ORDINANCE
NO. 180213
Approving an Industrial
Development Plan for McCown Gordon Construction, L.L.C. for the purpose of
constructing, improving and renovating an office industry consisting of a
headquarters project located at 850 Main Street in Kansas City, Missouri;
authorizing and approving various agreements for the purpose of setting forth
covenants, agreements and obligations of the City and McCown Gordon
Construction, L.L.C. or its affiliate or designee; authorizing the issuance of
taxable industrial revenue bonds in a maximum aggregate principal amount not to
exceed $12,000,000; authorizing and approving certain other documents; and
authorizing certain other actions in connection with the issuance of said
bonds.
WHEREAS, the
City of Kansas City, Missouri, a constitutional charter city and municipal
corporation of the State of Missouri (the “City”) is authorized pursuant to the
provisions of Article VI, Section 27(b) of the Missouri Constitution, as
amended, and Sections 100.010 to 100.200, inclusive, of the Revised Statutes of
Missouri, as amended, and the City of Kansas City Charter (collectively, the
“Act”), to issue its revenue bonds for the purpose of carrying out a project or
projects under the Act, such revenue bonds to be paid solely from revenue
received from such project, and to enter into a lease of certain real property
associated with the Project to be financed with the proceeds of such revenue
bonds with any person, firm or corporation; and
WHEREAS, the
City has heretofore prepared and approved plans for the industrial development
of the City and desires to approve an Industrial Development Plan (the “Plan”)
for the purpose of carrying out a development project (the “Project”) for
McCown Gordon Construction, L.L.C., a Missouri limited liability company, or an
affiliate or other designee thereof (the “Company”); and
WHEREAS, the City intends to issue its Taxable Industrial
Revenue Bonds (McCown Gordon Construction, L.L.C. Project), in one or more
series (the “Bonds”), for the purpose of furthering the Project to be located
at 850 Main Street in the City (the
“Project Site”); and
WHEREAS, notice
of the Project was given to the taxing jurisdictions in accordance with Section
100.059.1 of the Revised Statutes of Missouri; and
WHEREAS, the
Council has heretofore and does hereby find and determine that it is desirable
for the economic development of the City and within the public purposes of the
Act that the Council approve a Chapter 100 Industrial Development Plan as
proposed by the Company; and that the City issue the Bonds, as more fully
described in the Indenture and in the Lease, as hereinafter defined and
authorized, proceeds of which shall be used for the construction, improvement
and renovation of certain real property associated with the Project and which
shall be located at the Project Site and leased by the City to the Company,
with an option to purchase; and
WHEREAS, the
principal amount of the Bonds will be issued in taxable Chapter 100 bonds over
a period of not to exceed eight years following the year of issuance thereof,
with eight years of real property abatement at 75%; and
WHEREAS, for a
Chapter 100 bond issuance, the City Council has previously established a policy
(Ordinance No. 041033) for the review and approval of these projects, one
component of which suggests a maximum bond term of 10 years and another of
which suggests payments-in-lieu-of-taxes (PILOTS) at a level of no less than
50% of the amount the property would have paid if it had been fully taxed, to
the affected taxing jurisdictions during the term of the bonds; and
WHEREAS, the
Council wishes in this instance to waive its Chapter 100 policy suggesting the
minimum PILOT payment on behalf of the Project, and
WHEREAS, the
principal amount of the Bonds will be advanced over a period of not to exceed
eight years following Project commencement, commensurate with the City’s
incremental acquisition of the property comprising the Project, and such
property will be leased by the City to the Company for a period of not to
exceed eight years following Project commencement (subject to earlier
termination as provided in the Lease); and
WHEREAS, the
City further finds and determines that it is necessary and desirable in
connection with the Project and the issuance of the Bonds that the City enter
into certain documents, and that the City take certain other actions and
approve the execution of certain other documents as herein provided; NOW,
THEREFORE,
BE IT ORDAINED
BY THE COUNCIL OF KANSAS CITY:
Section 1.
