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HomeMy Public PortalAboutOrd 627 Amend to PILOT Agreements Taxable IRBs Series 2014 & 2015GILMORE & BELL, P.C. November 14, 2017 ORDINANCE NO. 627 OF THE CITY OF BEL AIRE, KANSAS RELATING TO $2,800,000 TAXABLE INDUSTRIAL $5,500,000 TAXABLE INDUSTRIAL REVENUE BONDS REVENUE BONDS SERIES 2014 SERIES 2015 (WICHITA HOOPS, LLC) KMC\601000.70137\ORDIN AMENDING PILOTS (Published in the Ark Valley News, November 23, 2017) ORDINANCE NO. 627 AN ORDINANCE AUTHORIZING AN AMENDMENT TO AGREEMENTS FOR PAYMENT IN LIEU OF TAXES FOR A PROPERTY TAX ABATEMENT RELATING TO THE CITY OF BEL AIRE, KANSAS TAXABLE INDUSTRIAL REVENUE BONDS, SERIES 2014 AND SERIES 2015 (WICHITA HOOPS, LLC) ISSUED FOR THE PURPOSES OF ACQUIRING, CONSTRUCTING, FURNISHING AND EQUIPPING A SPORTS FACILITY; AND AUTHORIZING THE EXECUTION OF DOCUMENTS NECESSARY OR DESIRABLE TO EFFECT THE TRANSACTION CONTEMPLATED HEREBY. 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. B. The Issuer issued its Taxable Industrial Revenue Bonds, Series 2014 (Wichita Hoops, LLC) dated as of their issue date in an aggregate principal amount not exceeding $2,800,000 and its Taxable Industrial Revenue Bonds, Series 2015 (Wichita Hoops, LLC) dated as of their issue date in an aggregate principal amount not exceeding $5,500,000 (collectively, the "Bonds"), for the purpose of paying the costs of acquiring, constructing, furnishing and equipping a sports facility (the "Project") for lease to Wichita Hoops, LLC (the "Tenant"). C. The Issuer granted an abatement from property taxation of ten (10) years on all property purchased with proceeds of the Bonds, subject to Agreements for Payment in Lieu of Taxes for each series of Bonds. The Tenant has petitioned the Issuer to modify the percentages of payments to be made in lieu of taxes for the calendar years commencing in 2018 and continuing for each year that the Project is exempt from ad valorem taxation. The Bonds remain outstanding as of the date of this Ordinance and are owned by the Tenant. 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 Bond Agreement and the Lease. Section 2. Amended Payment in Lieu of Taxes. The Project will continue to be exempt from ad valorem property taxes, subject to the conditions set forth in the Amended Agreements for Payment in Lieu of Taxes in the following percentages of ad valorem taxes other payable in respect of the Project: KMC\601000.70137\ORDIN AMENDING PILOTS Year Series 2014 Bonds Series 2015 Bond Period 1 Series 2015 Bonds Period 2 2018 0% 0% 0% 2019 0% 0% 0% 2020 15% 0% 0% 2021 25% 15% 15% 2022 50% 25% 25% 2023 70% 50% 50% 2024 90% 70% 70% 2025 N/A 90% 90% 2026 N/A N/A 90% The Issuer is authorized to enter into the Agreements for Payment in Lieu of Taxes (Amended as of November 21, 2017) in substantially the forms presented for review prior to passage of this ordinance. Section 3. 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 Issuer's duties with respect to the Bonds. Section 4. 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 and APPROVED AND SIGNED by the Mayor of the City of Bel Aire, Kansas this 21st day of November, 2017. [SEAL] Attest: City Clerk KMC\601000.70137\ORDIN AMENDING PILOTS fi Mayor 2 ************** CERTIFICATE OF COPY I hereby certify that the attached copy is a true and correct copy of Ordinance No. 627 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] City Clerk KMC\601000.70137\ORDIN AMENDING PILOTS 3 SERIES 2014 TAXABLE INDUSTRIAL REVENUE BONDS AGREEMENT FOR PAYMENT IN LIEU OF TAXES (AMENDED AS OF NOVEMBER 21, 2017) This Amending Agreement, is entered into as of November 21, 2017 between the City of Bel Aire, Kansas (the "Issuer") and Wichita Hoops, LLC (the "Tenant"); WITNESSETH THAT: 1. Tax Exemption; Payment in Lieu of Taxes. The Issuer previously issued its Taxable Industrial Revenue Bonds (Wichita Hoops, LLC), Series 2014, in the principal amount of not to exceed $2,800,000 (the "Bonds") to finance the acquisition, construction, furnishing and equipping of a sports facility (the "Project") leased by the Issuer to the Tenant. On November 13, 2015, the State Board of Tax Appeals granted the Issuer and Tenant's application for an exemption from ad valorem property taxes for a period of 10 years, commencing with the calendar year 2015. The Tenant has requested, and the Issuer agrees, to amend the amounts of the payments to be made in lieu of Tenant paying ad valorem property taxes for the portion of the Project acquired, purchased or constructed with the proceeds of the Bonds. The continued exemption from ad valorem property taxes is conditioned on the Tenant making payments in lieu of ad valorem property taxes in the amounts specified herein, in the manner provided for herein. 