HomeMy Public PortalAboutOrd 626 Issue Taxable IRBs Series 2017GILMORE & BELL, P.C.
NOVEMBER 1, 2017
ORDINANCE NO. 626
OF THE
CITY OF BEL AIRE, KANSAS
AUTHORIZING THE ISSUANCE OF
NOT TO EXCEED $10,000,000
TAXABLE INDUSTRIAL REVENUE BONDS
SERIES 2017
(EPIC REAL ESTATE DEVELOPMENT H, LLC)
KMC\601000.70142\ORDINANCE
(Published in The Ark Valley News, November 9, 2017)
ORDINANCE NO. 626
AN ORDINANCE AUTHORIZING THE CITY OF BEL AIRE, KANSAS TO ISSUE ITS
TAXABLE INDUSTRIAL REVENUE BONDS, SERIES 2017 (EPIC REAL ESTATE
DEVELOPMENT II, LLC) FOR THE PURPOSE OF THE ACQUISITION,
CONSTRUCTION AND EQUIPPING OF A COMMERCIAL OFFICE, WAREHOUSE
AND DISTRIBUTION FACILITY; 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 K.S.A. 12-1740 et seq., as
amended (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.
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 2017 (EPIC Real Estate Development II, LLC) dated as
of the Issue Date of the Bonds in the aggregate principal amount not to exceed $10,000,000 (the "Series 2017
Bonds"), for the purpose of paying the costs of the acquisition, construction and equipping of a certain
commercial office, warehouse and distribution facility (the "Project") as more fully described in the Bond
Agreement and in the Lease authorized in this Ordinance, for lease to Epic Real Estate Development II, L.L.C.,
a Kansas limited liability company (the "Tenant").
C. The Issuer's governing body finds that it is necessary and desirable in connection with the
issuance of the Series 2017 Bonds to execute and deliver the following documents (collectively, the "Bond
Documents"):
(i) a Bond Agreement dated as of the Issue Date of the Bonds (the "Bond Agreement"), among the
Issuer, the Tenant and Security Bank of Kansas City, Kansas City, Kansas (the "Bank") prescribing
the terms and conditions of issuing and securing the Series 2017 Bonds;
(ii) a Lease dated as of the Issue Date of the Bonds (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.
D. The Issuer's governing body has found that under the provisions of K.S.A. 79-201a Twenty -
Fourth, the Project purchased or constructed with the proceeds of the Series 2017 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 often 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:
KMC\601000.70142\ORDINANCE
Section 1. Definition of Terms. All terms and phrases not otherwise defined in this Ordinance will
have the meanings set forth in the Bond Agreement 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 Bond
Agreement and the Lease.
Section 3. Authorization of and Security for the Bonds. The Issuer is authorized and directed to
issue the Series 2017 Bonds, to be designated "City of Bel Aire Kansas Taxable Industrial Revenue Bonds,
Series 2017 (EPIC Real Estate Development II, LLC)" in the aggregate principal amount not to exceed
$10,000,000, for the purpose of providing funds to pay the costs of the acquisition, construction and equipping
of the Project. The Series 2017 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 Bond Agreement. The Series 2017 Bonds will
be special limited obligations of the Issuer payable solely from the revenues derived from the Lease of the
Project. The Series 2017 Bonds will not be general 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 Bond Agreement. The Issuer is authorized to enter into the Bond
Agreement with the Bank and the Tenant in the form approved in this Ordinance. The Issuer will issue and
sell the Bonds and provide for payment of the Bonds and interest thereon from the revenues derived by the
Issuer under the Lease and other moneys as described in the Bond Agreement, all on the terms and conditions
in the Bond Agreement.
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. The proposed
sublease of the Project to EPIC Sports, a Nevada corporation (the "Subtenant") is approved by the Issuer.
