or refinanced with the proceeds of tax exempt bonds is located may 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 held a meeting and public hearing on March 19, 2024 pursuant to a notice published on or before March 8,2024 in the Naples Daily News,a newspaper of general circulation in the County, a copy of said notice being attached to the Authority Resolution described below; and WHEREAS, at the conclusion of the meeting and public hearing the Authority adopted Resolution No. 2024-04 (the "Authority Resolution"), a copy of said resolution being attached hereto as Exhibit A, approving the project, authorizing the issuance of the Bonds, and directing the Chairman and officers of the Authority to seek approval for 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 nc,0 the issuance and sale of such Bonds as required by Section 147(f)of the Code is in the best interests of Collier County, NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF COUNTY COMMISSIONERS OF COLLIER COUNTY, FLORIDA, THAT: Section 1. Approval of Issuance of the Bonds. This Board hereby approves the issuance of the Bonds by the Authority for the purposes described in the Authority Resolution and the notice attached thereto pursuant to Section 147(f) of the Code. The Bonds shall be issued in such aggregate principal amount,bear interest at such rates,mature in such amounts and be subject to such optional and mandatory redemptions 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, 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 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 of County Commissioners of Collier County 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 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. Effective Date. This Resolution shall take effect immediately upon its adoption. PASSED and Adopted this 9th day of April, 2024. Signatures on Next Page Gp,° ATTEST: BOARD OF COUNTY COMMISSIONERS Crystal K. Kinzel, Clerk of Courts COLLIER COUNTY, FLORIDA S lfi By: By: Attest;:st• hair nut Clerk Ch s Hall, Chairman slgnature"k7,ly ,tip j Approved as e + aal.arid legality: AMU. A S. yA. A far As ' . - minty • ttorney o( Ali AJ 3 EXHIBIT A-AUTHORITY RESOLUTION 4 (C7 RESOLUTION NO.2024-04 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 INDUSTRIAL DEVELOPMENT REVENUE BONDS (AVE MARIA UTILITY COMPANY PROJECT) SERIES 2024 IN AN INITIAL AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $35,000,000 FOR THE PRINCIPAL PURPOSE OF (i) REFUNDING THE ISSUER'S $18,000,000 INDUSTRIAL DEVELOPMENT REVENUE BONDS (AVE MARIA UTILITY COMPANY PROJECT), SERIES 2005 CURRENTLY OUTSTANDING IN THE AGGREGATE PRINCIPAL AMOUNT OF $10,655,000 (THE "REFUNDED BONDS"), INCLUDING EXTENDING THE WEIGHTED AVERAGE MATURITY OF SUCH BONDS, IF NECESSARY, (ii), FINANCING (INCLUDING THROUGH REIMBURSEMENT) THE ACQUISITION, CONSTRUCTION AND EQUIPPING OF CAPITAL IMPROVEMENTS TO THE CENTRAL WATER, WASTEWATER, AND REUSE SYSTEMS THAT SERVE THE AVE MARIA UNIVERSITY AND TOWN, (COLLECTIVELY, THE "PROJECT" AS DEFINED HEREIN), AND (iii) FUNDING ANY NECESSARY RESERVES AND PAYING COSTS ASSOCIATED WITH THE ISSUANCE OF THE BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF A PRELIMINARY AGREEMENT BETWEEN THE AUTHORITY AND AVE MARIA UTILITY COMPANY, LLP; AND PROVIDING FOR RELATED MATTERS. WHEREAS, Ave Maria utility Company, LLLP, a Florida limited liability limited partnership (the "Company")has applied to the Collier County Industrial Development Authority (the "Authority") to issue a series of its private activity revenue bonds in the initial aggregate principal amount of not to exceed $35,000,000 (the "Bonds") for the principal purpose of(i) refunding the Issuer`s $18,000,000 Industrial Development Revenue Bonds (Ave Maria Utility Company Project), Series 2005 currently outstanding in the aggregate principal amount of $10,655,000 (the "Refunded Bonds"), including extending the weighted average maturity of such bonds, if necessary, (ii) financing (including through reimbursement) the acquisition, construction and equipping of capital improvements to the central water, wastewater, and reuse systems that serve the Ave Maria University and Town, as further described below(collectively, the "Project"), and (iii) funding any necessary reserves and paying costs associated with the issuance of the Bonds; and, WHEREAS,the Description of the Project as described in the application consists of the following: EXHIBIT A AUTHORITY RESOLUTION ) Water Treatment Plant (WTP): The WTP Phase 2 Expansion Project will increase the WTP permitted production