2. Amount of Payments; Place of Payment. In lieu of general ad valorem property taxes on the Project for the calendar years of the exemption from ad valorem property taxes, other than special assessments levied on account of special benefits, the Tenant shall pay by separate check to the Treasurer of Sedgwick County, Kansas, or other appropriate office as directed by the Issuer, on or before December 20 in each of the years, with the privilege of half payment as provided by law for general ad valorem taxes, a payment in lieu of taxes, the total amount of which is specified below, to be distributed as and for a part of the general ad valorem tax collections for all taxing subdivisions in which the Project is located. The total amount of such payments shall be determined as follows: Year Payment in Lieu of Taxes 2015 0% 2016 20% 2017 30% 2018 0% 2019 0% 2020 15% 2021 25% 2022 50% 2023 70% 2024 90% (expressed as a percentage of ad valorem tax otherwise payable in respect of the Project) The amount of such payment in lieu of taxes will be determined in the same manner and according to the same statutory procedure as general ad valorem taxes, real and personal, as the case may be, are determined, using the valuations determined by the Sedgwick County Appraiser's office. Such payments shall be distributed to all applicable taxing subdivisions in Sedgwick County as provided in K.S.A. 12-1742. 3. Reduction of Payment for Actual Taxes Paid. The annual amount to be paid pursuant to Paragraph 2 above shall be reduced (but not below zero) by any actual ad valorem tax payments paid in KMC\601000.069\2014 PILOT Amendment respect of the real property constituting a part of the Project by or on behalf of the Tenant for any given year (other than special assessments). 4. Special Assessments. Any special assessments levied against the real property portion of the Project, if any, shall not abate and shall continue to be the obligation of the Tenant, payable in the manner provided by law. 5. Failure to Make Payment in Lieu of Taxes. Should the Tenant fail to make the payments required above, penalties and/or interest will be assessed against the Tenant by the Sedgwick County Treasurer in accordance with applicable state laws relating to late tax payments. If the Tenant fails to make a payment required by this Agreement and such failure shall continue for one year, this Agreement shall be deemed terminated effective as of December 20 in the year such payment was originally due, and Tenant agrees that from and after such termination date, it shall pay in full the regular amount of ad valorem real estate and personal property taxes on the property constituting the Project. 6. Counterparts. This Agreement may be executed simultaneously and several counterparts, each of which shall be deemed to be an original and all of which shall constitute the same instrument. 7. Transferability. The benefits of this Agreement may be transferred to any assignee of the Lease of the Project made in accordance with the provisions of the Lease between the Issuer and the Tenant. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] KMC\601000.069\2014 PILOT Amendment 2 IN WITNESS WHEREOF, the Issuer has caused this Agreement to be signed by a duly authorized official, such signature to be attested by a duly authorized officer and its official seal to be applied, and the Tenant has caused this Agreement to be signed on its behalf by a duly authorized officer, such signature attested by a duly authorized officer, and its corporate seal (if any) to be applied, as of the day and year first above written. CITY OF BEL AIRE, KANSAS By: [SEAL] ATTEST: Stacey Cook,, ity Clerk KMC\60I000.069\20I4 PILOT Amendment David Qstin, Mayor 3 Evan P. McCorry Manager WICHITA HOOPS, LLC KMC\601000.069\2014 PILOT Amendment 4 SERIES 2015 TAXABLE INDUSTRIAL REVENUE BONDS AGREEMENT FOR PAYMENT IN LIEU OF TAXES (AMENDED AS OF NOVEMBER 21, 2017) This Amending Agreement, is entered into as of November 21, 2017 between the City of Bel Aire, Kansas (the "Issuer") and Wichita Hoops, LLC (the "Tenant"); WITNESSETH THAT: 1. Tax Exemption; Payment in Lieu of Taxes. The Issuer previously issued its Taxable Industrial Revenue Bonds (Wichita Hoops, LLC), Series 2015, in the principal amount of not to exceed $5,500,000 (the "Bonds") to finance the acquisition, construction, furnishing and equipping of additions to an existing sports facility (the "Project") leased by the Issuer to the Tenant. The Issuer and Tenant have submitted to the State Board of Tax Appeals an application for an exemption from ad valorem property taxes for a period of 10 years, commencing with the calendar year 2016. The Tenant has requested, and the Issuer agrees, to amend the amounts of the payments to be made in lieu of Tenant paying ad valorem property taxes for the portion of the Project acquired, purchased or constructed with the proceeds of the Bonds. The continued exemption from ad valorem property taxes is conditioned on the Tenant making payments in lieu of ad valorem property taxes in the amounts specified herein, in the manner provided for herein. 