KC Skyline

City Clerk Web Search

Search the Ordinances:

Legislation #: 130560 Introduction Date: 7/18/2013
Type: Ordinance Effective Date: none
Sponsor: None
Title: Approving the issuance by the City of Kansas City, Missouri of its special obligation bonds in two series, a tax-exempt series and a taxable series (collectively, the “Bonds”) in the aggregate principal amount not to exceed $85,000,000.00; approving and authorizing certain documents and actions relating to the issuance of the Bonds; and restricting the use of appropriated funds.

Legislation History
DateMinutesDescription
7/17/2013 Filed by the Clerk's office
7/18/2013 Referred to Finance, Governance & Ethics Committee
7/24/2013 Do Pass as a Committee Substitute
7/25/2013 Assigned Third Read Calendar as Substituted
8/1/2013 Hold Until End of Debate Docket
8/1/2013 Councilmember Glover (Second by Curls) Move To Hold On Docket
8/1/2013 Held on Docket (8/15/2013)
8/15/2013 Held on Docket (8/22/2013)
8/22/2013 Held on Docket (8/29/2013)
8/29/2013 Passed as Amended

View Attachments
FileTypeSizeDescription
2013B Certificate of Final Terms.pdf Other 133K 2013B Certificate of Final Terms
2013C Certificate of Final Terms.pdf Other 101K 2013C Certificate of Final Terms
130560.pdf Authenticated 662K Authenticated
130560 as amd-marcason to cs-com.docx Compared Version 33K CS 130560 As Amended, Compared Version
Ordinance 130560.pdf Other 86K Powerpoint
130560 Fiscal Note.pdf Fiscal Note 168K Fiscal Note
130560 Revised Fact Sheet.pdf Fact Sheet 234K Revised Fact Sheet
SO 2013B C Fact Sheet 7-10-13.pdf Fact Sheet 85K S.O. 2013B & C Fact Sheet

Printer Friendly Version

COMMITTEE SUBSTITUTE FOR ORDINANCE NO. 130560, AS AMENDED

 

Approving the issuance by the City of Kansas City, Missouri of its special obligation bonds in two series, a tax-exempt series and a taxable series (collectively, the “Bonds”) in the aggregate principal amount not to exceed $78,000,000.00; and approving and authorizing certain documents and actions relating to the issuance of the Bonds.

WHEREAS, the City of Kansas City, Missouri (the “City”) is authorized under its charter to issue its notes, bonds or other obligations in evidence thereof; and

WHEREAS, the City proposes to issue its Special Obligation Bonds (Kansas City, Missouri Projects) in two series, a tax-exempt series and a taxable series, to provide funds: (a) to finance additional improvements to the East Patrol and Crime Lab project (the “Public Safety Projects”), (b) to refinance an obligation incurred by the City under a Promissory Note from the City to Bank of America, N.A., the proceeds of which were used to pay costs of the acquisition by the City of certain property in the East Village Redevelopment District in downtown Kansas City (the “East Village Note”), (c) to provide funds for the design, construction, maintenance and operation of the Soccer Village in Swope Park (the “Soccer Village Project”), (d) to finance the costs of certain public infrastructure projects to be located in the Columbus Park neighborhood of the City (the “Columbus Park Project”), (e) to finance the costs of certain improvements to the City Market area of the City (the “City Market Project”), (f) to finance the costs of certain improvements to the City’s Municipal Auditorium (the “Municipal Auditorium Project”), (g) to pay capitalized interest on a portion of the Bonds, and (h) to pay certain costs related to the issuance of the Bonds; and

WHEREAS, the Kansas City Municipal Assistance Corporation (the “Corporation”) previously issued its $49,125,000.00 Leasehold Refunding and Improvement Revenue Bonds (Kansas City, Missouri) Series 2003C (the “Series 2003C Bonds”), pursuant to the Trust Indenture dated as of May 1, 2003 (the “Series 2003C Indenture”) between the Corporation and UMB Bank, N.A., as trustee (the “Series 2003C Trustee”) to provide funds, among other things, (a) to advance refund the Corporation’s Leasehold Refunding and Improvement Revenue Bonds (“Citywide Infrastructure Project”) Series 1994B (the “Series 1994B Bonds”), (b) to finance the costs of certain public infrastructure projects to be located in Platte and/or Clay County, Kansas City, Missouri, including but not limited to, North Congress Avenue from Barry Road to the M-152 Ramp (the “Zona Rosa Project”), and (c) to finance a substantial portion of the costs of the acquisition and implementation of an Enterprise Resource Planning software system for the City (the “ERP Project”), which the Series 2003C Bonds are currently outstanding in the aggregate principal amount of $21,505,000.00, and the City wishes to refund all of the Series 2003C Refunded Bonds on a current basis (the “Series 2003C Refunded Bonds”); and

