Cancelled Bonds ' J
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REGIST,RED REGISTERED
NUMBED 1 $130,000
a) 7
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Unless this certificate is presented by an authorized representative of The
Depository Trust Company, a New York Corporation ("DTC"), to the Issuer or its
agent for registration of transfer, exchange or payment, and any certificate issued is
registered in the name of Cede & Co. or in such other name as is requested by an
authorized representative of DTC (and any payment is made to Cede & Co. or to
such other entity as is requested by an authorized representative of DTC), ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
W OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the
0 registered owner hereof,Cede & Co.,has an interest herein.
Z
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W UNITED STATES OF AMERICA
O STATE OF KANSAS
0 COUNTY OF SALINE
X CITY OF SALINA, KANSAS
M GENERAL OBLIGATION INTERNAL IMPROVEMENT BOND
Z -U SERIES 2012-A
N D Interest Maturity Dated CUSH':
m Z Rate: 1.00% Date: October 1,2013 Date: July 15, 2012 794743 2M5
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REGISTERED OWNER: CEDE & CO.
PRINCIPAL AMOUNT: ONE HUNDRED THIRTYTHOUSAND DOLLARS
W KNOW ALL PERSONS BY THESE PRESENTS: That the City of Salina, in the County of
Z Saline, State of Kansas (the "Issuer'), for value received, hereby acknowledges itself to be indebted and
Z
p promises to pay to the Registered Owner shown above, or registered assigns, but solely from the source
and in the manner herein specified, the Principal Amount shown above on the Maturity Date shown
above, unless called for redemption prior to said Maturity Date, and to pay interest thereon at the Interest
Rate per annum shown above (computed on the basis of a 360-day year of twelve 30-day months), from
the Dated Date shown above, or from the most recent date to which interest has been paid or duly
providedlSor, payable semiannually on April I and October I of each year, commencing April 1, 2013
(the``Inteis:st Payment Dates"), until the Principal Amount has been paid.
Method endP;ace of Payment. The principal or redemption price of this Bond shall be paid at
I maturity or upon eafiier redemption to the person in whose name this Bond is registered at the maturity or
y, _-rederii iio`?date .`thereof, upon presentation and surrender of this Bond at the principal office of the
Treasurer:of tht LState of Kansas, Topeka, Kansas (the "Paying Agent' and 'Bond Registrar"). The
inter&,.Payable on thiw Bond on any Interest Payment Date shall be paid to the person in whose name this
Bond is`registereii.dn the registration books maintained by the Bond Registrar at the close of business on
the Record-Date(s) for such interest, which shail be the 15th day (whether or not a business day) of the
calendar month nest preceding the Interest Payment Date. Such interest shall be payable (a) by check' r
draft`h�aiiec by the Paying Agent to the address of such Registered Owner shown on the Bond . or
e .
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paragraph°oare subject to the condition dial the Issuei y with all requirements of the Internal
)
Revenue &de of 1986, as amended (the `Code" , that must be satisfied subsequent to the issuance of the
Bonds in order to preserve the exclusion of the interest on the Bonds,fnmi gross income for federal
income tax purposes. The Issuer has covenanted to comply with all of these requirements. Failure to
comply with certain of these requirements may cause interest on the Bonds to be included in gross income
for federal income tax purposes retroactive to the date of issuance of the Bonds. The Bonds are "qualified
tax-exempt obligations" within the meaning of Section 265(b)(3) of the Code, and, in the case of certain
financial institutions (within the meaning of Section 265(b)(5) of the Code), a deductionis allowed for 80
percent of that portion of such financial institution's interest expense allocable to interest on the Bonds.
We express no opinion regarding other federal tax consequences arising with respect to the Bonds.
4. The interest on the Bonds is exempt from income taxation by the State of Kansas.
We express no opinion regarding the accuracy, completeness or sufficiency of the Official
Statement or other offering material relating to the Bonds (except to the extent, if any, stated in the
Official Statement). Further, we express no opinion regarding tax consequences arising with respect to
the Bonds other than as expressly set forth in this opinion.
The rights of the owners of the Bonds and the enforceability thereof may be limited by
bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights
generally and by equitable principles, whether considered at law or in equity.
This opinion is given as of its date, and we assume no obligation to revise or supplement this
opinion to reflect any facts or circumstances that may come to our attention or any changes in law that
may occur after the date of this opinion.