capacity to 2.5 mgd using the existing membrane facility capacity of 1.67 mgd of permeate and up to 0.83 mgd of Sandstone aquifer well bypass blending. Other process components are being modified to produce finished water that meets the Borrower's goals and Florida Department of Environmental Protection("FDEP")drinking water standards. Wastewater Treatment Plant (WWTP): The Phase 2 WWTP Expansion will increase the FDEP permitted capacity to 1.80 mgd utilizing existing components and adding new components to the existing facilities that will accommodate growth. Future expansion phases to the WTP and WWTP will be required to meet the projected community growth demands. The above are collectively referred to herein as the "Project"; and WHEREAS, the Company has requested that the Authority loan the proceeds of the Bonds to the Company 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,the issuance of the Bonds for the foregoing purposes and the loaning of the proceeds thereof to the Company 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 Company and promote the public purposes provided in the Act; 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 hold a public hearing on the proposed issuance of the Bonds for the purposes herein stated, which date is more than seven (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, 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 Company. 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. 2 GP"n SECTION 2. PRELIMINARY STATEMENT. This Resolution is entered into to permit the Company to proceed with the financing of the costs of refunding the Refunded Bonds and 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 for the Issuance of Industrial Development Revenue Bonds of even date herewith between the Authority and the Company (the "Preliminary Agreement"). The Chairman is hereby authorized to execute the Preliminary Agreement on behalf of the Authority. SECTION 3. FINDINGS AND DETERMINATIONS. Upon consideration of the application for financing and the supporting documents presented to the Authority at or prior to the public hearing on March 19, 2024, described herein, the testimony of representatives and agents of the Company at said public hearing, and comments of members of the public either orally or in writing, if any, the Authority has made and does hereby make the following findings and determinations: 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 Ave Maria community, and the County; shall provide or preserve gainful employment; shall preserve the environment; and shall serve a public purpose by advancing the economic prosperity, the public health, or the general welfare of the Ave Maria community,the County and the State. 2. Based on the information presented to the Authority by the Company, as of the date hereof, the Company is financially responsible and fully capable and willing to fulfill its obligations under the loan agreements, trust indentures, and other financing documents (collectively, the "Financing Agreements") to be entered between the Authority and the Company at the time of issuance of the Bonds, including the obligations to make payments in the amounts and at the times required;to operate, repair, and maintain the Project at its own expense; and to serve the purposes of the Act and such other responsibilities as may be imposed under the Financing Agreements. 3. Adequate infrastructure is available to enable responsible governmental units to cope satisfactorily with the impact of the Project. SECTION 3. APPROVAL OF THE FINANCING. The financing of the costs of the Project and the refunding of the Refunded Bonds by the Authority through the issuance of the Bonds is hereby preliminarily approved, subject, however, in all respects to the Company meeting the conditions set forth in the Preliminary Agreement to the sole satisfaction of the Authority. SECTION 4. 