WHEREAS, in connection with issuance of the Series 2003C Bonds and the refunding of the Series 1994B Bonds, the City, the Corporation and the Board of Parks and Recreation Commissioners of the City (the “Parks Board”) entered into a Site Lease dated as of May 1, 2003 (the “Site Lease”) pursuant to which the City and the Parks Board, to the extent of their interests therein, leased to the Corporation certain real estate and existing improvements thereon (the “Project Site”), and the Corporation leased the Project Site and improvements located thereon back to the City pursuant to the Lease Agreement dated as of May 1, 2003 (the “Lease”) in consideration for lease payments sufficient to pay principal of and interest on the Series 2003C Bonds; and

WHEREAS, the Site Lease and the Lease each provides that such document terminates pursuant to its terms on the date when the Series 2003C Bonds are paid in full or otherwise redeemed or defeased; and

WHEREAS, the Corporation and the Parks Board have approved, and the City wishes to approve the execution and delivery of documents evidencing the release, termination and discharge of the Site Lease and the Lease to be effective upon the refunding and defeasance of the Series 2003C Refunded Bonds; and

WHEREAS, the Tax Increment Financing Commission of Kansas City, Missouri (the “Commission”) previously issued its $15,570,000.00 Tax Increment Revenue Bonds (“Blue Parkway Town Center Project”) Series 2004 (the “Series 2004 Bonds”), pursuant to the Trust Indenture dated as of July 1, 2004 (the “Series 2004 Indenture”) between the Commission and First Bank of Missouri, as trustee (the “Series 2004 Trustee”) to finance certain public improvements pursuant to the Series 2004 Indenture, and the City wishes to refund in advance of their stated maturity all of the outstanding Series 2004 Bonds (the “Series 2004 Refunded Bonds,” and collectively with the 2003C Refunded Bonds, the “Refunded Bonds”); and

WHEREAS, in connection with the Series 2004 Bonds, the City, the Commission and Swope Community Builders (the “Redeveloper”) previously entered into a Cooperative Agreement, dated as of July 1, 2004 (the “Cooperative Agreement”), setting forth their individual rights and responsibilities in connection with the implementation of the Redevelopment Plan (as such term is defined in the Series 2004 Indenture) and the payment of debt service on the Series 2004 Bonds, and the City, the Commission the Redeveloper and the Trustee (defined below) wish to enter into a Financing Agreement setting forth their roles and responsibilities in connection with the Bonds; and

WHEREAS, the City proposes to issue in two series, a tax-exempt series and a taxable series, which tax-exempt series shall be designated the Series 2013B Bonds or such other Series designation as the Director of Finance shall determine (the “Series 2013B Bonds”) and shall be issued pursuant to a Trust Indenture (the “Tax-Exempt Indenture”), and which taxable series shall be designated the Series 2013C Bonds or such other series designation as the Director of Finance shall determine (the “Series 2013C Bonds”) and shall be issued pursuant to a Trust Indenture (the “Taxable Indenture”), both by and between the City and Commerce Bank, as Trustee (the “Trustee”); and the proceeds of which Bonds will be used to provide funds (a) to finance the Public Safety Projects, (b) to refinance the East Village Note, (c) to finance the Soccer Village Project, (d) to finance the Columbus Park Project, (e) to finance the City Market Project, (f) to finance the Municipal Auditorium Project, (g) to refund the Series 2003C Refunded Bonds, (h) to refund the Series 2004 Refunded Bonds, (i) to pay capitalized interest on a portion of the Bonds, and (j) to pay certain costs of issuance of the Bonds; and

WHEREAS, the City reserves the right to not refund the Series 2003C Bonds or Series 2004 Bonds in whole or in part in the event that the Director of Finance determines that such refunding would not be of benefit to the City, as for example if such refunding would result in insufficient net present value savings; provided, however, that the Director of Finance is authorized to direct that such refunding can proceed even though the net present value savings would be less than 3.0%; and