GILMORE & BELL,P.C. '
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REGISTg;RED REGISTERED
NUMBER 2 • s 5140 000 2
Unless this certificate is presented by an authorized representative of The
Depository Trust Company, a New York Corporation ("DTC"), to the Issuer or its
agent for registration of transfer,exchange or payment, and any certificate issued is
registered in the name of Cede & Co. or in such other name as is requested by an -
authorized representative of DTC (and any payment is made to Cede & Co. or to
such other entity as is requested by an authorized representative of DTC), ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
CO , OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the
1 0 registered owner hereof,Cede& Co., has an interest herein.
Z
v
UNITED STATES OF AMERICA
• STATE OF KANSAS
Q COUNTY OF SALINE
7�
Ty _ LCITI-OESALINA 1 ANSU
RI g GENERAL OBLIGATION INTERNAL IMPROVEMENT BOND
Z SERIES 2012-A
Interest Maturity Dated CUSIP:
M Z Rate: 1.00% Date: October 1, 2014 Date: July 15, 2012 •194 �3;1�;j•"�
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Z7 REGISTERED OWNER: CEDE & CO. i t••• • •
PRINCIPAL AMOUNT: ONE HUNDRED FORTY THOUSAND DOLLARS ••••
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W KNOW ALL PERSONS BY THESE PRESENTS: That the City of Salina, in the Cbttt}• of
0 Saline, State of Kansas (the `Issuer"), for value received, hereby acknowledges itself to be indebw.d and
promises to pay to the Registered Owner shown above, or registered assigns, but solely from tf tnource
_ and in the manner herein specified, the Principal Amount shown above on the Maturity Date shown
above, unless called for redemption prior to said Maturity Date, and to pay interest thereon at the Interest
Rate per annum shown above (computed on the basis of a 360-day year of twelve 30-day months), from
the Dated Date shown above, or from the most recent date to which interest has been paid or duly
provided for, payable semiannually on April I and October 1 of each year, commencing April 1, 2013
(the"Interest Payment Dates"), until the Principal Amount has been paid.
Method and Place of Payment. The principal or redemption price of this Bond shall be paid at
maturity or upon earlier redemption to the person in whose name this Bond is registered at the maturity or
redemption date thereof, upon presentation and surrender of this Bond at the principal office of the
Treasurer of the State of Kansas, Topeka, Kansas (the "Paying Agent" and "Bond Registrar"). The
interest payable on this Bond on any Interest Payment Date shall be paid to the person in whose name this
Bond is registered on the registration books maintained by the Bond Registrar at the close of business on
the Record Date(s) for such interest, which shall be the 15th day (whether or not a business day) of the
calendar month next preceding the Interest Payment Date. Such interest shall be payable (a) by check or
draft mailed by the Paying Agent to the address of such Registered Owner shown on the Bond Register or
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at such otffer address as is furnished to the Paying Agent in writing by such Registered Owner; or (b) in
the case clan interest payment to Cede & Co. er anr Owner of$500;000 or more in aggregate principal
amount of Bonds by electronic transfer to such Owner upon written notice given to the Bond Registrar by
such Registered Owner, not less than 15 days prior to the Record Date for such interest, containing the
electronic transfer instructions including the bank, ABA routing number and account number to which
such Registered Owner wishes to have such transfer directed. The principal or redemption price of and
interest on the Bonds shall be payable in any coin or currency that, on the respective dates of payment
thereof, is legal tender for the payment of public and private debts. Interest not punctually paid will be
paid in the manner established in the within defined Bond Resolution.
Definitions. Capitalized terms used herein and not otherwise defined herein shall have the
meanings assigned to such terms in the hereinafter defined Bond Resolution.
Authorization of Bonds. This Bond is one of an authorized series of Bonds of the Issuer
designated "General Obligation Internal Improvement Bonds, Series 2012-A," aggregating the principal
amount of $2,365,000 (the "Bonds") issued for the purposes set forth in the Ordinance of the Issuer
authorizing the issuance of the Bonds and the Resolution of the Issuer prescribing the form and details of
the Bonds (collectively, the "Bond Resolution"). The Bonds are issued by the authority of and in full
compliance with the provisions, restrictions and limitations of the Constitution and laws of the State of
Kansas, including K.S.A. 12-6a01 et seq., as amended, and all other provisions of the laws of the State of
Kansas applicable thereto.