Approval of Plan. The City Council hereby finds and determines that the
Project will promote the economic well-being and industrial development of the
City and the Project will be in furtherance of the public purposes set forth in
the Act. The City Council hereby approves the Plan for the Project, which
includes the following provisions:
(a) Construction,
improvement and renovation of a headquarters facility, including real property
acquisition and improvement, at the Project Site in the City of Kansas City,
Missouri; and
(b) A
total estimated project cost of approximately $18.745 million (including
acquisition costs, costs of furniture and fixtures and other costs which are
not being financed with bond proceeds) to fund the Project; and
(c) Construction,
improvement and renovation costs of the Project will be funded from proceeds of
the sale of up to $12,000,000 maximum principal amount of Taxable Industrial
Revenue Bonds to be issued by the City and purchased by the Company or other
purchaser named in the herein-defined Purchase Agreement.
Section 2.
Authorization of Documents. The City is hereby authorized to enter into the
following documents (the “City Documents”), in such form as shall be approved
by the officials of the City executing such documents, such officials’ signatures
thereon being conclusive evidence of their approval thereof:
(a) Trust
Indenture (the “Indenture”), between the City and the trustee named therein
(the “Trustee”), pursuant to which the Bonds shall be issued and the City shall
pledge the Project and assign certain of the payments, revenues and receipts
received pursuant to the Lease to the Trustee for the benefit and security of
the owners of the Bonds upon the terms and conditions as set forth in the
Indenture;
(b) Lease
Agreement (the “Lease”), between the City and the Company, under which the City
will acquire the Project and lease the Project to the Company pursuant to the
terms and conditions in said Lease, in consideration of rental payments by the
Company which will be sufficient to pay the principal of, premium, if any, and
interest on the Bonds; and
(c) Purchase
Agreement, as defined below, under which the purchaser named therein agrees to
purchase the Bonds.
Section 3.
Authorization of the Bonds. The City is hereby authorized to issue and sell
its Taxable Industrial Revenue Bonds (McCown Gordon Construction, L.L.C.
Project), in a maximum aggregate principal amount not to exceed $12,000,000.00,
for the purpose of providing funds for the costs of the acquisition and
construction of 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.
Section 4. Sale
and Terms of Bonds; Authorization and Execution of Bond Purchase Agreement. The
Bonds will be sold to the Company or other purchaser under the terms of a Bond
Purchase Agreement between the City and the Company or other purchaser (the
“Purchase Agreement”). The maximum aggregate principal amount of the Bonds
shall be $12,000,000.00, the interest rate on the Bonds shall not exceed 5.00%,
principal shall be payable at maturity, the maturity date shall be no later
than December 1, 2026, the Bonds shall be purchased at 100% of the principal
amount thereof and the Bonds may be redeemed at any time at a redemption price
equal to the principal amount thereof plus accrued interest. The Director of
Finance or the City Treasurer is each authorized to execute the Purchase
Agreement for and on behalf of and as the act and deed of the City.
Section 5.
Limitation on Liability. The Bonds and the interest thereon shall be limited
obligations of the City payable solely out of certain payments, revenues and
receipts derived by the City from the Lease described herein, and such
payments, revenues and receipts shall be pledged and assigned to the Trustee as
security for the payment of the Bonds as provided in the Indenture. The
Bonds and the interest thereon shall not constitute general obligations of the
City or the State of Missouri. The Bonds shall not constitute indebtedness
within the meaning of any constitutional or statutory debt limitation or
restriction, and are not payable in any manner by taxation.
Section 6.
Creation of Bond Fund. The City is hereby authorized to establish with the
Trustee pursuant to the Indenture, a special trust fund in the name of the City
to be designated the “City of Kansas City, Missouri, Bond Fund – McCown Gordon
Construction, L.L.C. Project” and the City shall cause all sums required by the
Indenture to be deposited therein and shall create all accounts therein
required by the Indenture.
Section 7.
Execution of Documents. The Mayor 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 City in the manner provided in the
Indenture. The Director of Finance is hereby authorized and directed to execute
the City 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 City. The City
Clerk or a deputy City Clerk, of the City is hereby authorized and directed to
attest to and affix the seal of the City to the Bonds and the City 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.
Section 8.
Further Authority. The Mayor, Director of Finance and other officials, agents
and employees of the City as required, are hereby authorized and directed to
take such further action, 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 City with respect to the Bonds, the City Documents, and tax redirection.
____________________________________________
Approved as to form and legality:
______________________________
Brian T. Rabineau
Assistant City Attorney