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Legislation #: 101044 Introduction Date: 12/9/2010
Type: Ordinance Effective Date: 12/26/2010
Sponsor: COUNCILMEMBER CIRCO
Title: Authorizing the execution and delivery of an amended and restated financing agreement with the Tax Increment Financing Commission of Kansas City, Missouri, MBS Mall Investor – 98, LLC and Commerce Bank, N.A. and certain other documents in connection with the Blue Ridge Mall Tax Increment Financing Plan.

Legislation History
DateMinutesDescription
12/9/2010 Filed by the Clerk's office
12/9/2010 Referred to Transportation and Infrastructure Committee
12/16/2010 Advance and Do Pass, Debate
12/16/2010 Passed

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ORDINANCE NO. 101044

 

Authorizing the execution and delivery of an amended and restated financing agreement with the Tax Increment Financing Commission of Kansas City, Missouri, MBS Mall Investor – 98, LLC and Commerce Bank, N.A. and certain other documents in connection with the Blue Ridge Mall Tax Increment Financing Plan.

 

WHEREAS, the Tax Increment Financing Commission of Kansas City, Missouri (the “Commission”) has been created by and is authorized and empowered pursuant to the provisions of the Real Property Tax Increment Allocation Redevelopment Act, Sections 99.800 to 99.865, inclusive, of the Revised Statutes of Missouri, as amended (the “Act”), to issue tax increment revenue bonds to finance all reasonable or necessary costs incurred or estimated to be incurred, and any such costs incidental to, a tax increment financing plan or redevelopment project described therein and to pay certain costs related to the issuance of such bonds; and

 

WHEREAS, on November 24, 1982, the City Council (the “City Council”) of the City of Kansas City, Missouri (the “City”) passed Ordinance No. 54556 creating the Commission, which was subsequently amended by (i) Committee Substitute for Ordinance No. 911076 passed August 29, 1991, (ii) Resolution No. 100067 adopted on January 21, 2010, and (iii) Ordinance No. 100089, adopted on January 28, 2010; and

 

WHEREAS, a plan for redevelopment known as the “Blue Ridge Mall Tax Increment Financing Plan” (the “Redevelopment Plan”) for an area designated therein as a redevelopment area (the “Redevelopment Area”), was prepared and reviewed by the Commission, and the Commission approved said Redevelopment Plan and Redevelopment Area and recommended the same to the City Council by Resolution 12-16-04, adopted on December 8, 2004; and

 

WHEREAS, on February 24, 2005, the City Council, by Ordinance No. 041238, approved the Redevelopment Plan and designated the Redevelopment Area; and

 

WHEREAS, the Redevelopment Plan provides, among other purposes, for the razing of the shopping center commonly known as the Blue Ridge Mall, the acquisition of an office building commonly known as the Kaiser Building, the construction of a 570,000 square foot retail center and the redevelopment of the 40,000 square foot office building, together with associated parking, public improvements, streetscape, public infrastructure, appurtenances and utilities; and

 

WHEREAS, on October 12, 2005, the Commission adopted Resolution No. 10-13-05, authorizing the issuance of the Taxable Variable Rate Demand Tax Increment Financing Bonds, (Blue Ridge Mall Redevelopment Project) Series 2005 (the “Refunded Bonds”), pursuant to a Trust Indenture dated as of November 1, 2005 (the “Original Indenture”); and

 

WHEREAS, the proceeds of the Refunded Bonds were used for the acquisition of an existing building and real property and for the razing of the shopping center known as the Blue Ridge Mall, the acquisition of a 40,000 square foot office building commonly known as the Kaiser Building, and the construction of a 570,000 square foot retail center and the redevelopment of the Kaiser Building, together with associated parking, public improvements, streetscape, public infrastructure, and utilities in Project Area 1 and Project Area 2 of the Redevelopment Plan (the “Project”); and

 

WHEREAS, M&I Marshall and Ilsley Bank, as successor to Lasalle Bank National Association (the “Bank”) issued and delivered to the Trustee its irrevocable direct-pay letter of credit (the “Letter of Credit”) providing for payment when due on the principal of and interest on the Refunded Bonds, and payment of the purchase price of the Refunded Bonds tendered for purchase while the Refunded Bonds were outstanding in a variable rate mode; and