General Obligations. The Bonds constitute general obligations of the Issuer payable ast o,both
principal and interest in part from special assessments levied upon the property bgnefited,hk,tbe
construction of certain Improvements (as said term is described in the Bond Resojutiant and, if not so • •
paid, from ad valorem taxes which may be levied without limitation as to rate or &mount upo.•nN•the
taxable tangible property, real and personal, within the territorial limits of the IssuwJlgjbalanctetteing
payable from ad valorem taxes which may be levied without limitation as to rate or amount upclEalgthe
taxable tangible property, real and,personal, within the territorial limits of the Issuer. The•full fait i c1edit •
and resources of the Issuer are hereby pledged for the payment of the principal oi:ppti,enerest on this ••••
Bond and the issue of which it is a part as the same respectively become due.
••••
Redemption Prior to Maturity. The Bonds are subject to redemption prior to matvtit9, as .
follows:
Optional Redemption. At the option of the Issuer, Bonds maturing on October I in the years
2020, and thereafter, will be subject to redemption and payment prior to maturity on October 1, 2019, and
thereafter, as a whole or in part (selection of maturities and the amount of Bonds of each maturity to be
redeemed to be determined by the Issuer in such equitable manner as it may determine) at any time, at the
redemption price of 100%(expressed as a percentage of the principal amount), plus accrued interest to the
date of redemption.
Redemption Denominations. Whenever the Bond Registrar is to select Bonds for the purpose of
redemption, it shall, in the case of Bonds in denominations greater than a minimum Authorized
Denomination, if less than all of the Bonds then Outstanding are to be called for redemption, treat each
minimum Authorized Denomination of face value of each such Bond as though it were a separate Bond in
the denomination of a minimum Authorized Denomination.
Notice of Redemption. Notice of redemption, unless waived, shall be given by the Issuer to the
State Treasurer of Kansas, the Purchaser of the Bonds and to the Bond Registrar in accordance with the
Bond Resolution. The Issuer shall cause the Bond Registrar to notify each Registered Owner at the
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address naintained on the Bond Register, such notice to be given by mailing an official notice of
redemptio2by first class mail at least 30 days prior to the redemption date. Notice of redemption having
been given as aforesaid, the Bonds or portions of Bonds to be redeemed shall, on the redemption date,
become due and payable at the redemption price therein specified, and from and after such date (unless
the Issuer defaults in the payment of the redemption price), such Bonds or portions of Bonds shall cease
to bear interest.
Book-Entry System. The Bonds are being issued by means of a book-entry system with no
physical distribution of bond certificates to be made except as provided in the Bond Resolution. One
Bond certificate with respect to each date on which the Bonds are stated to mature or with respect to each
form of Bonds, registered in the nominee name of the Securities Depositor); is being issued and required
to be deposited with the Securities Depository and immobilized in its custody. The book-entry system
will evidence positions held in the Bonds by the Securities Depository's participants, beneficial
ownership of the Bonds in authorized denominations being evidenced in the records of such participants.
