30035000 Athletic Facilities Revenue Bonds
Total Page:16
File Type:pdf, Size:1020Kb
NEW ISSUE See “RATINGS” herein BOOK ENTRY ONLY In the opinion of Gilmore & Bell, P.C., Bond Counsel, under existing law and assuming continued compliance with certain requirements of the Internal Revenue Code of 1986, as amended (the “Code”), (1) the interest on the Series 2012B-1 Bonds (including any original issue discount properly allocable to an owner thereof) is excludable from gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal alternative minimum tax imposed on individuals and corporations, (2) the interest on the Series 2012B-2 Bonds is included in gross income for federal income tax purposes in accordance with the owner’s normal method of accounting, (3) the interest on the Series 2012 Bonds is exempt from all Kansas state, county and municipal taxes, including income, inheritance and property taxes (provided, however, that no opinion is expressed with respect to the applicability of the privilege tax imposed on banking institutions pursuant to K.S.A. 79-1107 and 79-1108), and (4) the Series 2012B-1 Bonds have not been designated as “qualified tax-exempt obligations” within the meaning of Section 265(b)(3) of the Code. See the caption “TAX MATTERS” herein. $30,035,000 $23,640,000 KANSAS DEVELOPMENT FINANCE AUTHORITY KANSAS DEVELOPMENT FINANCE AUTHORITY Athletic Facilities Revenue Bonds Taxable Athletic Facilities Revenue Bonds (K-State Athletics, Incorporated Project) (K-State Athletics, Incorporated Project) Series 2012B-1 Series 2012B-2 Dated: Date of Delivery Due: July 1, as shown herein The Series 2012B-1 Bonds referenced above (the “Series 2012B-1 Bonds”) and the Series 2012B-2 Bonds referenced above (the “Series 2012B-2 Bonds,” and together with the Series 2012B-1 Bonds, the “Series 2012 Bonds”) will be issued by the Kansas Development Finance Authority (the “Authority”) pursuant to a Trust Indenture, dated as of December 1, 1998, as amended and supplemented, including by a Third Supplemental Trust Indenture, dated as of March 1, 2012 (collectively, the “Indenture”) between the Authority and UMB Bank, N.A., Kansas City, Missouri, as trustee (the “Trustee”). The Series 2012 Bonds will consist of fully registered bonds without coupons in denominations of $5,000 or integral multiples thereof. The Depository Trust Company (“DTC”) will act as securities depository for the Series 2012 Bonds. Purchases of Series 2012 Bonds will be made in book-entry form. See the caption “THE SERIES 2012 BONDS—Book-Entry Only System” herein. The Series 2012 Bonds shall be dated as of the date of delivery and shall become due on July 1, as set forth on the inside cover page hereof. Principal and premium, if any, shall be payable upon the presentation and surrender of the Series 2012 Bonds at the principal corporate trust office of the Trustee. Interest on the Series 2012 Bonds will be payable on July 1 and January 1, beginning July 1, 2012, as more fully described herein. MATURITY SCHEDULE—INSIDE COVER PAGE The Series 2012 Bonds are payable solely from payments to be made under a Loan Agreement, dated as of December 1, 1998, as amended and supplemented, including by the Third Supplemental Loan Agreement, dated as of March 1, 2012 (collectively, the “Loan Agreement”) between the Authority and K-State Athletics, Incorporated (the “Corporation”), which are pledged and assigned to the Trustee for payment of the Series 2012 Bonds in accordance with the Indenture. Pursuant to the Loan Agreement, and as security for the obligations of the Corporation thereunder, the Corporation has pledged and assigned to the Authority its unrestricted gross revenues and certain funds held by the Trustee under the Indenture, as more fully described herein, on a parity of lien basis with the Authority’s hereinafter defined Series 2002 Bonds and Series 2011 Bonds. Under the Indenture, Additional Bonds may be issued by the Authority on a parity with the Series 2002 Bonds, Series 2011 Bonds and the Series 2012 Bonds (such Additional Bonds, together with the Series 2002 Bonds, Series 2011 Bonds and Series 2012 Bonds being collectively referred to herein as the “Bonds”). The Series 2012 Bonds shall be special, limited obligations of the Authority payable (except to the extent paid out of Series 2012 Bond proceeds or the income from the temporary investment thereof and under certain circumstances from insurance proceeds and condemnation awards) solely from certain payments derived by the Authority under the Loan Agreement. The Bonds are 