18-10931 Downtown Hotel Issue IRB Series 2018 Sales Tax Exemption Only • (Summary published in The Salina Journal on April 5 . 2018)
(Posted on the City of Salina website from April 3 to I"I , 2018)
ORDINANCE NO. 18-10931
inn AN ORDINANCE AUTHORIZING THE CITY OF SALINA, KANSAS, TO ISSUE
INDUSTRIAL REVENUE BONDS (LIGHTHOUSE PROPERTIES HI, INC.
PROJECT), SERIES 2018, IN A PRINCIPAL AMOUNT NOT TO EXCEED
521,000,000, FOR THE PURPOSE OF PROVIDING FUNDS TO PAY THE COST OF
ACQUIRING, PURCHASING, CONSTRUCTING, INSTALLING, FURNISHING
AND EQUIPPING COMMERCIAL HOTEL AND RELATED FACILITIES,
INCLUDING LAND, BUILDINGS, STRUCTURES, IMPROVEMENTS, FIXTURES,
MACHINERY AND EQUIPMENT; AUTHORIZING THE CITY TO ENTER INTO
CERTAIN DOCUMENTS AND ACTIONS IN CONNECTION WITH THE ISSUANCE
OF SAID BONDS (SALES TAX EXEMPTION ONLY).
WHEREAS, the City of Salina. Kansas, the "Issuer"), is authorized pursuant to the provisions of
K.S.A. 12-1740 to 12-1749d, inclusive, as amended (the "Act"), to acquire, purchase, construct, install, furnish
and equip certain commercial and industrial facilities; and to issue industrial revenue bonds for the purpose of
paying the cost of such facilities, and to lease such facilities to private persons, firms or corporations; and
WHEREAS, the governing body of the Issuer has heretofore and does now find and determine 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(Lighthouse Properties
III, Inc. Project), Series 2018 (the "Bonds"), in a principal amount not to exceed 521,000,000, for the purpose
of acquiring, purchasing, constructing, installing, furnishing and equipping an approximately 113-room
commercial hotel facility and related facilities for Lighthouse Properties III, Inc., a Kansas corporation (the
"Company"), including land, buildings, structures, improvements, fixtures, machinery and equipment to be
located at the Northeast corner of Santa Fe Avenue and Mulberry Street in Salina, Kansas(the"Project"); and
WHEREAS, the Bonds will be issued under a Bond Trust Indenture dated as of the date set forth
therein (the "Indenture"), by and between the Issuer and Security Bank of Kansas City, as Trustee (the
"Trustee"); and
WHEREAS, the Company will lease the Project to the Issuer pursuant to the Base Lease Agreement
dated as of the date set forth therein(the "Base Lease Agreement") between the Company and the Issuer; and
WHEREAS, simultaneously with the execution and delivery of the Indenture, the Issuer will enter into
a Lease Agreement dated as of the date set forth therein(the"Lease Agreement"), by and between the Issuer,as
lessor, and the Company, as lessee, pursuant to which the Project will be acquired, constructed and equipped
and pursuant to which the Issuer will lease the Project to the Company, and the Company will agree to pay the
rental payments due under the Lease Agreement sufficient to pay the principal of and premium, if any, and
interest on, the Bonds; and
WHEREAS, the governing body of the Issuer further finds and determines that it is necessary and
desirable in connection with the issuance of these bonds that the Issuer enter into certain agreements; and that
the Issuer take certain other actions and approve the execution of certain other documents as herein provided;
NOW, THEREFORE, BE IT ORDAINED BY THE GOVERNING BODY OF THE CITY OF
SALLNA, KANSAS,AS FOLLOWS:
Section 1. Authorization for the Acquisition, Purchase, Construction, Installation,
Furnishing and Equipping of the Project. The Issuer is hereby authorized to provide for the acquisition,
purchase, construction, installation, furnishing and equipping of the Project, all in the manner and as more
1 particularly described in the Indenture and the Lease hereinafter authorized.
Section 2. Authorization of and Security for the Bonds. The Issuer is hereby authorized to
issue and sell the Bonds in a principal amount not to exceed $21,000,000 (the "Bonds"), for the purpose of
providing funds to pay the cost of acquiring, purchasing, constructing, installing, furnishing and equipping the
Project. The Bonds shall be issued and secured pursuant to the herein authorized Indenture and shall bear such
date, shall mature at such time, shall be in such denominations, shall bear interest at such rates, shall be in such
form, shall be subject to redemption and other terms and conditions, and shall be issued in such manner, subject
to such provisions, covenants and agreements, as are set forth in the Indenture. The Bonds shall be payable
solely out of the rents, revenues and receipts derived by the Issuer from the Project, and the Project and the net
earnings derived by the Issuer from the Project shall be pledged and assigned to the Trustee as security for
payment of the Bonds as provided in the Indenture.
