KC Skyline

City Clerk Web Search

Search the Ordinances:

Legislation #: 190128 Introduction Date: 2/7/2019
Type: Ordinance Effective Date: 3/22/2019
Sponsor: COUNCILMEMBER JUSTUS
Title: Authorizing and directing the incurrence of a Senior Appropriation Obligation in the principal amount not to exceed $125,000,000.00 in order to evidence the agreement of the City of Kansas City, Missouri (the “City”) to make certain debt service and additional payments to The Industrial Development Authority of the City of Kansas City, Missouri (the “Authority”) in connection with the Authority’s issuance of Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019A (AMT) (the “Series 2019A Bonds”) to provide funds to finance $90,000,000.00 of the initial costs of the Kansas City International Airport Terminal Modernization Project and related purposes as set forth herein; approving the issuance of such Series 2019A Bonds by the Authority; approving and authorizing certain documents and actions in connection with the issuance of such bonds ; estimating and appropriating revenues in the amount of $34,581,070.00 in Fund No. 8560, the 2019 Airport Terminal Bond Fund, estimating revenues in the amount of $22,226,785.00 in Fund No. 8300, the Kansas City Airports Fund; appropriating revenues in the amount of $5,857,013.00 in Fund No. 8300, the Kansas City Airports Fund; and recognizing an accelerated effective date.

Legislation History
DateMinutesDescription
2/7/2019 Filed by the Clerk's office
2/7/2019 Referred to Airport Committee
2/14/2019 Hold On Agenda (2/21/2019)
3/7/2019 Do Pass as a Committee Substitute
3/7/2019 Assigned Third Read Calendar as Substituted
3/21/2019 Passed as Substituted

View Attachments
FileTypeSizeDescription
Airport 2019A Certificate of Final Terms-executed .pdf Other 489K Certificate of Final Terms
190128.pdf Authenticated 1056K Authenticated
Com_. Sub 190128 Fact Sheet.pdf Fact Sheet 88K Fact Sheet
190128 cs to org ord-com.docx Compared Version 51K Colored Compared Version
Airport Committee_030719.pptx Other 107K Presentation
Fact Sheet - Comm Sub - #190128.pdf Fact Sheet 490K Fact Sheet
Accounting Forms for #190128.pdf Other 199K Estimation and Appropriation Accounting Forms

Printer Friendly Version

COMMITTEE SUBSTITUTE FOR ORDINANCE NO. 190128

 

Authorizing and directing the incurrence of a Senior Appropriation Obligation in the principal amount not to exceed $125,000,000.00 in order to evidence the agreement of the City of Kansas City, Missouri (the “City”) to make certain debt service and additional payments to The Industrial Development Authority of the City of Kansas City, Missouri (the “Authority”) in connection with the Authority’s issuance of Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019A (AMT) (the “Series 2019A Bonds”) to provide funds to finance $90,000,000.00 of the initial costs of the Kansas City International Airport Terminal Modernization Project and related purposes as set forth herein; approving the issuance of such Series 2019A Bonds by the Authority; approving and authorizing certain documents and actions in connection with the issuance of such bonds ; estimating and appropriating revenues in the amount of $34,581,070.00 in Fund No. 8560, the 2019 Airport Terminal Bond Fund, estimating revenues in the amount of $22,226,785.00 in Fund No. 8300, the Kansas City Airports Fund; appropriating revenues in the amount of $5,857,013.00 in Fund No. 8300, the Kansas City Airports Fund; and recognizing an accelerated effective date.