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 Bonds, as provided in the Indenture. Neither the Corporation nor the Authority has any power to tax. The Bonds are not an obligation of Kansas State University (the “University”), the Kansas Board of Regents, or the Kansas State University Foundation. See the caption “SECURITY FOR THE BONDS” herein. THE SERIES 2012 BONDS SHALL NOT BE DEEMED TO CONSTITUTE A DEBT OR LIABILITY OF THE STATE OF KANSAS OR OF ANY POLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY STATE CONSTITUTIONAL PROVISION OR STATUTORY LIMITATION AND SHALL NOT CONSTITUTE A PLEDGE OF THE FULL FAITH AND CREDIT OF THE STATE OF KANSAS OR OF ANY POLITICAL SUBDIVISION THEREOF, BUT SHALL BE PAYABLE SOLELY FROM THE FUNDS PROVIDED FOR IN THE LOAN AGREEMENT AND IN THE INDENTURE. THE ISSUANCE OF THE SERIES 2012 BONDS SHALL NOT, DIRECTLY, INDIRECTLY OR CONTINGENTLY, OBLIGATE THE STATE OF KANSAS OR ANY POLITICAL SUBDIVISION THEREOF TO LEVY ANY FORM OF TAXATION THEREFOR OR TO MAKE ANY APPROPRIATION FOR THEIR PAYMENT. THE STATE OF KANSAS SHALL NOT IN ANY EVENT BE LIABLE FOR THE PAYMENT OF THE SERIES 2012 BONDS OR FOR THE PERFORMANCE OF ANY PLEDGE, OBLIGATION OR AGREEMENT OF ANY KIND WHATSOEVER WHICH MAY BE UNDERTAKEN BY THE CORPORATION OR THE AUTHORITY. NO BREACH BY THE CORPORATION OR THE AUTHORITY OF ANY SUCH PLEDGE, OBLIGATION OR AGREEMENT MAY IMPOSE ANY LIABILITY, PECUNIARY OR OTHERWISE, UPON THE STATE OF KANSAS OR ANY CHARGE UPON ITS GENERAL CREDIT OR AGAINST ITS TAXING POWER. The Series 2012 Bonds are subject to redemption prior to maturity and to certain redemption risks as described under the caption “THE SERIES 2012 BONDS—Redemption of Series 2012 Bonds” herein. The Series 2012 Bonds are offered when, as and if issued by the Authority subject to the receipt of the approving legal opinion of Gilmore & Bell, P.C., Bond Counsel. Certain legal matters will be passed upon for the Authority by its special counsel and disclosure counsel, Kutak Rock LLP, for the Underwriters by their counsel, Chapman and Cutler LLP, for the Corporation by its counsel, Peter Paukstelis, Esq., Associate General Counsel for Kansas State University, and for the University by its General Counsel, Cheryl Strecker, Esq. It is expected that the Series 2012 Bonds will be available for delivery to DTC in New York, New York on or about March 1, 2012. BofA Merrill Lynch J.P. Morgan Morgan Keegan The date of this Official Statement is February 16, 2012. MATURITY SCHEDULE $30,035,000 Athletic Facilities Revenue Bonds (K-State Athletics, Incorporated Project) Series 2012B-1 Maturity Date Principal Interest (July 1) Amount Rate Yield Price CUSIP(1) 2025 $ 510,000 3.000% 3.150% 98.374% 485429 LL6 2026 3,420,000 5.000% 3.120%(2) 109.166% 485429 LM4 2027 3,595,000 5.000% 3.210%(2) 108.705% 485429 LN2 2028 3,790,000 5.250% 3.250%(2) 109.716% 485429 LP7 2029 3,985,000 5.000% 3.390%(2) 107.790% 485429 LQ5 2030 4,190,000 5.000% 3.490%(2) 107.285% 485429 LR3 2031 4,410,000 5.000% 3.580%(2) 106.833% 485429 LS1 2032 6,135,000 5.000% 3.680%(2) 106.334% 485429 LT9 (1)The Authority shall not be responsible for the use of the CUSIP numbers, nor is any representation made as to their correctness. They are included solely for the convenience of readers of this Official Statement. (2) Yield calculated to the first optional redemption date of July 1, 2017. MATURITY SCHEDULE $23,640,000 Taxable Athletic Facilities Revenue Bonds (K-State Athletics, Incorporated Project) Series 2012B-2 Maturity Date Principal Interest (July 1) Amount Rate Yield Price CUSIP(1) 2013 $ 320,000 1.088% 1.088% 100.000% 485429 LU6 2014 625,000 1.416% 1.416% 100.000% 485429 LV4 2015 775,000 1.708% 1.708% 100.000% 485429 LW2 2016 1,040,000 2.043% 2.043% 100.000% 485429 LX0 2017 1,050,000 2.343% 2.343% 100.000% 485429 LY8 2018 1,075,000 2.587% 2.587% 100.000% 485429 LZ5 2019 1,430,000 2.837% 2.837% 100.000% 485429 MA9 2020 2,705,000 3.233% 3.233% 100.000% 485429 MB7 2021 2,800,000 3.483% 3.483% 100.000% 485429 MC5 2022 2,905,000 3.733% 3.733% 100.000% 485429 MD3 2023 3,015,000 3.933% 3.933% 100.000% 485429 ME1 2024 3,140,000 4.083% 4.083% 100.000% 485429 MF8 2025 2,760,000 4.233% 4.233% 100.000% 485429 MG6 (1)The Authority shall not be responsible for the use of the CUSIP numbers, nor is any representation made as to their correctness. They are included solely for the convenience of readers of this Official Statement. KANSAS DEVELOPMENT FINANCE AUTHORITY Donald Linville, Chair Audrey H. Langworthy, Vice Chair Suresh Kumar, Member Patti Petersen-Klein, Member Suchitra Padmanabhan, Member Timothy M.