COMMITTEE SUBSTITUTE
FOR ORDINANCE NO. 100892
Approving an Industrial
Development Plan for Cerner Properties, Inc. for the purpose of equipping an
internal data center located at 3315 NE 33rd Terrace; authorizing
and approving a Development Agreement for the purpose of setting forth
covenants, agreements and obligations of the City and the Company; and
authorizing the issuance of taxable industrial revenue bonds in a maximum
aggregate principal amount not to exceed $50,000,000; 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 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 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 Industrial Development Plan (the “Plan”) for the purpose of carrying
out a development project (the “Project”) for Cerner Properties, Inc. (the
“Company”); and
WHEREAS, the City intends to issue its
Taxable Industrial Revenue Bonds (Cerner Properties, Inc. Internal Data Center
Project) (the “Bonds”) for the purpose of furthering the Project to be located
at 3315 NE 33rd Terrace, Kansas City, Missouri (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 Cerner Properties, Inc.; and that the City
issue the Bonds, as more fully described in the Indenture and in the Lease
hereinafter authorized, which Project 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 advanced over a period of ten
years, 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 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 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)
Equipping
of an internal data center, including computers, office equipment and other
related personal property at 3315 NE 33rd Terrace in the City of
Kansas City, Missouri;
(b)
A
total estimated cost of $63 million in real and personal property; and
(c)
The
costs for the personal property will be funded from proceeds of the sale of up
to $50 million maximum principal amount of Taxable Industrial Revenue Bonds to
be issued by the City and purchased by the Company.
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) Development Agreement (the “Development
Agreement”), between the City and the Company for the purpose of setting forth
covenants, agreements and obligations of the City and the Company with respect
to the Project and the Bonds.
(b) 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.
(c) 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.
(d) Purchase
Agreement.
Section
3. Authorization of the Bonds. The City is hereby authorized to issue and
sell its Taxable Industrial Revenue Bonds (Cerner Properties, Inc. Internal
Data Center Project), in an maximum aggregate principal amount not to exceed $50,000,000,
for the purpose of providing funds to pay the costs 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 under the terms of a Bond
Purchase Agreement between the City and the Company (the “Purchase
Agreement”). The maximum aggregate principal amount of the Bonds shall be $50,000,000,
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, in
the year ten years subsequent to the advance, 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 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 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 below, and
such payments, revenues and receipts shall be pledged and assigned to the
Trustee named below 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, and neither the City
nor said State shall be liable thereon. The 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.
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 – Cerner
Properties, Inc. Internal Data Center 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 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 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:
______________________________
Cecilia Abbott
Assistant City
Attorney