 

WHEREAS, the City of Kansas City, Missouri (the “City”), is a constitutional charter city and political subdivision duly organized and existing under the laws of the State of Missouri, and owns and operates a revenue producing airport system (the “Airport System” as defined in the hereinafter defined Master Bond Ordinance) serving the City and its inhabitants and others; and

 

WHEREAS, on November 7, 2017, the voters of the City approved a proposition which authorizes the City to construct a new passenger terminal at Kansas City International Airport; and

 

WHEREAS, the City Council of the City (the “City Council”) duly passed Ordinance No. 190026 (as amended and supplemented from time to time, the “Master Bond Ordinance”), which sets forth the terms and provisions for issuing or incurring revenue bonds, revenue refunding bonds and other obligations (including, but not limited to, Senior Appropriation Obligations (as defined therein)), for the purpose of financing additions, extensions and improvements to the Airport System, among other things; and

 

WHEREAS, in Committee Substitute for Ordinance No. 190028 (the “Series 2019 Authorizing Ordinance”), the City is considering, among other things, (a) requesting The Industrial Development Authority of the City of Kansas City, Missouri (the “Authority”) to issue its Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019 (the “Series 2019 Bonds”) in one or more series, including an AMT series and a Non-AMT series, pursuant to a Trust Indenture (the “Series 2019 Indenture”) between the Authority and BOKF, N.A., as trustee (the “Trustee”), for the purposes of providing funds (i) to finance a portion of the costs of certain improvements to the Airport System including the construction of a new passenger terminal at Kansas City International Airport (the “Terminal Modernization Project”), (ii) to fund capitalized interest on the Series 2019 Bonds, (iii) to fund a deposit to the debt service reserve fund for the Series 2019 Bonds and (iv) to pay costs of issuance of the Series 2019 Bonds, and (b) authorizing the execution and delivery by the City of a Financing Agreement (the “Series 2019 Financing Agreement”) among the Authority, the City and the Trustee and certain other agreements, and in Committee Substitute for Ordinance No. 190027 (the “Series 2019 Supplemental Ordinance”), the City is considering designating the City’s obligations under the Series 2019 Financing Agreement as a Senior Appropriation Obligation (the “Series 2019 Senior Appropriation Obligation”); and

 

WHEREAS, the City has incurred and expects to continue to incur financial obligations of at least $90,000,000.00 in connection with the Terminal Modernization Project which will be payable prior to the issuance of the Series 2019 Bonds; and

 

WHEREAS, if requested by the City by approval of this Ordinance, the Authority is expected to issue its Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019A (AMT) (the “Series 2019A Bonds”) in an aggregate principal amount of not to exceed $125,000,000.00 for the purposes of providing funds to finance $90,000,000.00 of the initial costs of the Terminal Modernization Project, funding capitalized interest on the Series 2019A Bonds, funding a deposit to the debt service reserve fund securing the Series 2019A Bonds (which may be funded with proceeds of the Series 2019 Bonds or as otherwise requested by the City, as more fully set out in the herein-defined Series 2019A Indenture and the Series 2019 Indenture) and paying costs of issuance of the Series 2019A Bonds; and

 

WHEREAS, the Series 2019A Bonds will be issued pursuant to a Series 2019A Trust Indenture (the “Series 2019A Indenture”) to be entered into by and between the Authority and the Trustee; and

 

WHEREAS, in consideration of the Authority making the proceeds of the Series 2019A Bonds available to the City for the purposes described above, the City wishes to enter into a Series 2019A Financing Agreement (the “Series 2019A Financing Agreement”) among the Authority, the City and the Trustee, pursuant to which, among other things, the City will make Debt Service Payments and Additional Payments (as such terms are defined in the Series 2019A Financing Agreement) (subject to such limitations as set forth therein) to the Authority and other applicable persons, in sufficient amounts to pay the principal of and interest on the Series 2019A Bonds and such other amounts due and payable by the City as described therein, subject to appropriation as described therein; and

 

WHEREAS, the Master Bond Ordinance provides in Article V thereof for the incurrence of Senior Appropriation Obligations, and in Section 9.02 thereof for the passage of Supplemental Ordinances setting forth the terms of such Senior Appropriation Obligations; and

 

