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HomeMy Public PortalAboutOrd 519 Taxable IRB Series 2013A & 2013B (Published in the Ark Valley News,January 17, 2013) ORDINANCE NO.519 AN ORDINANCE AUTHORIZING THE CITY OF BEL AIRE, KANSAS TO ISSUE ITS TAXABLE INDUSTRIAL REVENUE BONDS, SERIES A, 2013 AND SERIES B, 2013 (CONCIERGE SURGICAL RECOVERY CENTER PROJECT) IN THE AGGREGATE PRINCIPAL AMOUNT OF NOT TO EXCEED $4,745,000 FOR THE PURPOSES OF ACQUIRING, CONSTRUCTING AND EQUIPPING A SURGICAL RECOVERY CENTER; AUTHORIZING EXECUTION OF A TRUST INDENTURE BY AND BETWEEN THE CITY AND SECURITY BANK OF KANSAS CITY, KANSAS CITY, KANSAS; AUTHORIZING THE CITY TO LEASE SUCH FACILITY TO CONCIERGE SURGICAL RECOVERY CENTER, LLC AND AUTHORIZING EXECUTION OF A LEASE BETWEEN SAID CITY AND CONCIERGE SURGICAL RECOVERY CENTER, LLC; APPROVING THE FORM OF A GUARANTY AGREEMENT BY AND BETWEEN THE TENANT AND OTHER GUARANTORS NAMED THEREIN AND SECURITY BANK OF KANSAS CITY; AND AUTHORIZING CERTAIN OTHER DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH. THE GOVERNING BODY OF THE CITY OF BEL AIRE, KANSAS HAS FOUND AND DETERMINED: A. The City of Bel Aire, Kansas (the "Issuer") is authorized by the Kansas Economic Development Revenue Bond Act, as amended, as codified in K.S.A. 12-1740 et seq. (the "Act"), to acquire, construct, improve and equip certain facilities (as defined in the Act) for commercial, industrial and manufacturing purposes, to enter into leases and lease-purchase agreements with any person, firm or corporation for such facilities, and to issue revenue bonds for the purpose of paying the costs of such facilities; and B. The Issuer's governing body has determined that it is desirable in order to promote, stimulate and develop the general economic welfare and prosperity of the Issuer and the State of Kansas that the Issuer issue its Taxable Industrial Revenue Bonds, Series A, 2013 (Concierge Surgical Recovery Center Project) dated January 18, 2013 in the aggregate principal amount of not to exceed $3,595,000 and Taxable Industrial Revenue Bonds, Series B, 2013 (Concierge Surgical Recovery Center Project) dated January 18, 2013 in the aggregate principal amount not to exceed $1,150,000 (jointly, the "Bonds") for the purpose of paying the costs of acquiring, constructing and equipping a surgical recovery center (the "Project"), as more fully described in the Trust Indenture and in the Lease authorized in this ordinance for lease to Concierge Surgical Recovery Center, LLC, a Kansas limited liability company(the "Tenant"); and C. The Issuer's governing body finds that it is necessary and desirable in connection with the issuance of the Bonds to execute and deliver the following documents (collectively, the "Bond Documents"): KMC\601000.042\ORDIN (i) a Trust Indenture dated as of January 18, 2013 (the "Indenture"), with Security Bank of Kansas City, Kansas City, Kansas, (the "Trustee") prescribing the terms and conditions of issuing and securing the Bonds; (ii) a Lease dated as of January 18, 2013 (the "Lease"), with the Tenant, under which the Issuer will acquire, construct and equip the Project and lease it to the Tenant in consideration of Basic Rent and other payments; and (iii) a Bond Purchase Agreement (the "Bond Purchase Agreement — Series A") providing for the sale of the Series A, 2013 Bonds by the Issuer to Community National Bank and Trust(the"Series A Bond Purchaser"), and (iv) a Bond Purchase Agreement (the "Bond Purchase Agreement — Series B") providing for the sale of the Series B, 2013 Bonds by the Issuer to the purchasers name therein (the "Series B Bond Purchasers"). D. The Issuer's governing body has found that under the provisions of K.S.A. 79-201a Second, the Project purchased or constructed with the proceeds of the Bonds is eligible for exemption from ad valorem property taxes for up to 10 years, commencing in the calendar year following the calendar year in which the Bonds are issued, if proper application is made. The Issuer's governing body has further found that the Project should be exempt from ad valorem property taxes for a period of 10 years. Prior to making this determination, the governing body of the Issuer has conducted the public hearing and reviewed the analysis of costs and benefits of such exemption required by K.S.A. 12-1749d. NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF BEL AIRE,KANSAS: Section 1. Definition of Terms. All terms and phrases not otherwise defined in this ordinance will have the meanings set forth in the Indenture and the Lease. Section 2. Authority to Cause the Project to Be Purchased and Constructed. The Issuer is authorized to cause the Project to be acquired, constructed and equipped in the manner described in the Indenture and the Lease. Section 3. Authorization of and Security for the Bonds. The Issuer is authorized and directed to issue the Bonds, to be designated "City