Transfers of ownership shall be effected on the records of the Securities Depository and its participants
pursuant to rules and procedures established by the Securities Depository and its participants. The Issuer
and the Bond Registrar will recognize the Securities Depository nominee, while the Registered Owner of
this Bond, as the owner of this Bond for all purposes. including (i) payments of principal of, and
redemption premium, if any, and interest on, this Bond, (ii)notices and (iii) voting. Transfer of principal,
interest and any redemption premium payments to participants of the Securities Depository, and transfer
of principal, interest and any redemption premium payments to beneficial owners of the Bonds by
participants of the Securities Depository will be the responsibility of such participants and other 6vetibees
of such beneficial owners. The Issuer and the Bond Registrar will not be responsible or liable for such
transfers of payments or for maintaining, supervising or reviewing the records maintained,6,the
Securities Depositor); the Securities Depository nominee, its participants or persons acsirr through.such
participants. While the Securities Depository nominee is the owner of this Bond, hot�vithstandi..z.the ••�•
provision hereinabove contained, payments of principal of, redemption premium, if any. s.nd int&CSt on • •
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this Bond shall be made in accordance with existing arrangements among the Issuer, the ;3ond '��,eiSt.-ar
and the Securities Depository. - • •
Transfer and Exchange. EXCEPT AS OTHERWISE PROVIDED••IN THE.•BOND
RESOLUTION, THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE BUT NOT•IN
PART, ONLY TO ANOTHER NOMINEE OF THE SECURITIES DEPOSITORY OR•TO A
SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR
SECURITIES DEPOSITORY. This Bond may be transferred or exchanged, as provided in the Bond
Resolution, only on the Bond Register kept for that purpose at the principal office of the Bond Registrar,
upon surrender of this Bond, together with a written instrument of transfer or authorization for exchange
satisfactory to the Bond Registrar duly executed by the Registered Owner or the Registered Owner's duly
authorized agent, and thereupon a new Bond or Bonds in any Authorized Denomination of the same
maturity and in the same aggregate principal amount shall be issued to the transferee in exchange therefor
as provided in the Bond Resolution and upon payment of the charges therein prescribed. The Issuer shall
pay all costs incurred in connection with the issuance, payment and initial registration of the Bonds and
the cost of a reasonable supply of bond blanks. The Issuer and the Paying Agent may deem and treat the
person in whose name this Bond is registered on the Bond Register as the absolute owner hereof for the
purpose of receiving payment of, or on account of, the principal or redemption price hereof and interest
due hereon and for all other purposes. The Bonds are issued in fully registered form in Authorized
Denominations.
Authentication. This Bond shall not be valid or become obligatory for any purpose or be
entitled to any security or benefit under the hereinafter defined Bond Resolution until the Certificate of
Authentication and Registration hereon shall have been lawfully executed by the Bond Registrar.
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FNIS HEREBY DECLARED AND CERTIFIED that all acts, conditions, and things required
to be done and to exist precedent to and in the issuance of this Bond have been properly done and
performed and do exist in due and regular form and manner as required by the Constitution and laws of
the State of Kansas, and that the total indebtedness of the Issuer, including this series of bonds, does not
exceed any constitutional or statutory limitation.
IN WITNESS WHEREOF, the Issuer has caused this Bond to be executed by the manual or
facsimile signature of its Mayor and attested by the manual or facsimile signature of its Clerk, and its seal
to be affixed hereto or imprinted hereon.
CITY OF SALINA,KANSAS
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By: /L,..—
Mayor �
ATTEST: .
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Clerk "•'
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CERTIFICATE OF AUTHENTICATION AND REGISTRATION
This Bond is one of a series of General Obligation Internal Improvement Bonds, Series 2012-A,
'of the City of Salina, Kansas, described in the within-mentioned Bond Resolution.
Registration Date JUL 2 6 2012
Office of the State Treasurer,
Topeka, Kansas,
as Bond Registrar and Paying Agent • -
By 6 ' i
Registration Number 0322-085-071512-425
CERTIFICATE OF CLERK • •
•••••
STATE OF KANSAS ) •
) SS. • • ••
• • • • • •
COUNTY OF SALINE ) •
The undersigned, Clerk of the City of Salina, Kansas, does hereby certify that the with*•Bend
has been duly registered in my office according to law as of July 15, 2012.
. .
• ••••
WITNESS my hand and official seal.
....
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.'/¢ teae fir/ ,(/iv
Clerk
CERTIFICATE OF STATE TREASURER
OFFICE OF THE TREASURER, STATE OF KANSAS
RON ESTES, Treasurer of the State of Kansas, does hereby certify,' that a transcript of the
proceedings leading up to the issuance of this Bond has been filed in the office of the State Treasurer, and
that this Bond was registered in such office according to law on JUL 2 6 202 .
WITNESS my hand and official seal.
0
(Seal) By: �� ��
Treasurer of the State of Kansas
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BOND ASSIGNMENT
FOR VALUE RECEIVED, the undersigned do(es) hereby sell, assign and transfer to
(Name and Address)
(Social Security or Taxpayer Identification No.)
the Bond to which this assignment is affixed in the outstanding principal amount of S
standing in the name of the undersigned on the books of the Bond Registrar. The undersigned do(es)
hereby irrevocably constitute and appoint as agent to transfer said Bond on the
books of said Bond Registrar with full power of substitution in the premises.
Dated
Name
Social Security or
Taxpayer Identification No. �....