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 Company and subject in all respects to the conditions set forth in the Preliminary Agreement, in 3 uGP'�� an aggregate principal amount not to exceed$35,000,000 for the purposes described herein. The rate of interest payable on the Bonds 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 Bonds 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 Bonds, in accordance with the laws of the State of Florida and the applicable United States Treasury Regulations. SECTION 7. LIMITED OBLIGATIONS. The principal of, prepayment premium, if any, and interest on the Bonds and all other pecuniary obligations of the Authority under the Financing Agreements, or otherwise, in connection with the financing of the costs of the Project and the refunding of the Refunded Bonds through the issuance of the Bonds, shall be payable by the Authority solely from the loan payments and other revenues and proceeds received by the Authority under the Financing Agreements, or any other agreements relating to the issuance of the Bonds. Neither the faith and credit nor the taxing power of the Authority, the County, the State or any political subdivision or agency thereof is pledged to the payment of the Bonds or of such other pecuniary obligations of the Authority, and neither the Authority, the County, the State nor any political subdivision or agency thereof shall ever be required or obligated to levy ad valorem taxes on any property within their territorial limits to pay the principal of, purchase price,prepayment premium, if any, or interest on such Bonds or other pecuniary obligations or to pay the same from any funds thereof other than such revenues, receipts and proceeds so pledged under the Financing Agreements, and the Bonds shall not constitute a lien upon any property owned by the Authority, the County or the State or any political subdivision or agency thereof, other than the Authority's interest in the Financing Agreements and the property rights, receipts, revenues and proceeds pledged therefor under and as provided in the Financing Agreements and any other agreements securing the Bonds. The Authority has no taxing power. SECTION S. LIMITED APPROVAL. The approval given herein shall not be construed as an approval or endorsement of approval by Collier County of any necessary rezoning or other land use approvals 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 estopping Collier County from asserting any rights or responsibilities it may have in that regard. SECTION 9. BOND ALLOCATION. Upon approval by the Board of the issuance of the Bonds and the financing of the Project, the Chairman, Vice-Chairman, or Secretary are hereby authorized to execute all necessary documents for obtaining and preserving an allocation from the State Priority Project, Florida First and/or Regional bond pools for the issuance of the Bonds pursuant to Part VI, Chapter 159, Florida Statutes. 4 ' SECTION 10. EFFECTIVE DATE. This Resolution shall take effect immediately. ADOPTED this 19th day of March 2024. COLLIER COUNTY INDUSTRIAL DEVELOPMENT AUTHORITY (krIA. • '13° - Victoria A.Tracy, Chairman ATTEST: Barbara M. Rosenb rg, Secret 5 EXHIBIT A TO RESOLUTION AFFIDAVIT OF PUBLICATION OF NOTICE OF PUBLIC HEARING 6 c,p,C) * LocaliQ Florida PO Box 631244 Cincinnati,OH 45263-1244 GANNETT PROOF OF PUBLICATION Donald Pickworth Donald Pickworth PA 725 High Pines t)R Naples FL 34I03-2800 STATE OF WISCONSIN,COUNTY OF BROWN Before the undersigned authority personally appeared,who on oath says that he or she is the Legal Advertising Representative of the Naples Daily News,a newspaper published in Collier County,Florida;that the attached copy of advertisement,being a Legal Ad in the matter of Govt Public Notices,was published on the publicly accessible website of Collier and Lee Counties,Florida,or in a newspaper by print in the issues of,on: 03/08/2024 Affiant further says that the website or newspaper complies with all legal requirements for publication in chapter 50, Florida Statutes. Subscribed and sworn to before me,by the legal clerk,who is personally known to me,on 03/08/2024 Legal Clerk Afi P Notary,State of WI,County.of Brown t— 7 My commission expires Publication Cost $791.84 Order No: 9930235 #of Copies: Customer No: 1125571 1 PO#: 3-19-24 AMUC Notice THIS IS NOT AN INVOICE! Please do not use this jam for payment rentnance. KATHLEEN ALLEN Notary Public State of Wisconsin Page 1 of 3 ;GAO Page 1of7 Nitia M SileCtal Meat and Public Ho wing Cowl County I of • veiop Wtherliv Notice Is hereby elven mot the Collier County Industrial Devep- lo meet Authority (the •Issuer'I will conduct b Riedel meeting and public hearing an March 19,iitlad4 a, IMO am,in the Port Room at iM Naples Buy Resort, 1600 Fifth Avenue South.Naples,Florida,34102 for the ptwpas=of recNving Public comments and hearing discussion concerning the proposed 1;faanw of the Wirers IndUstrIW DIWi9ment Revenue Bonds(Ave Marla Utility Conway Prolectl.Sens 3C11 le an aggregate 000txrie 033.0 .00ta be Issued not ar mere feria(the%Olds)for the sanpoes of making a loan ar loons to Ave Marto Witty Comadny.LLLP, �lar�fie (the fob(No1ifir Wiled whose physlcal address Is Airs Ave Marla Boulevard. Ave