WHEREAS, the incurrence of the City’s obligation to make Debt Service Payments and Additional Payments to the Authority and such other persons as defined and described in the Series 2019A Financing Agreement shall be deemed to be the incurrence of a Senior Appropriation Obligation pursuant to the Master Bond Ordinance and this Ordinance (as amended and supplemented from time to time, this “Series 2019A Supplemental Ordinance”), and the City is designating such Senior Appropriation Obligation as “City of Kansas City, Missouri Airport Revenue Senior Appropriation Obligation Series 2019A” (the “Series 2019A Senior Appropriation Obligation”) pursuant to the Master Bond Ordinance and this Series 2019A Supplemental Ordinance; and

 

WHEREAS, Senior Appropriation Obligations incurred under the provisions of the Master Bond Ordinance are secured as provided in the Master Bond Ordinance; and

 

WHEREAS, the Master Bond Ordinance provides that Senior Appropriation Obligations shall be special obligations of the City payable solely from, and, provided the Senior Lien Requirements (as defined in the Master Bond Ordinance) are satisfied, secured as to payment of principal, interest and other amounts due and payable with respect to such Senior Appropriation Obligations by a senior lien on, the Net Revenues (as defined in the Master Bond Ordinance) derived from the operation of the Airport System, and deposited in the Kansas City Airports Fund and not from any other fund or source; that the taxing power of the City is not pledged to the payment of the Senior Appropriation Obligations either as to principal or interest; that Senior Appropriation Obligations shall not be or constitute general obligations of the City, nor shall they constitute indebtedness of the City within the meaning of any constitutional, statutory or charter provision, limitation or restriction; that all payments due and owing on the Senior Appropriation Obligations in any Fiscal Year shall be paid solely from Net Revenues and/or other funds appropriated by the City Council for the purpose of making such payments which are due and owing in such Fiscal Year; and that the issuance or incurrence of the Senior Appropriation Obligations shall not obligate the City to make any appropriation for their payment; and

 

WHEREAS, pursuant to the Master Bond Ordinance, Net Revenues include, for any given period, Revenues (as defined in the Master Bond Ordinance) for such period, less the Maintenance and Operation Costs (as defined in the Master Bond Ordinance) for such period; and

 

WHEREAS, Revenues exclude Customer Facility Charges (as defined in the Master Bond Ordinance), unless otherwise designated as “Revenues” under the terms of a Supplemental Ordinance; and

 

WHEREAS, the City now wishes to irrevocably designate Customer Facility Charges received for a certain period of time as Revenues under the terms of this Series 2019A Supplemental Ordinance; and

 

WHEREAS, the City intends that its obligations under the Series 2019A Financing Agreement and the Series 2019A Senior Appropriation Obligation and its obligations under the Series 2019 Financing Agreement and the Series 2019 Senior Appropriation Obligation, when incurred, be on a parity on all respects under the Master Bond Ordinance; and

 

WHEREAS, it is hereby found and determined that it is necessary and advisable and in the best interest of the City and of its inhabitants at this time to authorize the incurrence of the Series 2019A Senior Appropriation Obligation pursuant to the Master Bond Ordinance and this Series 2019A Supplemental Ordinance and as herein provided, and to approve the issuance by the Authority of the Series 2019A Bonds for the purpose of providing funds to finance $90,000,000.00 of the initial costs of the Terminal Modernization Project, funding capitalized interest on the Series 2019A Bonds, funding a deposit to the debt service reserve fund securing the Series 2019A Bonds (which may be funded with proceeds of the Series 2019 Bonds or as otherwise requested by the City, as more fully set out in the Series 2019A Indenture and the Series 2019 Indenture) and paying costs of issuance of the Series 2019A Bonds; and

 

WHEREAS, the City further finds and determines that it is necessary and desirable in connection with the issuance of the Series 2019A Bonds that the City execute and deliver certain documents and that the City take certain other actions as herein provided; NOW, THEREFORE,

 

BE IT ORDAINED BY THE COUNCIL OF KANSAS CITY:

 

ARTICLE I 


DEFINITIONS; INTERPRETATIONS

 

Section 1.01. Definitions. The following definitions shall apply to terms used in this Series 2019A Supplemental Ordinance unless the context clearly requires otherwise. Capitalized terms not otherwise defined in this Section 1.01 or elsewhere in this Series 2019A Supplemental Ordinance shall have the same meanings as set forth in the Master Bond Ordinance.