WHEREAS, in order to enhance the security for the Bonds and to achieve a lower cost of borrowing, it may be desirable for the City to arrange for a municipal bond insurance policy, letter of credit or other credit enhancement facility, insuring or guaranteeing the payment of the principal of and interest on the Bonds and/or a surety bond or debt service reserve fund policy for any debt service reserve fund, to be issued by a bond insurance company, commercial bank or other financial institution acceptable to the City; and

WHEREAS, the City has found and determined that financing and refinancing of the Projects described above will benefit the citizens of the City; and

WHEREAS, in order to accomplish the foregoing, it is necessary and desirable that the City approve the transactions described in this ordinance and the execution and delivery of the financing documents and certain other matters in connection with the transaction, as herein provided; NOW, THEREFORE,

BE IT ORDAINED BY THE COUNCIL OF KANSAS CITY:

Section 1. Authorization of Bonds; Authorization and Execution of Bond Purchase Agreements and Certificates of Final Terms. The City hereby authorizes the issuance of its Bonds in the aggregate principal amount not to exceed $78,000,000.00, for the purpose of providing funds for the following: (a) to finance the Public Safety Projects, (b) to refinance the East Village Note, (c) to finance the Soccer Village Project, (d) to finance the Columbus Park Project, (e) to finance the City Market Project, (f) to finance the Municipal Auditorium Project, (g) to refund the Series 2003C Refunded Bonds, (h) to refund the Series 2004 Refunded Bonds, (i) to pay capitalized interest on a portion of the Bonds and (j) to pay certain costs of issuance of the Bonds. Each series of Bonds shall be dated the date set forth in the applicable indenture of trust and form of Bond. The tax-exempt Series 2013B Bonds shall bear interest at rates initially not to exceed a true interest cost of 5.15%. The taxable Series 2013C Bonds shall bear interest at rates initially not to exceed a true interest cost of 5.65%. The applicable series of Bonds shall have such other terms and provisions as shall be provided in the applicable trust indenture and the bond purchase agreement approved by the Director of Finance.

The Director of Finance is authorized and directed to approve the purchase price for each series of the Bonds, the principal amounts by maturity, the interest rates, the terms of credit enhancement, if any, and the other final terms of each series of the Bonds, including applicable redemption provisions, subject to the limitations set forth in this Section, and in that connection, to execute and deliver, for each of the Bonds, the Certificate of Final Terms for and on behalf of and as the act and deed of the City, which approval will be conclusively evidenced by the Director of Finance’s execution of the Certificate of Final Terms. Upon execution, the Certificates of Final Terms will be attached to this Ordinance as Exhibit A-1 (Series 2013B Bonds) and Exhibit A-2 (Series 2013C Bonds), as applicable, and the City Clerk is hereby authorized to file each such Certificate of Final Terms with this Ordinance. The City is authorized to enter into a Bond Purchase Agreement for the Bonds in accordance with the Certificates of Final Terms. The Director of Finance is authorized to execute the Bond Purchase Agreement for and on behalf of and as the act and deed of the City.

Section 2. Limited Obligations. Each series of Bonds and the interest thereon shall be special, limited obligations of the City payable solely out of Appropriated Moneys (as defined in the applicable Indenture) and moneys in the Funds and Accounts held by the Trustee under the applicable Indenture, and shall be secured by a transfer, pledge and assignment of and a grant of a security interest in the applicable Trust Estate to the Trustee and in favor of the owners of the applicable Bonds. Each series of Bonds and interest thereon shall not be deemed to constitute a debt or liability of the City within the meaning of any constitutional, statutory or charter limitation or provision, and shall not constitute a pledge of the full faith and credit of the City, but shall be payable solely from the funds provided for in the applicable Indenture. The issuance of the Bonds shall not, directly, indirectly or contingently, obligate the City to levy any form of taxation therefor or to make any appropriation for their payment.

Section 3. Authorization and Approval of Financing Documents. The proposed documents relating to the financing (the “Financing Documents”) are hereby approved in substantially the forms submitted to the City Council, and the Director of Finance is authorized to execute and deliver the Financing Documents with such changes therein and additions thereto as the Director of Finance deems necessary or appropriate.

Tax-Exempt Indenture.

Taxable Indenture.

Escrow Agreement with First Bank of Missouri relating to the defeasance of the Series 2004 Refunded Bonds, and Escrow Agreement with UMB Bank, n.a., relating to the defeasance of the Series 2003C Bonds in the event that an escrow agent is required in connection with the refunding of the Series 2003C Bonds.