 

WHEREAS, on October 26, 2006, the City Council passed Ordinance No. 050258, which approved the designation of an area described by the Redevelopment Plan as Project Area 1, and authorized tax increment financing within such Project Area 1; and

 

WHEREAS, on October 26, 2006, the City Council passed Ordinance No. 050259, which approved the designation of an area described by the Redevelopment Plan as Project Area 2, and authorized tax increment financing with such Project Area 2; and

 

WHEREAS, concurrently with the passage of this ordinance, the Council passed Committee Substitutes for Ordinance Nos. 050260, 050261, 050262 and 050263, which approved the designation of areas described by the Redevelopment Plan as Project Areas 3, 4, 5 and 6, respectively, and authorized tax increment financing with such Project Areas; and

 

WHEREAS, in 2009, the Commission and the Trustee entered into an Amended and Restated Trust Indenture, dated as of November 1, 2009 (the “Refunded Bond Indenture”) amending and restating the Original Indenture, to effectuate a mandatory tender of the Refunded Bonds and remarketing of the Refunded Bonds in a fixed rate mode, all of which Refunded Bonds were purchased by the Bank; and

 

WHEREAS, the Commission, at the request of MBS Mall Investor – 98, LLC (the “Redeveloper”) and with the written consent of the Bank, intends to call the Refunded Bonds pursuant to Section 301 of the Refunded Bond Indenture and the Bank, as sole bondholder, has waived any notice of redemption required by the Refunded Bond Indenture; and

 

WHEREAS, the Commission is authorized under the Act to issue tax increment refunding revenue bonds for the purposes of (a) refunding the Refunded Bonds, (b) depositing an amount in a debt service reserve fund, and (c) paying the costs of such issuance and the Commission has determined that the public interest will be best served and that the purposes of the Act can be more advantageously obtained by the Commission’s issuance of tax increment refunding revenue bonds in order to make funds available under the Financing Agreement (herein defined) as a means of accomplishing the foregoing; and

 

WHEREAS, the Commission, pursuant to a bond resolution adopted by the Commission on December 13, 2010, authorized the execution and delivery of certain financing documents, including the Amended and Restated Financing Agreement, for the purpose of securing its Tax Increment Refunding Revenue Bonds (Blue Ridge Mall Development Project) Series 2010A (“Series 2010A Bonds”) in a principal amount not to exceed $35,000,000 and its Subordinate Tax Increment Refunding Revenue Bonds (Blue Ridge Mall Development Project) Series 2010B (collectively, the “Bonds”) in the principal amount not to exceed $1,800,000, which will be issued under the trust indenture dated as of the date set forth therein, between the Commission and Commerce Bank, N.A. (the “Trustee”); and

 

WHEREAS, the City further finds and determines that it is necessary and desirable in connection with the issuance of the Bonds that the City execute and deliver the Amended and Restated Financing Agreement and certain documents related thereto (the “City Documents”) and that the City take certain other actions as herein provided; NOW, THEREFORE,

 

BE IT ORDAINED BY THE COUNCIL OF KANSAS CITY:

 

Section 1. Authorization and Approval of Amended and Restated Financing Agreement. The Amended and Restated Financing Agreement dated as of the date set forth therein (the “Financing Agreement”), among the City, the Commission, the Redeveloper and the Trustee is hereby approved in substantially the form presented to the City Council (a copy of which shall be filed in the records of the City), and the City is hereby authorized to execute and deliver the Financing Agreement with such changes therein as shall be approved by the officials of the City executing the Financing Agreement, such officials’ signatures thereon being conclusive evidence of their approval and the City’s approval thereof.

 

Section 2. Authorization and Approval of City Documents. The Mayor, the City Manager, or the Director of Finance are hereby authorized and directed to execute and deliver 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 is hereby authorized and directed to attest to the City Documents and to such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this ordinance.

 

Section 3. Further Authority. The officials, agents and employees of the City 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 Financing Agreement and the City Documents and the transactions contemplated thereby.

 

Section 4. Governing Law. This ordinance shall be governed exclusively by and construed in accordance with the applicable laws of the State of Missouri.

 

_________________________________________________

 

Approved as to form and legality:

 

 

________________________________ Heather A. Brown

Senior Associate City Attorney