2. Amount of Payments; Place of Payment. In lieu of general ad valorem property taxes on the Project for the calendar years of the exemption from ad valorem property taxes, other than special assessments levied on account of special benefits, the Tenant shall pay by separate check to the Treasurer of Sedgwick County, Kansas, or other appropriate office as directed by the Issuer, on or before December 20 in each of the years, with the privilege of half payment as provided by law for general ad valorem taxes, a payment in lieu of taxes, the total amount of which is specified below, to be distributed as and for a part of the general ad valorem tax collections for all taxing subdivisions in which the Project is located. The total amount of such payments shall be determined as follows: Year Payment in Lieu of Taxes 2016 0% 2017 0% 2018 0% 2019 0% 2020 0% 2021 15% 2022 25% 2023 50% 2024 70% 2025 90% 2026 90% (expressed as a percentage of ad valorem tax otherwise payable in respect of the 2015 Project) Section 3. Abatement Periods. (a) Abatement Period No. I. The portion of the Project financed with the proceeds of the Series 2015 Bonds issued on the Issue Date (the "2015 Project") shall be exempt from ad valorem property taxes beginning in 2016 and continuing through 2025. KMC\601000.70137\2015 PILOT Amendment (b) Abatement Period No. 2. The portion of the Project financed with the proceeds of the Series 2015 Bonds issued in 2016 upon completion of the Project (the "2016 Project") shall be exempt from ad valorem property taxes beginning in 2017 and continuing through 2026. In all cases, the amount of such payment in lieu of taxes will be determined in the same manner and according to the same statutory procedure as general ad valorem taxes, real and personal, as the case may be, are determined, using the valuations determined by the Sedgwick County Appraiser's office. Such payments shall be distributed to all applicable taxing subdivisions in Sedgwick County as provided in K.S.A. 12-1742. 4. Reduction of Payment for Actual Taxes Paid. The annual amount to be paid pursuant to Paragraph 2 above shall be reduced (but not below zero) by any actual ad valorem tax payments paid in respect of the real property constituting a part of the Project by or on behalf of the Tenant for any given year (other than special assessments). 5. Special Assessments. Any special assessments levied against the real property portion of the Project, if any, shall not abate and shall continue to be the obligation of the Tenant, payable in the manner provided by law. 6. Failure to Make Payment in Lieu of Taxes. Should the Tenant fail to make the payments required above, penalties and/or interest will be assessed against the Tenant by the Sedgwick County Treasurer in accordance with applicable state laws relating to late tax payments. If the Tenant fails to make a payment required by this Agreement and such failure shall continue for one year, this Agreement shall be deemed terminated effective as of December 20 in the year such payment was originally due, and Tenant agrees that from and after such termination date, it shall pay in full the regular amount of ad valorem real estate and personal property taxes on the property constituting the Project. 7. Approval of Exemption. This Agreement is conditioned on the issuance by the Board of Tax Appeals of the State of Kansas of an order exempting the bond -financed portion of the Project from ad valorem taxation in accordance with Kansas law, including particularly K.S.A. 79-201a Second and Twenty - Fourth. 8. Counterparts. This Agreement may be executed simultaneously and several counterparts, each of which shall be deemed to be an original and all of which shall constitute the same instrument. 9. Transferability. The benefits of this Agreement may be transferred to any assignee of the Lease of the Project made in accordance with the provisions of the Lease between the Issuer and the Tenant. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] KMC\601000.70137\2015 PILOT Amendment 2 IN WITNESS WHEREOF, the Issuer has caused this Agreement to be signed by a duly authorized official, such signature to be attested by a duly authorized officer and its official seal to be applied, and the Tenant has caused this Agreement to be signed on its behalf by a duly authorized officer, such signature attested by a duly authorized officer, and its corporate seal (if any) to be applied, as of the day and year first above written. CITY OF BEL AIRE, KANSAS By: David Austin, Mayor [SEAL] ATTEST: Stacey Cook -City Clerk KMC\601000.70137\2015 PILOT Amendment 3 WICHITA HOOPS, LLC ////yEvan P. McCorry Manager KMC\601000.70137\2015 PILOT Amendment