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Legislation #: 081136 Introduction Date: 11/6/2008
Type: Ordinance Effective Date: 11/30/2008
Sponsor: None
Title: Approving an Amended and Restated Industrial Development Plan (Data Center) and authorizing the issuance of Taxable Industrial Revenue Bonds (Cerner Properties, Inc. Project) Series 2008B, in a maximum aggregate principal amount not to exceed $420,000,000.00; authorizing and approving certain other documents; and authorizing certain other actions in connection with the issuance of said bonds.

Legislation History
DateMinutesDescription
11/4/2008 Filed by the Clerk's office
11/6/2008 Referred to Finance and Audit Committee
11/19/2008 Advance and Do Pass as a Committee Substitute, Debate
11/20/2008 Passed as Substituted

View Attachments
FileTypeSizeDescription
081136.pdf Authenticated 273K Authenticated
Data Center 2008B Factsheet v3.xls Fact Sheet 56K Revised Fact Sheet
Comprehensive Analytical Tool (CAT)_Cerner_Data Center.pdf Fact Sheet 71K Comprehensive Analytical Tool (CAT)_Attachment to ED Project Fact Sheet
Revised 2 Data Center Industrial Development Plan- Amended Restated w-attachments.pdf Other 570K Other
Economic Development Project Fact Sheet_Cerner_Data Center.pdf Fact Sheet 64K Economic Development Project Fact Sheet
ED I Policy Memo_Cerner_Data Center.pdf Staff Report 92K ED&I Policy memo
Revised Data Center Industrial Development Plan- Amended Restated w-attachments.pdf Other 570K Other
Data Center 2008B Factsheet v2.xls Fact Sheet 54K Revised Fact Sheet
First Supplemental Lease 2008-2 (Data Center).doc Other 224K Other
First Supplemental Indenture 2008-2 (Data Center).doc Other 198K Other
Data Center Industrial Development Plan- Amended Restated w-attachments.pdf Other 359K Other
BPA 2008B-1.doc Other 54K Other
Data Center Series 2008B Fiscal Note.xls Fiscal Note 29K Fiscal Note
Data Center 2008B Factsheet v1.xls Fact Sheet 60K Fact Sheet

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COMMITTEE SUBSTITUTE FOR ORDINANCE NO. 081136

 

Approving an Amended and Restated Industrial Development Plan (Data Center) and authorizing the issuance of Taxable Industrial Revenue Bonds (Cerner Properties, Inc. Project) Series 2008B, in a maximum aggregate principal amount not to exceed $420,000,000.00; 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 carrying out of a project under the Act, such revenue bonds to be paid solely from revenue received from such project, and to enter into a lease of the facilities 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 Amended and Restated Industrial Development Plan (the Plan) for the benefit of Cerner Properties, Inc., a Delaware corporation (the Company); and

 

WHEREAS, notice of the hereinafter defined Plan was given to the taxing jurisdictions in accordance with the Act; and

 

WHEREAS, the City, pursuant to Ordinance No. 071184 has issued its Taxable Industrial Revenue Bonds (Cerner Properties, Inc. Project) Series 2007A, in the aggregate principal amount not to exceed $80,000,000.00 (the Series 2007 Bonds), for the purpose of acquiring, constructing and equipping an approximately 120,000 square foot data center and commercial office facility to be located on the west side of Chouteau Trafficway, north of Missouri Highway 210 within the City (the Project), as more fully described in the Trust Indenture dated as of December 1, 2007 (the Original Indenture and together with the First Supplemental Indenture hereinafter authorized and all supplements and amendments thereto the Indenture), between the City and UMB Bank, N.A., as trustee (the Trustee) and in the Lease Agreement dated as of December 1, 2007 (the Original Lease and together with the First Supplemental Lease hereinafter authorized and all supplements and amendments thereto, the Lease), between the City and the Company, which Project was leased by the City to the Company for a term of 10 years, with an option to purchase; and

 

WHEREAS, the City 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 City issue its Taxable Industrial Revenue Bonds (Cerner Properties, Inc. Project) Series 2008B, in the maximum aggregate principal amount not to exceed $420,000,000.00 (the Series 2008B Bonds and together with the Series 2007 Bonds, the Bonds), for the purpose of acquiring, purchasing, equipping and installing certain personal property (the Series 2008B Project Equipment) to be located at an approximately 120,000 square foot data center and commercial office facility to be located on the west side of Chouteau Trafficway, north of Missouri Highway 210 within the City (the Project Site), as more fully described in the First Supplemental Indenture and in the First Supplemental Lease hereinafter authorized, which Series 2008B Project Equipment shall be the Series 2008B Project under the First Supplemental Indenture and shall be leased by the City to the Company, with an option to purchase; and