 

Additional Payments” has the meaning set forth in the Series 2019A Financing Agreement.

 

Approved PFC Projects” has the meaning set forth in the Master Bond Ordinance.

 

Authority” means The Industrial Development Authority of the City of Kansas City, Missouri

 

Bond Ordinance” means, collectively, the Master Bond Ordinance as supplemented by this Series 2019A Supplemental Ordinance and any other Supplemental Ordinance (as defined in the Master Bond Ordinance).

 

Bond Registrar” for purposes of this Series 2019A Supplemental Ordinance relating to the Series 2019A Senior Appropriation Obligation, means the Director of Finance of the City, or any other institution appointed by the Director of Finance to act as Bond Registrar for the Series 2019A Senior Appropriation Obligation. Such Bond Registrar shall perform the duties required of the Bond Registrar in the Master Bond Ordinance and this Series 2019A Supplemental Ordinance.

 

Debt Service Payments” has the meaning set forth in the Series 2019A Financing Agreement.

 

Designated Customer Facility Charges” means Customer Facility Charges which the City has designated as Revenues pursuant to Section 4.01 of this Series 2019A Supplemental Ordinance.

 

FAA means the Federal Aviation Administration, or the successor to its powers and authority.

 

Master Bond Ordinance” means Ordinance No. 190026, as amended and supplemented from time to time.

 

Paying Agent” for purposes of this Series 2019A Supplemental Ordinance relating to the Series 2019A Senior Appropriation Obligation, means the Director of Finance of the City, or any other institution appointed by the Director of Finance to act as Paying Agent for the Series 2019A Senior Appropriation Obligation. Such Paying Agent shall perform the duties required of the Paying Agent in the Master Bond Ordinance and this Series 2019A Supplemental Ordinance.

 

PFC Debt Service Account” means the Account of such designation established in the PFC Revenue Fund as indicated in the Master Bond Ordinance.

 

PFC Debt Service Portion of the Series 2019A Senior Appropriation Obligation” means that portion of the Debt Service Payments made under the Series 2019A Financing Agreement that is allocable to the PFC Eligible Portion of the Series 2019A Senior Appropriation Obligation, as determined in each year by the Director of Aviation or other Authorized City Representative.

 

PFC Eligible Portion of the Series 2019A Senior Appropriation Obligation” means that portion of the proceeds of the Series 2019A Bonds used to finance Approved PFC Projects, fund capitalized interest on a portion of the Series 2019A Bonds allocable to the Approved PFC Projects, fund a portion of the debt service reserve fund for the Series 2019A Bonds allocable to the Approved PFC Projects, and pay a portion of the costs of issuance of the Series 2019A Bonds allocable to the Approved PFC Projects.

 

PFCs” or “Passenger Facility Charges” shall mean “Passenger Facility Charges” as defined in the Master Bond Ordinance.

 

Purchase Contract” means the Bond Purchase Agreement between the Authority and the Purchaser and approved by the City relating to the purchase and sale of the Series 2019A Bonds.

 

Purchaser” means Morgan Stanley Bank N.A. or an affiliate thereof as the purchaser of the Series 2019A Bonds.

 

Series 2019 Bonds” means, collectively, the Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019B (AMT) and the Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019C (Non-AMT) to be issued by the Authority, and/or such other series designations as shall be provided in the Series 2019 Indenture approved by the Director of Finance.

 

Series 2019 Senior Appropriation Obligation” means a Senior Appropriation Obligation incurred under the Master Bond Ordinance and the Series 2019 Supplemental Ordinance and designated as “City of Kansas City, Missouri Senior Airport Revenue Appropriation Obligation Series 2019.”

