ORDINANCE NO. 100075
Approving and authorizing the execution
of certain documents, and the taking of certain other actions in connection
with $18,325,000.00 original principal amount of the Industrial Development
Authority of the City of Kansas City, Missouri Taxable Leasehold Revenue Bonds
(Century Towers Redevelopment Project), Series 2001.
WHEREAS, the
City of Kansas City, Missouri, a constitutional charter city and municipal
corporation of the State of Missouri (the “City”) is authorized to lease
property for its municipal purposes; and
WHEREAS,
the City Council pursuant to Ordinance No. 010095 found and determined that it
is essential for the success of the rehabilitation of the University Hospital
Facility (the “Project”) and that it is desirable to assist in financing a
portion of the Project, through the issuance of revenue bonds; and
WHEREAS,
the Industrial Development Authority of the City of Kansas City, Missouri (the
“Authority”) is authorized under the provisions of Chapter 349 of the Revised
Statutes of Missouri, as amended (the “Act”) to issue revenue bonds to pay the
cost of projects, and the City requested the Authority's assistance in
financing the Project, through the issuance of revenue bonds of the Authority
under the Act, which bonds are payable from revenues and rental payments made
by the City to the Authority; and
WHEREAS,
the Authority is authorized under the Act and issued $18,325,000.00 principal
amount of Taxable Leasehold Revenue Bonds (Century Towers Redevelopment
Projects), Series 2001 (the “Bonds”), under the Trust Indenture dated as of
March 1, 2001 (the “Indenture”), between the Authority and Commerce Bank, N.A.,
as trustee (the “Bond Trustee”), for the purpose of providing funds to (a)
finance the costs of the Project, (b) fund capitalized interest on the Bonds,
and (c) pay certain costs related to the issuance of the Bonds; and
WHEREAS,
Renaissance Northeast, LLC, a Missouri limited liability company (the
“Developer”) entered into a Site Lease dated as of March 1, 2001 (the “Site
Lease”), under which the Developer conveyed a leasehold interest in the Project
to the Authority and the Authority agreed to issue the Bonds and make a portion
of the proceeds available to the Developer to renovate and equip the Project;
and
WHEREAS,
Authority and the City entered into a Lease Agreement dated as of March 1, 2001
(the “Lease”), which Lease leases the Project Site to the City; and
WHEREAS,
the City Council further finds and determines that in connection with the
foregoing it is necessary and desirable that the City enter into certain
documents and agreements to amend and supplement certain documents and
agreements entered in connection with the financing, copies of which amending
and supplementing documents
and
agreements have been presented to the City Council at this meeting and shall be
filed with the records of the City, 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 Supplemental Indenture. The form of Supplemental Trust Indenture No. 1
(the “Supplemental Indenture”), dated as of February 1, 2010, in substantially
the form on file with the City Clerk, is hereby approved and the Council
authorizes and approves the execution and delivery of the Supplemental
Indenture by the Authority and the Bond Trustee.
Section 2. 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 by the City Clerk in the official records of the
City), with such changes therein as shall be approved by the officers of the
City executing such documents, such officers’ signatures thereon being
conclusive evidence of their approval thereof:
(a) Consent to
Amendment of Trust Indenture (the “Consent”), in connection with the
Supplemental Indenture supplementing and amending the Indenture; and
(b) Certificate of
Purchaser Renewal Rate and Adjustable Rate Interest Period (the “Certificate”)
between the City and Sumitomo Mitsui Banking Corporation, the current owner of
the Bonds, setting forth a new Purchaser Renewal Rate and Adjustable Rate
Interest Period (as such terms are defined in the Indenture) for the Bonds.
Section 3. Execution of City Documents. The Director of Finance or the Director of City
Development is hereby authorized and directed to execute and deliver the
Consent and the Certificate on behalf of the City. The Director of Finance or
the Director of City Development is hereby authorized and directed to execute
and deliver 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, including
without limitation, the execution of subsequent certificates, in substantially
the form of the Certificate, for the purpose of setting forth and agreeing to
subsequent Purchaser Renewal Rates and Adjustable Rate Interest Periods under
the terms of the Indenture. The City Clerk is hereby authorized to execute or
attest to such documents, certificates and instruments as may be necessary or
desirable to carry out and comply with the intent of this Ordinance.
Section 4. Further Authority. The City shall, and the officers, agents and
employees of the City are hereby authorized and directed to, take such further
action, and execute such other documents, certificates and instruments,
including any required agreements or documentation, as may be necessary or
desirable to carry out and comply with the intent of this Ordinance and effect
the amendment of the Indenture.
_______________________________________________
Approved as to form and legality:
____________________________________
Heather
A. Brown
Assistant
City Attorney