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HomeMy Public PortalAboutOrd 432 Lease Purchase Real Property (Published in the Ark Valley News, December I, 2005) ORDINANCE NO. "t' 3 :z AN ORDINANCE AUTHORIZING THE CITY OF BEL AIRE, KANSAS, TO ENTER INTO A LEASE PURCHASE TRANSACTION, THE PROCEEDS OF WHICH WILL BE USED TO PAY THE COSTS OF ACQUIRING CERTAIN REAL PROPERTY IN AND FOR THE CITY; AND TO APPROVE THE EXECUTION OF CERTAIN DOCUMENTS IN CONNECTION THEREWITH. WHEREAS, under the constitution and statutes of the State of Kansas, particularly Article 12, 95 of the Kansas Constitution and K.S.A. 12-101, the City of Bel Aire, Kansas (the "City") is empowered to enter into certain leases, lease purchase agreements and installment purchase agreements for the lease and/or acquisition of property; and WHEREAS, K.S.A. 1O-1116b provides in pertinent part that nothing in the provisions of K.S.A. 10-110 1 et seq. (Kansas Cash Basis Law) shall prohibit a municipality from entering into a lease agreement, with or without an option to buy, or an installment-purchase agreement, if any of such agreements specifically state that the municipality is obligated only to pay periodic payments or monthly installments under the agreement as may lawfully be made from (a) funds budgeted and appropriated for that purpose during such municipality's current budget year or (b) funds made available from any lawfully operated revenue producing source; and WHEREAS, the City has immediate need to acquire approximately 2,000 acres ofland located in the City to further its governmental and public purpose of economic and residential development as contemplated by law, but does not have sufficient moneys on hand legally available to purchase the Project (as defined herein) for its use; and WHEREAS, the governing body of the City has heretofore adopted a Resolution on August 2, 2005 declaring the intent of the City to enter into a financing arrangement involving a Lease Purchase Agreement and the issuance and delivery of not to exceed $22,065,000 principal amount of Lease Purchase Agreement Certificates of Participation, Series 2005-B (the "Certificates"); and WHEREAS, in order to facilitate the foregoing and to pay the cost thereof, it is necessary and desirable for the City to take the following actions: 1. Enter into an annually renewable Lease Purchase Agreement (the "Lease") with the Trustee, pursuant to which the City will lease the Project on a year-to- year basis from the Trustee with an option to purchase the Trustee's interest in the Project, a form of which has been submitted to the governing body for review; 2. Approve a Declaration of Trust (the "Declaration of Trust"), by the Trustee, pursuant to which Certificates of Participation (as defined below) will be executed and delivered, a form of which has been submitted to the governing body for reView; 3. Approve an Official Statement respecting Certificates of Participation, Series 2005-B (the "Certificates of Participation"), evidencing proportionate interests of KMC\403834\ORDINANCE the owners thereof in basic rent payments to be made by the City under the Lease, to be in substantially the same form as the Preliminary Official Statement respecting the Certificates of Participation heretofore approved (the "Preliminary Official Statement," and together, the "Official Statement"); 4. Execute a Continuing Disclosure Undertaking (the "Continuing Disclosure Undertaking") pursuant to which the City agrees to provide certain financial and other information with respect to the Certificates of Participation, a form of which has been submitted to the governing body for review; and 5. Approve a Certificate Purchase Agreement (the "Certificate Purchase Agreement") providing for the sale of the Certificates of Participation to the underwriter named therein (the "Underwriter"), upon the terms set forth therein, a form of which has been submitted to the governing body. The Lease, the Continuing Disclosure Undertaking and the Certificate Purchase Agreement are referred to together herein as the "City Documents." THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF BEL AIRE, KANSAS, AS FOLLOWS: Section 1. Authorization and Approval of City Documents and Declaration of Trust. (a) The City Documents and the Declaration of Trust are hereby approved in substantially the forms submitted to and reviewed by the governing body on the date hereof, with such changes therein as shall be approved by the Mayor, the Mayor's execution of the City Documents to be conclusive evidence of such approval. The issuance of the Certificates of Participation pursuant to the Declaration of Trust and as described in the Official Statement is hereby authorized and approved. (b) The obligation of the City to pay Basic Rent Payments (as defined in the Lease) under the Lease is subject to annual appropriation and shall constitute a current expense of the City and shall not in any way be construed to be an indebtedness or liability of the City in contravention of any applicable constitutional or statutory limitation or requirement concerning the creation of indebtedness or liability by the City, nor shall anything contained in the Lease constitute a pledge of the general tax revenues, funds or moneys of the City, and all provisions of the Lease shall be construed so as to give effect to such intent. (c) The Mayor is hereby authorized and directed to execute and deliver the City Documents and to approve changes to the Declaration of Trust on behalf of and as the act and deed of the City. The City Clerk and the Deputy City Clerk, and each of them, are is hereby authorized to affix the City's seal to the City Documents and attest said seal. Section 2. Approval of Official Statement. The Preliminary Official Statement dated November 3,2005, is hereby approved. The final Official Statement is hereby authorized and approved, supplementing, amending and completing the Preliminary Official Statement, with such changes therein and additions thereto as shall be approved by the officer of the City executing the final Official Statement, said officer's execution thereof to be conclusive evidence of said officer's approval thereof, and the public distribution of the final Official Statement by the Underwriter are in all respects hereby KMC\403834\ORDINANCE 2 -'-"-"-"-~~_."--"----_._--~. authorized and approved. The Mayor of the City is hereby authorized to execute and deliver the final Official Statement on behalf of and as the act and deed of the City. For the purpose of enabling the Underwriter to comply with the requirements of Rule 15c2- 12(b)( I) of the Securities and Exchange Commission, the City hereby deems the information regarding the City contained in the Preliminary Official Statement to be "final" as of its date, except for the omission of such information as is permitted by Rule 15c2-12(b)(1), and the appropriate officers of the City are hereby authorized, if requested, to provide the Underwriter a letter or certification to such effect and to take such other actions or execute such other documents as such officers in their reasonable judgment deem necessary to enable the Underwriter to comply with the requirement of such Rule. Section 3. Further Authority. The City shall, and the officials and agents of the City are hereby authorized and directed to, take such actions, expend such funds and execute such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Ordinance and to carry out, comply with and perform the duties of the City with respect to the City Documents, the other documents authorized or approved hereby and the Project. Without limiting the foregoing, the Mayor is hereby authorized, if required, to execute any certificate or agreement to allow the Underwriter to comply with Rule 15c2-12 of the Securities and Exchange Commission. Section 4. Effective Date. This Ordinance shall take effect and be in full force from and after its passage by the governing body and publication in the official City newspaper. PASSED by the governing body and approved by the Mayor of the City of Bel Aire, Kansas, this 21st day of November, 2005 and APPROVED AND SIGNED by the Mayor. "~,.~":~:,,.~~>;,~~..,..,,,:~;:} -,',~' " ' "', . l: ,_~f. "' l"''' "'.' ./' \.,' ~ r, ~l \ v,' ," \",~ r~ I,' f.",1 "10, L'f',\~ ~I("'~" I' '_" ~ "', 1," . " . -',' :f'~' .i,t.! ,:, .... I. ' ' '''0 {~ S-~:r \ h(Cr'J r~ ~' ;) .:: " ~ -- 'r ,r J " ~ ~ t'". ,~ 11 .,'.,~, (4\ ' " , , <<" S , \. . r ,]( ;' \;;/, " Irs , AS r , ,;' WT1PSl': \ 1." , I1t\ \ ~~~ Mayor ~~~ City erk KMC\403834\ORDINANCE 3