Series 2019 Supplemental Ordinance” means Committee Substitute for Ordinance No. 190027, which, among other things, sets forth the terms of the Series 2019 Senior Appropriation Obligation.

Series 2019A Bonds” means the Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019A (AMT) to be issued by the Authority.

Series 2019A Debt Service Fund” means the Debt Service Fund of such designation established pursuant to Section 3.01 hereof and into which money is to be deposited to pay the Debt Service Payments and the Additional Payments in accordance with the provisions of the Series 2019A Financing Agreement, as evidenced by the Series 2019A Senior Appropriation Obligation.

 

Series 2019A Financing Agreement” means the Series 2019A Financing Agreement among the Authority, the City and BOKF, N.A., as Trustee, wherein the City will agree, among other things, to make Debt Service Payments and Additional Payments to the Authority and other persons as described therein.

 

Series 2019A Senior Appropriation Obligation” means a Senior Appropriation Obligation incurred under the Master Bond Ordinance and this Series 2019A Supplemental Ordinance and designated as “City of Kansas City, Missouri Senior Airport Revenue Appropriation Obligation Series 2019A.”

 

Series 2019A Supplemental Ordinance” means this Supplemental Ordinance, which, among other things, sets forth the terms of the Series 2019A Senior Appropriation Obligation.

 

Section 1.02. Article and Section References. Except as otherwise indicated, references to Articles and Sections are to Articles and Sections of this Series 2019A Supplemental Ordinance.

 

ARTICLE II 


The Series 2019A Senior Appropriation Obligation

 

Section 2.01. Authorization and Incurrence of the Series 2019A Senior Appropriation Obligation; Principal Amount.

 

(a)                The City hereby authorizes the incurrence of a Senior Appropriation Obligation to be designated as “City of Kansas City, Missouri Senior Airport Revenue Appropriation Obligation Series 2019A” to evidence its obligation to make Debt Service Payments and Additional Payments under the Series 2019A Financing Agreement when executed and delivered, to be incurred in a principal amount not to exceed $125,000,000.00. The Series 2019A Senior Appropriation Obligation constitutes a “Senior Appropriation Obligation” as defined in the Master Bond Ordinance.

 

(b)               The Series 2019A Senior Appropriation Obligation will be incurred when the Series 2019A Bonds are issued by the Authority, all conditions for issuance of the Series 2019A Bonds are satisfied, the Series 2019A Financing Agreement is executed and delivered and the City’s obligations to make Debt Service Payments and Additional Payments under the Series 2019A Financing Agreement are in force and effect. Pursuant to this Series 2019A Supplemental Ordinance, the Director of Finance is authorized and directed to approve the purchase price for the Series 2019A Bonds, the principal amounts by maturity, the interest rates and the other final terms of the Series 2019A Bonds, including applicable redemption provisions, subject to each of the limitations set forth herein, and to approve the Purchase Contract, all as more fully set forth herein. The principal amount of the Series 2019A Senior Appropriation Obligation shall be equal to the aggregate principal amount of the Series 2019A Bonds, as set forth in the Series 2019A Financing Agreement. The schedule for the Debt Service Payments for the Series 2019A Senior Appropriation Obligation will be attached to the Series 2019A Financing Agreement.

 

Section 2.02. 2019A Senior Appropriation Obligation Incurred Under the Bond Ordinance; Security. The Series 2019A Senior Appropriation Obligation is incurred under and subject to the terms of the Master Bond Ordinance and this Series 2019A Supplemental Ordinance and is secured by and payable from the Net Revenues and other security provided in the Master Bond Ordinance and this Series 2019A Supplemental Ordinance, subject in all respects to the restrictions and requirements set forth therein for security and payment of Appropriation Obligations, and in accordance with the terms of the Master Bond Ordinance and this Series 2019A Supplemental Ordinance.

