89-9346 IRB Salina Regional CtrORDINANCE NO. 89-9346
ORDINANCE AUTHORIZING THE CITY OF SALINA, KANSAS, TO ISSUE ITS
HOSPITAL REVENUE BONDS (ASBURY-SALINA REGIONAL MEDICAL CENTER,
INC. PROJECT), SERIES 1989, FOR THE PURPOSE OF PURCHASING,
CONSTRUCTING, IMPROVING, EQUIPPING, ENLARGING AND REMODELING A
HOSPITAL FACILITY AND APPROVING A LEASE AGREEMENT, A BOND TRUST
INDENTURE, A BOND PURCHASE AGREEMENT, A PRELIMINARY OFFICIAL
STATEMENT AND AN OFFICIAL STATEMENT AND CERTAIN OTHER MATTERS
RELATED THERETO.
WHEREAS, the City of Salina, Kansas (the "City"), is a
municipal corporation duly organized and existing under the laws
of the State of Kansas; and
WHEREAS, the City is authorized under K.S.A. 12-1740 et
sec., as amended (the "Act"), to issue revenue bonds to provide
for the purchase, construction, extension and improvement of
projects authorized under the Act; and
WHEREAS, the City Commissioners of the City find and
determine that it is desirable in order to promote, stimulate and
develop the general welfare and economic prosperity of the State
of Kansas and the City and its people that the City take the
following actions:
1. Issue its Hospital Revenue Bonds (Asbury -Salina
Regional Medical Center, Inc. Project), Series 1989 (the
"Bonds"), for the purpose of purchasing, constructing,
improving, equipping, enlarging and remodeling a facility
for use for hospital purposes for Asbury -Salina Regional
Medical Center, Inc., a Kansas not-for-profit corporation
(the "Corporation"), (the "Project");
2. Enter into a Lease Agreement (the "Lease"), with the
Corporation, under which the City will lease the project to
the Corporation upon the terms and conditions set forth in
the Lease;
3. Enter into a Bond Trust Indenture (the "Bond
Indenture"), with Bank IV Wichita, N.A., Wichita, Kansas, as
trustee (the "Bond Trustee"), under which the City will
pledge and assign substantially all of its interest in the
Lease to the Bond Trustee to secure the payment of the
Bonds;
4. Enter into a Bond Purchase Agreement (the "Bond
Purchase Agreement"), among the City, Ziegler Securities, a
division of B. C. Ziegler and Company, and the Corporation,
under which the City agrees to sell the Bonds to Ziegler
Securities;
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5. Enter into an Arbitrage Regulation Agreement (the
"Arbitrage Regulation Agreement"), among the Corporation,
the Issuer and the Bond Trustee, whereby the parties thereto
agree to invest the proceeds of the Bonds and certain other
funds in accordance with the terms specified therein and
rebate certain profits therefrom to the United States; and
6. Execute a Special Warranty Deed (the "Deed")
whereby the City conveys the hospital facility subject to
the Lease Agreement, dated as of August 1, 1977, between the
City and the Corporation, to the Corporation.
7. Enter into an Escrow Agreement (the "Escrow
Agreement"), among the City, the Corporation and First Bank
& Trust Co., whereby the City establishes an escrow fund for
the purpose of defeasing the City's Hospital Refunding and
Improvement Revenue Bonds (the Asbury Hospital Association)
Series 1977.
8. Approve a Preliminary Official Statement (the
"Preliminary Official Statement") respecting the Bonds and a
final Official Statement (the "Official Statement")
respecting the Bonds;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY
COMMISSIONERS OF THE CITY OF SALINA, KANSAS AS FOLLOWS:
Section 1. Authorization of and Security for the
Bonds. The City is hereby authorized to issue and sell the Bonds
for the purpose described above in the aggregate principal
amount, with maturities, interest rates, redemption provisions
and subject to such provisions, covenants and agreements, as are
set forth in the Bond Indenture and Schedule 1 hereto.
The principal of and premium, if any, and interest on
the Bonds shall be limited and special obligations of the City
payable solely out of the rents, revenues and receipts derived by
the City pursuant to the Lease.
Section 2. Form of Bonds. The City shall issue the
Bonds in substantially the form submitted to and reviewed by the
City on the date hereof and as set forth in the Bond Indenture,
with such changes therein as shall be approved by the Mayor of
the City, the Mayor's signature thereon, whether manual or
facsimile, to be conclusive evidence of the Mayor's approval
thereof.