Financing Agreement among the City, the Commission, the Redeveloper and the Trustee relating to the portion of the Bonds applied to refund the Series 2004 Refunded Bonds.

Release, Termination and Discharge of Site Lease between the City, the Corporation and the Parks Board relating to the Series 2003C Refunded Bonds.

Release, Termination and Discharge of Lease between the City and the Corporation relating to the Series 2003C Refunded Bonds.

Release, Termination and Discharge of Declaration of Rights between KCMAC and UMB Bank, n.a. relating to the Series 2003C Refunded Bonds.

Tax Compliance Agreement between the City and the Trustee, which set forth certain representations, facts, expectations, terms and conditions relating to the use and investment of the proceeds of the Series 2013B Bonds, to establish and maintain the exclusion of interest on the Series 2013B Bonds from gross income for federal income tax purposes, and to provide guidance for complying with the arbitrage rebate provisions of § 148(f) of the Internal Revenue Code.

Continuing Disclosure Undertakings relating to the Bonds, under which the City agrees to provide continuing disclosure of certain financial information, operating data and material events, for the benefit of the owners of such Bonds and to assist the Underwriters thereof in complying with Rule 15c2-12 of the Securities and Exchange Commission.

Bond Purchase Agreement relating to the Bonds between the City and the Underwriters of such Bonds, under which the City agrees to sell and the Underwriters agree to purchase such Bonds, upon such terms and conditions thereof as set in such Bond Purchase Agreement and Certificate of Final Terms, as described in Section 1.

The City Council further approves the execution and delivery by the City of any documents which may be required in connection with the execution and delivery by the City of the Indenture and issuance of the Bonds and of such other documents as the Director of Finance deems necessary or appropriate in connection with the transactions authorized by this Ordinance.

Section 4. Credit Enhancement. The City hereby authorizes the Director of Finance to obtain a bond insurance policy, letter of credit or other credit enhancement (“Credit Enhancement”) for some or all of the Bonds and the purchase or a surety bond or debt service reserve fund policy for any debt service reserve fund, if necessary or desired, from a Credit Provider with such credit rating that, in the opinion of the applicable Underwriters, the applicable Financial Advisors and the Director of Finance, there will be achieved an economic benefit for the City if the Bonds are secured by such Credit Enhancement. The purchase of such Credit Enhancement and the entering into of such agreements with respect thereto as may be necessary or appropriate are hereby approved. Such Credit Enhancement may be such type, in such amount and provided by such entity or entities as the Director of Finance shall determine to be in the best interest of the City. The officials of the City are authorized and directed to execute all documents, agreements, instruments and certificates in connection with such Credit Enhancement.

Section 5. Refunding and Redemption of Series 2003C Refunded Bonds and Series 2004 Refunded Bonds. The refunding and redemption of the Series 2003C Refunded Bonds is hereby approved and the Director of Finance is hereby authorized and directed to execute, enter into and deliver on behalf of the City any bond purchase agreement, escrow deposit agreement and such other documents, certificates and instruments with respect thereto as the Director of Finance determines to be in the best interest of the City. The refunding and redemption of the Series 2004 Refunded Bonds is hereby approved and the Director of Finance is hereby authorized and directed to execute, enter into and deliver on behalf of the City any bond purchase agreement, escrow deposit agreement and such other documents, certificates and instruments with respect thereto as the Director of Finance determines to be in the best interest of the City

Section 6. Official Statements. The City hereby delegates authority to the Director of Finance to prepare, approve and deem final any Preliminary Official Statements and any final Official Statements, with the signature of the Director of Finance thereon being conclusive evidence of the Director's approval and the City's approval thereof and to approve the final terms of each series of the Bonds, including any credit enhancement of a series of the Bonds. The City hereby consents to the use and public distribution of any Preliminary Official Statement and any final Official Statement in connection with the offering for sale of each series of the Bonds.

Section 7. Approval of Selection of Professionals.

The City approves the selection of First Southwest Company and Moody Reid Financial Advisors to act as Co-Financial Advisors in connection with the issuance of the Bonds. The City approves the selection of Kutak Rock LLP and the Hardwick Law Firm LLC to act as Co-Bond Counsel in connection with the issuance of the Bonds. The City approves the selection of Gilmore & Bell, P.C. and Martinez, Madrigal & Machicao, LLC to act as Co-Disclosure Counsel in connection with the issuance of the Bonds.