 

Section 2.03. Designation of Paying Agent and Bond Registrar for 2019A Senior Appropriation Obligation. The Director of Finance of the City, or any other institution appointed by the Director of Finance is hereby designated as the City’s Paying Agent for the payment of the Debt Service Payments and the Additional Payments and as Bond Registrar for the registration of the Series 2019A Senior Appropriation Obligation.

 

Section 2.04. General Terms of the Series 2019A Senior Appropriation Obligation. The terms of the Series 2019A Senior Appropriation Obligation shall be as set forth in the Series 2019A Financing Agreement. The amount of the Debt Service Payments evidenced by the Series 2019A Senior Appropriation Obligation and the dates such Debt Service Payments are due and payable by the City shall be determined upon the sale of the Series 2019A Bonds, the execution and approval of the Purchase Contract and the execution and delivery of the Series 2019A Financing Agreement, including the completion of the schedule for Debt Service Payments that will be attached to the Series 2019A Financing Agreement. The components of the Additional Payments payable by the City shall be as set forth in the Series 2019A Financing Agreement.

 

Section 2.05. Events of Default under Master Bond Ordinance. An Event of Default under Section 7.01 of the Master Bond Ordinance (as defined therein) with respect to the Series 2019A Senior Appropriation Obligation, if any, shall constitute an Event of Default with respect to the Series 2019 Senior Appropriation Obligation, and an Event of Default under Section 7.01 of the Master Bond Ordinance with respect to the Series 2019 Senior Appropriation Obligation, if any, shall constitute an Event of Default with respect to the Series 2019A Senior Appropriation Obligation.

 

ARTICLE III

ESTABLISHMENT OF FUNDS AND ACCOUNTS FOR SERIES 2019A SENIOR APPROPRIATION OBLIGATION; PASSENGER FACILITY CHARGES

 

Section 3.01. Establishment of Funds and Accounts.

 

(a)                In addition to the Funds and Accounts established in Section 4.03 of the Master Bond Ordinance, the City hereby establishes the following fund and account, and the moneys deposited in such fund and account shall be held in trust for the purposes set forth in the Master Bond Ordinance and this Series 2019A Supplemental Ordinance:

 

City of Kansas City, Missouri Senior Airport Revenue Appropriation Obligation Series 2019A Debt Service Fund (the “Series 2019A Debt Service Fund”) and therein a Principal and Interest Account (the “Series 2019A Principal and Interest Account”).

 

(b)               The City may establish separate accounts and subaccounts in the Series 2019A Debt Service Fund and the Series 2019A Principal and Interest Account for such purposes as the City deems appropriate, including but not limited to the payment of Additional Payments.

 

Section 3.02. Series 2019A Debt Service Fund; Passenger Facility Charges.

 

(a)                The City shall deposit into the Series 2019A Principal and Interest Account of the Series 2019A Debt Service Fund the amounts provided in the Master Bond Ordinance, this Series 2019A Supplemental Ordinance and the Series 2019A Financing Agreement to be used to pay the Debt Service Payments and the Additional Payments.

 

(b)               The City may transfer Passenger Facility Charges from the PFC Debt Service Account to the Series 2019A Principal and Interest Account be used to pay an amount not exceeding the PFC Debt Service Portion of the Series 2019A Senior Appropriation Obligation. Any Passenger Facility Charges so deposited into the Series 2019A Principal and Interest Account shall be deemed to be held by the City and set aside exclusively to be used to pay the PFC Debt Service Portion of the Series 2019A Senior Appropriation Obligation within the meaning of subsection (k) of the definition of Aggregate Annual Debt Service in the Master Bond Ordinance, and accordingly the PFC Debt Service Portion of the Series 2019A Senior Appropriation Obligation to be paid from such Passenger Facility Charges shall be disregarded and not included in calculating Aggregate Annual Debt Service and/or Annual Debt Service with respect to the Series 2019A Senior Appropriation Obligation as provided therein. Further, any Passenger Facility Charges which the City shall irrevocably commit to the payment of the PFC Debt Service Portion of the Series 2019A Senior Appropriation Obligation, through resolution or ordinance of the City Council or other official action of the City, shall be so disregarded as provided in said subsection (k) of such definition.