Section 3. Authorization of Documents. The Issuer is hereby authorized to enter into the
following documents, in substantially the forms presented to and reviewed by the governing body of the Issuer
(copies of which documents, upon execution thereof, shall be filed in the office of the Clerk of the Issuer), with
such changes therein as shall be approved by the officers of the Issuer executing such documents (the "Bond
Documents"), such officers' signatures thereon being conclusive evidence of their approval thereof:
(a) Trust Indenture, between the Issuer and the Trustee;
(b) Base Lease Agreement, between the Company and the Issuer;
(c) Lease Agreement, between the Issuer and the Company; and
(d) Bond Purchase Agreement dated the date set forth therein, among the Issuer, the
Company and the Company, as Purchaser.
Section 4. Execution of Bond and Documents. The Mayor of the Issuer is hereby authorized
and directed to execute the Bonds and to deliver the Bonds to the Trustee for authentication for and on behalf of
and as the act and deed of the Issuer in the manner provided in the Indenture. The Mayor or Vice-Mayor of the
Issuer is hereby authorized and directed to execute the Bonds, the Bond Documents and such other documents,
certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this
Ordinance, for and on behalf of and as the act and deed of the Issuer. The Clerk of the Issuer is hereby
authorized and directed to attest to and affix the seal of the Issuer to the Bonds, the Bond Documents and such
other documents, certificates and instruments as may be necessary.
Section 5. Pledge of the Project and Net Lease Rentals. The Issuer hereby pledges the Project
and the net rentals generated under the Lease Agreement 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 are paid or deemed to
have been paid under the Indenture
Section 6. Further Authority. The Issuer shall, and the officers, employees and agents of the
Issuer and the Issuer's Bond Counsel, Gilmore & Bell, P.C. are hereby authorized and directed to, take such
action, 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 Issuer with respect to the Bonds and the Bond Documents.
Section 7. Effective Date. This Ordinance shall take effect and be in force from and after its
passage by the governing body, approval by the Mayor or Vice-Mayor and publication of the Ordinance or a
summary thereof in the official Issuer newspaper.
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•
PASSED by the governing body of the City of Salina, Kansas on April 2, 2018 and APPROVED
AND SIGNED by the Mayor or Vice-Mayor.
Karl F. Ryan, Mayor
8 [SEAL]
ATTEST:
0
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^lIaI401;. Olga
Shandi Wicks, CMC, City Clerk
APPROVED AS TO FORM:
ems-• Bengtson, Q,Attorne-'
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[Published in The Salina Journal on A pY i I 5 . 2018.]
SUMMARY OF ORDINANCE NO. 18-10931
On April 2, 2018, the governing body of the City of Salina. Kansas passed an ordinance entitled:
AN ORDINANCE AUTHORIZING THE CITY OF SALINA, KANSAS, TO ISSUE
INDUSTRIAL REVENUE BONDS (LIGHTHOUSE PROPERTIES III, INC.
Ti
PROJECT), SERIES 2018, IN A PRINCIPAL AMOUNT NOT TO EXCEED
S21,000,000, FOR THE PURPOSE OF PROVIDING FUNDS TO PAY THE COST OF
ACQUIRING, PURCHASING, CONSTRUCTING, INSTALLING, FURNISHING
AND EQUIPPING COMMERCIAL HOTEL AND RELATED FACILITIES,
INCLUDING LAND, BUILDINGS, STRUCTURES, IMPROVEMENTS, FIXTURES,
MACHINERY AND EQUIPMENT; AUTHORIZING THE CITY TO ENTER INTO
CERTAIN DOCUMENTS AND ACTIONS IN CONNECTION WITH THE ISSUANCE
OF SAID BONDS(SALES TAX EXEMPTION ONLY).
The Bonds approved by the Ordinance are being issued in the maximum principal amount of
$21,000,000, for the purpose of acquiring, constructing, furnishing and equipping commercial hotel facilities
for Lighthouse Properties 111 Inc., a Kansas corporation, and constitute limited obligations of the City payable
solely from the sources and in the manner as provided in the Indenture, and shall be secured by a transfer,
pledge and assignment of and a grant of a security interest in the Trust Estate(as defined in the Indenture)to the
Trustee and in favor of the owners of the Series 2018 Bonds, as provided in the Indenture. A complete text of
the Ordinance may be obtained or viewed free of charge at the office of the City Clerk, 300 West Ash Street,
Salina, Kansas 67402. A reproduction of the Ordinance is available for not less than 7 days following the
publication date of this Summary at Nv .w.salina-ks.gov.
This Summary is hereby certified to be legally accurate and sufficient pursuant to the laws of the
State of Kansas.
DATED: April 2- . 2018.
/s/Greg Bengtson
Greg A. Bengtson, City Attorney
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