Marla Florida 34142. The Bonds will be issued for the principal purlieus al DI refunding the Issuer's 111.000.40 Industrial MariDevelopment Utility R C�amwnY ueP�tI Seine IOU currently oufetondini in the aegry0ate orinclpal amount o s10d.6,000(the'Refunded Bends'), including extending the weighed average maturity at such bonds,it necessary, (il) Rooting(Including threvah rolmbursertrnt) the aaaul• sltlon.construction end aadpp(n0 of capitol Imprevemenis to the central water, meltwater. and reuse systems that serve the Ave Marra University and Town, at further degerlbed the hooding •Description uof Ihe Praiser set forth below (collectively, M •Protect'), and MI) funding any aeceeeary rteerva and panne carts astectated with the Issuance of the Bands. DosertPHer of the Prefect WeW Tneslment Plait IrRPI;TM war rneee x =xpmnewn r olT ct will lacrosse the WTP oermhted graductias eieacfy to 2.3 mod mine the ousting membrane facility capacity of 1.67 mod of sn.ate and up to 0.03 mod of Sandstone vaulter well hoses blending.Other Proems co ienerts ere Wing modi- fied to produce finished wafer last meets e ls and Florida mDepar anent ofEnv rroclaw. tall Protection ('FOEP) drinking water standards. '* will xrcre ..the�FO�EP ofirraftted exietm to Lett mad td wreaments and adding raw components Ie the exist- ins fadtltfis that will accommodate grew ts.Future expo islon phases to hie WTF and WyWTP wit be required to meet the orelecfed Community growth dwnalds. Lactation et the Protect PJan1�ee A parcel candstlne of 241 acne.more or hose located In Sadion s.Towneldp N South.Range 19 East.Collier Comfy.Florida.The Want sits le north e1 011 Will Read. s The Borrow WI�CM r1�IWlea from Me Board of County Commissloners of Collier County setabtifklni Ihe Borratfe►ae the exclusive water and wastewater service provider for Ave Mario University and Tom. The service area 7,X,ea Sections 71,33.37,30,39,30,and 73 and at of Sections 31 and XL Town- ship 47 South,Range 7S Emir and. Part of!echoes 4,9,14,17,end it, and all al Sections 3,4, 7, and S. Township 41 3aoth,Ranee 31 Boat- and poi of Secilons 1, an 12, d 13, Township 4 south,R1,u Bn li and all of section a(, T I SouthOlelge Se East and also lands recently added to the service sae by the Collier County Wader and Wastewater Authority M Section 34. Tawnslde 47 Seen,Range 39 Eaat. A.0001 of PA praise service area is contained In lair aaMlmtksl.w hid, is available for public Inspection ar the offices of the Borrower at 3333 Ave Marto Boulevard,Ave Maria, Florida 34142. Owner and Operator The owner and operator of the Protect will be AN ilorrwer. The Bonds oblige- hems of thew)� saayoyhelesolely from the revenues derived by the issuer from a loon egrwmenl or other financing documents between the Issuer and the Borrower. Neither the Bands nor the Interest Mason shall be an Indebtedness of, rr.. or a nsedee of,the holm power or a any ether revenues of Collier t {� Comfy,the State of Florida,or any C, political subdivision er agency vo' Page 2of2 Ihereol. The Issuer hen no taxlno sewer. Persons Wahine to express their vow on the Pranged band Nswnce may opposer at Me baring or may nubmil their views In writing. Any written submission'should be sent to Collier County IndWlria'Develop- maid Authority,do Donald A.eta- worth,P.A.,T!S Nlsh Pines Drive, Naples,Florida>t111U,end be clearly marked `Re:: Revenue Refunding Bonds(Ave Maria Utility Company Prefect),- SeMea 1024.- Written submissions should be mailed in sulfides*tbne to In received berme 12;N p.m.,Match 1S,202.1. PERSONS ARE ADVISED THAT, IF THEY DECIDE TO APPEAL ANY DECISION MADE AT THIS PUSLIC HEARING, THEY WILL NEED A RECORD OP THE PROCEEDINGS,AND.FOR SUCH PURPOSE,THEY MAY NEED TO ENSURE THAT A VERBATIM RECORD OP THE PROCEEDINGS IS MADE, WHICH RECORD INCLUDES THE TESTIMONY ANO EVIDENCE UPON WHICH THE APPEAL ONNS IS TO THE HEARING IN PERSON, HOWEVER SEATING IN THE ROOM IS LIMITED, OR REMOTELY BY CALL ltd. CALL. IN ANWOR 200M INFORMATION MAY DIE OBTAINED PROM THE ISSUERS PAGE ON THE COLLIER COUNTY WEBISITE AS FOLLOWS: httPa:/tbrt�dyv.er=1rCoy 0,4001.0 e Iabuthwitess lnu*ioI-dewloo meet-authority. FOR QUESTIONS OR CONCERNS OR. TO INSPECT ANOR COPY DOCUMENTS RELATING TO THE APPLICATION. OR, IN ACCOR- DANCE WITH THE AMERICANS WITH DISABILITIES ACT, PERSONS NEEDING A SPECIAL ACCOMMODATION TO PARTICI- PATE IN THIS PROCEEDING, PLEASE CONTACT DONALD PICKWORTH, EXECUTIVE DIRECTOR AT (2t9) I44.1475 OR THAiN THREE�rn NO LATER T (3) DAYS PRIOR TO THE HEARING.p COLLIER COUNTY AUTHORRITfIAL Donald A.Pidiwerlh,Executive Director BMX NW