 

Section 3.03. No Participation in Reserve Fund or Establishment of a Series Debt Service Reserve Fund. The Series 2019A Senior Appropriation Obligation shall not participate in the Reserve Fund established under the Master Bond Ordinance, and no Series Debt Service Reserve Fund shall be established under the Master Bond Ordinance for the Series 2019A Senior Appropriation Obligation.

 

Section 3.04. No Establishment of a Project Fund. No Project Fund shall be established for the Series 2019A Senior Appropriation Obligation under the Master Bond Ordinance.

 

Section 3.05. No Establishment of a Rebate Fund. No Rebate Fund shall be established for the Series 2019A Senior Appropriation Obligation under the Master Bond Ordinance.

 

Section 3.06. Sources of Payment of the Series 2019A Senior Appropriation Obligation. The Series 2019A Senior Appropriation Obligation shall be payable solely from, and, provided the Senior Lien Requirements are satisfied, secured as to payment of principal, interest and other amounts due and payable with respect to such Series 2019A Senior Appropriation Obligation by a senior lien on the Net Revenues as provided in the Master Bond Ordinance. Payments due and owing on the Series 2019A Senior Appropriation Obligation in any Fiscal Year shall be paid solely from Net Revenues and/or other funds appropriated by the City Council for the purpose of making such payments which are due and owing in such Fiscal Year. The incurrence of the Series 2019A Senior Appropriation Obligation does not obligate the City to make any appropriation for its payment.

 

ARTICLE IV

DESIGNATION OF CUSTOMER FACILITY CHARGES AS REVENUES

 

Section 4.01. Designation of Certain Customer Facility Charges as Revenues. Pursuant to the definition of “Revenues” in Article I of the Master Bond Ordinance, the City hereby designates Customer Facility Charges received in each of the Fiscal Years ending in 2019 through 2021 as Revenues of the Airport System for purposes of the Master Bond Ordinance. In addition, Customer Facility Charges received in each Fiscal Year after the Fiscal Year ending in 2021 are designated as Revenues of the Airport System for purposes of the Master Bond Ordinance until such time as the Director of the City’s Aviation Department gives written notice to the Director of Finance that such Customer Facility Charges are no longer to continue to be designated as Revenues for purposes of the Master Bond Ordinance, accompanied by a certificate of the Director of the City’s Aviation Department to the effect that the City will be in compliance with Section 6.03(a) and (b) of the Master Bond Ordinance when Customer Facility Charges are no longer designated as Revenues. Satisfaction of the requirements set forth under the definition of “Released Revenues” is not required for Customer Facility Charges received after the Fiscal Year ending in 2021 to no longer continue to be designated as Revenues pursuant to the immediately preceding sentence. All of such Customer Facility Charges so designated as Revenues are referred to herein as “Designated Customer Facility Charges.”

 

ARTICLE V

MISCELLANEOUS

 

Section 5.01. Approval of Issuance of Series 2019A Bonds. The City hereby requests, directs and instructs the Authority to issue, and consents to and approves the issuance by the Authority of, the Series 2019A Bonds in the aggregate principal amount not to exceed $125,000,000.00, for the purpose of financing $90,000,000.00 of the initial costs of the Terminal Modernization Project, funding capitalized interest on the Series 2019A Bonds, funding a deposit to the debt service reserve fund securing the Series 2019A Bonds (which may be funded with proceeds of the Series 2019 Bonds or as otherwise requested by the City, as more fully set out in the Series 2019A Indenture and the Series 2019 Indenture) and paying costs of issuance of the Series 2019A Bonds. The Series 2019A Bonds shall be dated the date set forth in the Series 2019A Indenture and the form of Series 2019A Bond. The Series 2019A Bonds shall bear interest at rates initially not to exceed a true interest cost of 5.00%. The Series 2019A Bonds shall have such other terms and provisions as shall be provided in the Series 2019A Indenture and in the Purchase Contract approved by the Director of Finance.