 

WHEREAS, the principal amount of the Series 2008B Bonds, will be advanced over a period not to exceed ten years, commensurate with the Citys incremental acquisition of the property comprising the Series 2008B Project, and such property will be leased by the City to the Company for a period of ten years (subject to earlier termination as provided in the Lease) commencing in the year of the advance; and

 

WHEREAS, the City further finds and determines that it is necessary and desirable in connection with the issuance of the Series 2008B 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.

 

Section 2. Authorization for the Series 2008B Project. The City is hereby authorized to provide for the acquisition, purchase, equipping and installation of the Series 2008B Project, all in the manner and as more particularly described in the Indenture and the Lease. The City is hereby authorized to accept a bill of sale for the personal property to constitute the Series 2008B Project.

 

Section 3. Authorization of the Series 2008B Bonds. The City is hereby authorized to issue and sell, as Additional Bonds under the Original Indenture, its Taxable Industrial Revenue Bonds (Cerner Properties, Inc. Project) Series 2008B, in a maximum aggregate principal amount not to exceed $420,000,000.00, for the purpose of providing funds to pay the costs of the Series 2008B Project. The Series 2008B Bonds shall be issued and secured pursuant to the herein authorized First Supplemental Indenture and the Original 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 First Supplemental Indenture and the Original Indenture.

 

Section 4. Sale and Terms of Series 2008B Bonds; Authorization and Execution of Series 2008B Bond Purchase Agreement. The Series 2008B Bonds will be sold to the Company under the terms of a Series 2008B Bond Purchase Agreement between the City and the Company (the Purchase Agreement). The aggregate maximum principal amount of the Series 2008B Bonds shall be $420,000,000, the interest rate on the Series date shall be no later than December 1, 2028, the Series 2008B Bonds shall be purchased

at 100% of the principal amount thereof and the Series 2008B Bonds may be redeemed at anytime at a redemption price equal to the principal amount thereof plus accrued interest. The Director of Finance, any Acting Director of Finance or the City Treasurer are 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 Series 2008B 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, and such payments, revenues and receipts shall be pledged and assigned to the Trustee named below as security for the payment of the Series 2008B Bonds as provided in the Indenture. The Series 2008B Bonds and the interest thereon shall not constitute general obligations of the City or the State of Missouri, and neither the City nor said State shall be liable thereon. The Series 2008B Bonds shall not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction, and are not payable in any manner by taxation.

 

Section 6. Authorization of Documents. The City is hereby authorized to enter into the following documents (the City Documents), in substantially the forms presented to and reviewed by the City at this meeting (copies of which documents shall be filed in the official records of the City), with such changes therein 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) First Supplemental Trust Indenture (the First Supplemental Indenture), between the City and the Trustee, pursuant to which the Series 2008B Bonds shall be issued and the City shall pledge the Series 2008B 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 Original Indenture and the First Supplemental Indenture.

 

(b) First Supplemental Lease Agreement (the First Supplemental Lease), between the City and the Company, under which the City will acquire the Series 2008B Project and lease the Series 2008B Project to the Company pursuant to the terms and conditions in said First Supplemental Lease and in the Original 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 Series 2008B Bonds.

 

(c) Purchase Agreement.

 

(d) First Amendment of Development Agreement between the City and the Company, amending the Development Agreement dated January 31, 2006 between the City and the Company relating to the Project.

 

Section 7. Execution of Documents. The Mayor is hereby authorized and directed to execute the Series 2008B Bonds and to deliver the Series 2008B 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 Original Indenture and the First Supplemental Indenture. The Director of Finance or any Acting 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 of the City is hereby authorized and directed to attest to and affix the seal of the City to the Series 2008B 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 Plan, the Bonds and the City Documents.

 

Section 9. Effective Date. This Ordinance shall take effect and be in full force and effect ten days from and after its passage by the City Council.

 

____________________________________________

 

Approved as to form and legality:

 

 

______________________________

Heather A. Brown

Assistant City Attorney