Section 3. Execution and Authentication of Bonds. The
Mayor of the City is hereby authorized and directed to execute
the Bonds on behalf of and as the act and deed of the City. The
City Clerk of the City is hereby authorized and directed to cause
the City's seal to be affixed thereto or printed thereon and to
attest said seal, all in the manner provided :in the Bond
Indenture. Said officers are he..,-eby further authorized and
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directed to deliver the Bonds on behalf of the City to the Bond
Trustee for authentication in accordance with the Bond Indenture.
Section 4. Approval of Documents. The Bond Indenture,
the Lease, the Bond Purchase Agreement, the Escrow Agreement and
the Deed are hereby approved in substantially the form submitted
to and reviewed by the City on the date hereof and as attached
hereto, with such changes therein as shall be approved by the
Mayor, his execution thereof to be conclusive evidence of such
approval.
The Mayor of the City is hereby authorized and directed
to execute and deliver the Bond Indenture, the Lease, the Bond
Purchase Agreement, the Escrow Agreement and the Deed on behalf
of and as the act and deed of the City. The City Clerk to the
extent the City Clerk deems it necessary or appropriate, is
hereby authorized to affix the City's seal thereto and to attest
said seal, but the omission of the affixing of the City's seal
thereto shall not impair the validity, binding effect or
enforceability of said documents or of the execution and delivery
thereof on behalf of the City.
Section 5. Approval of Preliminary Official Statement
and Official Statement. The Preliminary Official Statement, a
copy of which has been submitted to and reviewed by the City on
the date hereof and is attached hereto, and the final Official
Statement, in substantially the form of the Preliminary Official
Statement, and the public distribution of the same by the
purchaser of the Bonds is hereby approved. The Mayor of the City
is hereby authorized and directed to execute and deliver the
final Official Statement on behalf of the City with such changes
therein or amendments or supplements thereto as he shall approve,
said execution thereof to be conclusive evidence of such
approval. The City has not participated in the preparation of
the Preliminary Official Statement or the final Official
Statement and has not verified the accuracy of the information
therein, other than information respecting the City.
Accordingly, such approvals do not constitute approval by the
City of such information or a representation by the City as to
the completeness or accuracy of the information contained
therein.
Section 6. Further Authority. The City shall, and the
officers and agents of the City 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
resolution and to carry out, comply with and perform the duties
of the City with respect to the Bonds and the documents approved
by this ordinance.
Section 7. Effective Date. This ordinance shall take
effect and be in full force from and after its passage by the
City Commissioners and its publication in the official newspaper
of the City.
PASSED AND APPROVED by the City Commissioners of the
City of Salina, Kansas this 28th day of September, 1989.
[SEAL]
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ATTEST:
-A o-, u-#-L,,c
Ci y Clerk
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Kuhn -Cox Priming — Sabina. Kansas
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SCHEDULE 1
CITY OF SALINA, KANSAS
HOSPITAL REVENUE BONDS
(ASBURY-SALINA REGIONAL MEDICAL CENTER, INC. PROJECT)
SERIES 1989
I. Principal Amount., Interest Rates and Maturities Bond
Indenture, Section 2.02) -
A. Aggregate Principal Amount: $16,100,000
B. Interest Rates and Maturities:
Term Bonds
October 1 Principal Interest
of the Year Amount Rate
2014 $ 13,060,000 7.40%
II. Ootional Redemption .(Bond Indenture, Section 3.01)
Redemption Date
tDates Inclusivei Redem tion Price
October 11 1999 to September 30, 2000 102%
October 1, 2000 to September 30, 2001 101%
October 11 2001 and thereafter 100%
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Serial Bonds
October 1
Principal
Interest
of the Year
Amount
Rate
1992
$ 300,000
6.25%
1993
320,000
6.35%
1994
340,000
6.45%
1995.
365,000
6.55%
1996
390,000
6.65%
X997
415,000
6.75%
1998
440,000
6.85%
1999
470,000
6.90%
Term Bonds
October 1 Principal Interest
of the Year Amount Rate
2014 $ 13,060,000 7.40%
II. Ootional Redemption .(Bond Indenture, Section 3.01)
Redemption Date
tDates Inclusivei Redem tion Price
October 11 1999 to September 30, 2000 102%
October 1, 2000 to September 30, 2001 101%
October 11 2001 and thereafter 100%
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III. Mandatory Redemption (Bond Indenture, Section 3.03
For the Bonds maturing October 1, 2014;
October 1
of the Year
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
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Principal Amount
to be Redeemed
$ 505,000
540,000
580,000
625,000
670,000
720,000
775,000
830,000
890,000
960,000
1,030,000
1,105,000
1,185,000
1,275,000
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