Signature (Sign here exactly as name(s)
• •
appear on the face of Certificate)
Signature guarantee: : •
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° • LEGAL OPINION
The following is a true and correct copy of the approving legal opinion of Gilmore & Bell, P.C.,
Bond Counsel, which was dated and issued as of the date of original issuance and delivery of such Bonds:
GILMORE & BELL,P.C.
• Attorneys at Law
2405 Grand Boulevard
Suite 1100
Kansas City, Missouri 64108
Governing Body
City of Salina, Kansas
UMB Bank,N.A.
Kansas City, Missouri
Re: $2,365,000 General Obligation Internal Improvement Bonds, Series 2012-A, of
the City of Salina, Kansas, Dated July 15, 2012
•
We have acted as Bond Counsel in connection with the issuance by the City of Salina,Is.ansas
(the "Issuer"), of the above-captioned bonds (the `Bonds"). In this capacity we hatg eyamined jbc.,15w
and the certified proceedings, certifications and other documents that we deem nedesk:to render this ••••
opinion. Capitalized terms not otherwise defined herein shall have the meanings ascribed therejo itrwJte
resolution adopted by the governing body of the Issuer prescribing the details of the 6o➢dS: "'• • •
• • •
•
Regarding questions of fact material to our opinion, we have relied on the:crtifigd proceedings
and other certifications of public officials and others furnished to us without undertltjiggto verify them ••••
by independent investigation. •
••••
Based upon the foregoing, we are of the opinion, under existing law, as follows: ""
1. The Bonds have been duly authorized, executed and delivered by the Issuer and are valid
and legally binding general obligations of the Issuer.
2. The Bonds are payable as to both principal and interest in part from special assessments
levied upon the property benefited by the construction of certain improvements and, if not so paid, from
ad valorem taxes which may be levied without limitation as to rate or amount upon all the taxable tangible
property, real and personal, within the territorial limits of the Issuer. The balance of the principal and
interest on the Bonds is payable from ad valorem taxes which may be levied without limitation as to rate
or amount upon all the taxable tangible property, real and personal, within the territorial limits of the
Issuer. The Issuer is required by law to include in its annual tax levy the principal and interest coming
due on the Bonds to the extent that necessary funds are not provided from other sources.
3. The interest on the Bonds (including any original issue discount properly allocable to an
owner of a Bond) is: (a)excluded from gross income for federal income tax purposes; and(b)not an item
of tax preference for purposes of the federal alternative minimum tax imposed on individuals and
corporations, but is taken into account in determining adjusted current earnings for the purpose of
computing the alternative minimum tax imposed on certain corporations. The opinions set forth in this
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paragraphre subject to the condition that the Issuer comply with all.requirements of the Internal
Revenue (°de of 1986, as amended (the "Code"), that must be satisfied subsequent to the issuance of the
Bonds in order to preserve the exclusion of the interest on the Bonder gross income for federal
income tax purposes. The Issuer has covenanted to comply with all of these requirements. Failure to
comply with certain of these requirements may cause interest on the Bonds to be included in gross income
for federal income tax purposes retroactive to the date of issuance of the Bonds. The Bonds are"qualified
tax-exempt obligations" within the meaning of Section 265(6)(3) of the Code, and, in the case of certain
financial institutions (within the meaning of Section 265(6)(5) of the Code), a deduction is allowed for 80
percent of that portion of such financial institution's interest expense allocable to interest on the Bonds.
We express no opinion regarding other federal tax consequences arising with respect to the Bonds.
4. The interest on the Bonds is exempt from income taxation by the State of Kansas.
We express no opinion regarding the accuracy, completeness or sufficiency of the Official
Statement or other offering material relating to the Bonds (except to the extent, if any, stated in the
Official Statement). Further, we express no opinion regarding tax consequences arising with respect to
the Bonds other than as expressly set forth in this opinion.
The rights of the owners of the Bonds and the enforceability thereof may be limited by
bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting creditors' rights
generally and by equitable principles, whether considered at law or in equity.
• •
This opinion is given as of its date, and we assume no obligation to revise or suppler ienyhis
opinion to reflect any facts or circumstances that may come to our attention or any fhapges in•I I,‘;Oat
may occur after the date of this opinion. • •
• • • • •
••
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GILMORE & BELL, P.C. = •
• •
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eeelm
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