The City approves the selection of J.P. Morgan Securities LLC, George K. Baum & Company, Rice Financial Products Company and Valdés & Moreno, Inc. to act as Underwriters in connection with the issuance of the Bonds.

The City approves the selection of First Bank of Missouri to act as Escrow Agent in connection with the refunding of the Series 2004 Refunded Bonds. In the event that an escrow agent is required in connection with the refunding of the Series 2003C Refunded Bonds, the City approves the selection of UMB Bank, n.a., as such escrow agent.

Section 8. Further Authority. The officials of the City are further authorized and directed to execute such documents, instruments and certificates and to take such further actions on behalf of the City as shall be necessary or desirable to effect the terms and provisions of this Ordinance.

______________________________________________

Approved as to form and legality:

 

 

____________________________________

Sarah Baxter

Assistant City Attorney


EXHIBIT A-1
CERTIFICATE OF FINAL TERMS
SERIES 2013B BONDS

 

The undersigned Director of Finance of the City of Kansas City, Missouri (the “City”), in connection with the issuance of the City’s $_________ Special Obligation Refunding and Improvement Bonds (Kansas City, Missouri Projects) Series 2013B (the “Series 2013B Bonds”), certifies pursuant to Section 1 of Ordinance No. ______ of the City (the “Ordinance”), as follows:

 

1. Original Principal Amount. The Series 2013B Bonds are issued in the original principal amount of $_________.

 

2. Maturity Schedule. The Series 2013B Bonds will mature on the dates and in the amounts and bear interest at the rates as set forth in the Trust Indenture dated as of August 1, 2013 (the “Indenture”) by and between the City and Commerce Bank, as Trustee, and as summarized on Schedule __ to this Certificate.

 

3. Weighted Average Maturity of the Series 2013B Bonds: The weighted average maturity of the Series 2013B Bonds is ______ years, as shown on Schedule __ to this Certificate.

 

4. True Interest Cost: The true interest cost of the Series 2013B Bonds is ______%, as shown on Schedule __ to this Certificate.

 

5. Purchase Price. The purchase price of the Series 2013B Bonds is $______, representing $_________ principal amount, plus net original issue premium of $______, less Underwriters’ discount of $______.

 

6. Optional Redemption. The Series 2013B Bonds are subject to optional redemption pursuant to the Indenture on the dates and in the amounts as set forth therein.

 

The terms set forth in this Certificate of Final Terms are within the limitations of Section 1 of the Ordinance.

 

Delivered this ____ day of _____, 2013.

 

CITY OF KANSAS CITY, MISSOURI

 

 

 

By: __________________________________

Randall J. Landes, Director of Finance


EXHIBIT A-2
CERTIFICATE OF FINAL TERMS
SERIES 2013C BONDS

 

The undersigned Director of Finance of the City of Kansas City, Missouri (the “City”), in connection with the issuance of the City’s $_________ Taxable Special Obligation Improvement Bonds (Kansas City, Missouri Projects) Series 2013C (the “Series 2013C Bonds”), certifies pursuant to Section 1 of Ordinance No. ______ of the City (the “Ordinance”), as follows:

 

1. Original Principal Amount. The Series 2013C Bonds are issued in the original principal amount of $_________.

 

2. Maturity Schedule. The Series 2013C Bonds will mature on the dates and in the amounts and bear interest at the rates as set forth in the Trust Indenture dated as of August 1, 2012 (the “Indenture”) by and between the City and Commerce Bank, as Trustee, and as summarized on Schedule __ to this Certificate.

 

3. Weighted Average Maturity of the Series 2013C Bonds: The weighted average maturity of the Series 2013C Bonds is ______ years, as shown on Schedule __ to this Certificate.

 

4. True Interest Cost: The true interest cost of the Series 2013C Bonds is ______%, as shown on Schedule __ to this Certificate.

 

5. Purchase Price. The purchase price of the Series 2013C Bonds is $______, representing $_________ principal amount, plus net original issue premium of $______, less Underwriters’ discount of $______.

 

6. Optional Redemption. The Series 2013C Bonds are subject to optional redemption pursuant to the Indenture on the dates and in the amounts as set forth therein.

 

The terms set forth in this Certificate of Final Terms are within the limitations of Section 1 of the Ordinance.

 

Delivered this ____ day of _____, 2013.

 

CITY OF KANSAS CITY, MISSOURI

 

 

 

By:

Randall J. Landes

Director of Finance