Section 6. Execution of Bonds and Bond Documents. The Mayor of the Issuer is authorized and
directed to execute the Series 2017 Bonds and deliver them to the Bank for authentication on behalf of the
Issuer in the manner provided by the Act and in the Bond Agreement. 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 sign and deliver all other
documents, certificates or instruments 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 Series 2017 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 7. Property Tax Exemption. The Project will be exempt from ad valorem property taxes
for ten years, commencing in the calendar year after the calendar year in which the Series 2017 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 Board of Tax Appeals.
Section 8. 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 Series 2017 Bonds in accordance with K.S.A.
KMC\601000.70142\ORDINANCE
2
12-1744. The lien created by the pledge will be discharged when all of the Series 2017 Bonds are paid or
deemed to have been paid in accordance with the terms of the Bond Agreement.
Section 9. Authority To Correct Errors, Etc. The Mayor or member of the Issuer's
governing body authorized to exercise the powers and duties of the Mayor in the Mayor's absence, the City
Clerk and any Deputy City Clerk are hereby authorized and directed to make any alterations, changes or
additions in the instruments herein approved, authorized and confirmed which may be necessary to correct
errors or omissions therein or to conform the same to the other provisions of said instruments or to the
provisions of this Ordinance.
Section 10. 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 Series 2017 Bonds and the Bond Documents.
Section 1 1 . Effective Date. This Ordinance shall take effect after its passage by the governing body
of the Issuer, signature by the Mayor.
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PASSED by the governing body of the Issuer on November 7, 2017 and APPROVED AND
SIGNED by the Mayor.
(SEAL)
ATTEST:
ity Clerk
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KM C\601000.70142\ORD IN AN C E
(Signature Page to Bond Ordinance)
CERTIFICATE
I hereby certify that the attached copy is a true and correct copy of Ordinance No. 626 of the City of
Bel Aire, Kansas duly passed by the governing body, signed by the Mayor and published in the official City
newspaper on the respective dates stated in this ordinance, and that the signed original of such Ordinance is
on file in my office.
[SEAL]
KMC\601000.70142\ORDINANCE
i Clerk
(Clerk's Certificate)
(Published in The Ark Valley News on November 9, 2017)
SUMMARY OF ORDINANCE NO. 626
On November 7, 2017, the governing body of the City of Bel Aire, Kansas passed an ordinance
entitled:
AN ORDINANCE AUTHORIZING THE CITY OF BEL AIRE, KANSAS TO ISSUE ITS
TAXABLE INDUSTRIAL REVENUE BONDS, SERIES 2017 (EPIC REAL ESTATE
DEVELOPMENT II, LLC) FOR THE PURPOSE OF THE ACQUISITION,
CONSTRUCTION AND EQUIPPING OF A COMMERCIAL OFFICE, WAREHOUSE
AND DISTRIBUTION FACILITY; AND AUTHORIZING CERTAIN OTHER
DOCUMENTS AND ACTIONS IN CONNECTION THEREWITH.
The Ordinance authorizes the Issuer to issue its Taxable Industrial Revenue Bonds, Series 2017 (EPIC
Real Estate Development II, LLC) in the aggregate principal amount not to exceed $10,000,000 (the "Series
2017 Bonds"), for the purpose of paying the costs of the acquisition, construction and equipping of a
commercial office, warehouse and distribution facility (the "Project"), as more fully described in the Bond
Agreement and in the Lease authorized by the Ordinance. The Project will be leased by the Issuer to Epic
Real Estate Development II, L.L.C., a Kansas limited liability company. In connection with the issuance of
the Series 2017 Bonds, the Issuer approves a ten year exemption from ad valorem property taxes for the
Project.
A complete text of the Ordinance may be obtained or viewed free of charge at the office of the City
Clerk, City Hall, 7651 E. Central Park Avenue in the City of Bel Aire, Kansas. A reproduction of the
Ordinance is available for not less than 7 days following the publication date of this Summary at
http://www.belaireks.org/.
This Summary is hereby certified to be legally accurate and sufficient pursuant to the laws of the
State of Kansas.
DATED: November 7, 2017.