of Bel Aire, Kansas Taxable Industrial Revenue Bonds, Series A, 2013 (Concierge Surgical Recovery Center Project) in the aggregate principal amount of not to exceed $3,595,000 and Taxable Industrial Revenue Bonds, Series B, 2013 (Concierge Surgical Recovery Center Project) in the aggregate principal amount not to exceed $1,150,000, for the purpose of providing funds to pay the costs of acquiring, constructing and equipping the Project. The Bonds will be dated and bear interest, will mature and be payable at such times, will be in such forms, will be subject to redemption and payment prior to maturity, and will be issued according to the provisions, covenants and agreements in the Indenture. The Bonds will be special limited obligations of the Issuer payable solely from the Trust Estate under the Indenture, including revenues from the Lease of the Project. The Bonds will not be general KMC\601000.042\ORDIN 2 obligations of the Issuer, nor constitute a pledge of the faith and credit of the Issuer, and will not be payable in any manner by taxation. Section 4. Authorization of Indenture. The Issuer is authorized to enter into the Indenture with the Trustee in the form approved in this ordinance. The Issuer will pledge the Trust Estate described in the Indenture to the Trustee for the benefit of the owners of the Bonds on the terms and conditions in the Indenture. Section 5. Lease of the Project. The Issuer will acquire, construct and equip the Project and lease it to the Tenant according to the provisions of the Lease in the form approved in this ordinance. Section 6. Approval of the Guaranty Agreement. The form of the Guaranty Agreement between the Tenant, the other guarantor(s) named, and the Trustee, for the benefit of the owners of the Bonds is approved. Section 7. Authorization of Administrative Fee. At or prior to the issuance of the Bonds, the Issuer will enter into an arrangement with the Tenant providing for the payment to the Issuer of an administrative fee of$2,500 per year for each calendar year in which the Bonds are outstanding. Section 8. Execution of Bonds and Bond Documents. The Mayor of the Issuer is authorized and directed to execute the Bonds and deliver them to the Trustee for authentication on behalf of the Issuer in the manner provided by the Act and in the Trust Indenture. The Mayor or member of the Issuer's governing body authorized by law to exercise the powers and duties of the Mayor in the Mayor's absence is further authorized and directed to execute and deliver the Bond Documents on behalf of the Issuer in substantially the forms presented for review prior to passage of this ordinance, with such corrections or amendments as the Mayor or other person lawfully acting in the absence of the Mayor may approve, which approval shall be evidenced by his or her signature. The authorized signatory may all sign and deliver other documents, or certificates as may be necessary or desirable to carry out the purposes and intent of this ordinance and the Bond Documents. The City Clerk or the Deputy City Clerk of the Issuer is hereby authorized and directed to attest the execution of the Bonds, the Bond Documents and such other documents, certificates and instruments as may be necessary or desirable to carry out the intent of this ordinance under the Issuer's corporate seal. Section 9. Tax Exemption. The Project will be exempt from ad valorem property taxes for 10 years, commencing in the calendar year after the calendar year in which the Bonds are issued. The Tenant will prepare the application for exemption and submit it to the Issuer for its review. After its review, the Issuer will submit the application for exemption to the State Court of Tax Appeals. Section 10. Pledge of the Project and Net Lease Rentals. The Issuer hereby pledges the Project and the net rentals generated under the Lease to the payment of the Bonds in accordance with K.S.A. 12-1744. The lien created by the pledge will be discharged when all of the Bonds have ID been paid or deemed to have been paid under the Trust Indenture. KMC\601000.042\ORDIN 3 Section 11. Further Authority. The officials, officers, agents and employees of the Issuer are authorized and directed to take whatever action and execute whatever other documents or certificates as may be necessary or desirable to carry out the provisions of this ordinance and to carry out and perform the duties of the Issuer with respect to the Bonds and the Bond Documents. Section 12. Effective Date. This ordinance shall take effect after its passage by the governing body of the Issuer, signature by the Mayor and publication once in the Issuer's official newspaper. PASSED by the governing body of the City of Bel Aire, Kansas this day of January, 2013. APPROVED AND SIGNED by the Mayor of the City of Bel Aire, Kansas this 8t' day of January,2013. [SEAL] Mayor Attest: City Clerk KMC\601000.042\ORDIN 4