 

The Director of Finance is further authorized and directed to approve the purchase price for the Series 2019A Bonds upon the issuance thereof, the principal amounts by maturity, the interest rates, the terms of credit enhancement and the other final terms of the Series 2019A Bonds, including applicable redemption provisions, subject to the limitations set forth in this Section. The Director of Finance is authorized and directed to execute and deliver the Certificate of Final Terms for the Series 2019A Bonds 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 Certificate of Final Terms will be attached to this Ordinance as Exhibit A and the City Clerk is hereby authorized to file such Certificate of Final Terms with this Series 2019A Supplemental Ordinance.

 

Section 5.02. 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. The Financing Documents include:

 

(a)                Series 2019A Financing Agreement under which the City agrees, among other things, to make payments, subject to appropriation, from Net Revenues (as defined in the Master Bond Ordinance) of the Debt Service Payments and the Additional Payments (as such terms are defined in the Series 2019A Financing Agreement), with such Debt Service Payments and Additional Payments being in sufficient amounts in order for the Authority to pay the debt service on the Series 2019A Bonds and such other costs and expenses relating to the Series2019A Bonds.

 

(b)               Tax Compliance Agreement among the Authority, the City and the Trustee which sets forth certain representations, facts, expectations, terms and conditions relating to the use and investment of the proceeds of the Series 2019A Bonds, to establish and maintain the exclusion of interest on the Series 2019A Bonds from gross income for federal income tax purposes, and to provide guidance for complying with the arbitrage rebate provisions of Section 148(f) of the Internal Revenue Code of 1986, as amended.

 

(c)                Bond Purchase Agreement between the Authority and the Purchaser and approved by the City, under which the Authority agrees to sell and the Purchaser agree to purchase the Series 2019A Bonds, upon such terms and conditions thereof as set in such Bond Purchase Agreement and the Certificate of Final Terms, as described in Section 5.01 hereof.

 

The City Council further approves the execution and delivery by the City of any documents which may be required in connection with the issuance of the Series 2019A Bonds and execution and delivery by the City of the Financing Documents and of such other documents as the Director of Finance deems necessary or appropriate in connection with the transactions authorized by this Series 2019A Supplemental Ordinance.

 

Section 5.03. Approval of Selection of Professionals.

 

(a)                The City approves the selection of Hilltop Securities, Inc., and Moody Reid Financial Advisors to act as Co-Financial Advisors in connection with the issuance of the Series 2019A Bonds. The City approves the selection of Kutak Rock LLP, the Hardwick Law Firm LLC and Martha E. Schach, Attorney at Law, LLC to act as Co-Bond Counsel in connection with the issuance of the Series 2019A Bonds. The City approves the selection of Lewis Rice LLC, Fields & Brown, LLC and Martha E. Schach, Attorney at Law, LLC to act as Co-Disclosure Counsel in connection with the issuance of the Series 2019A Bonds.

 

(b)               The City approves the selection of Morgan Stanley Bank N.A. or an affiliate thereof as purchaser in connection with the issuance of the Series 2019A Bonds.

 

Section 5.04. Applicability of Master Bond Ordinance. Except as otherwise provided in this Series 2019A Supplemental Ordinance, the provisions of the Master Bond Ordinance are hereby ratified, approved and confirmed and incorporated herein and shall be applicable to the incurrence of the Series 2019A Senior Appropriation Obligation and the security, payment, redemption and enforcement of payment of the Series 2019A Senior Appropriation Obligation. The requirements of Article V of the Master Bond Ordinance regarding the issuance and incurrence of additional Obligations will be satisfied at the time of incurrence of the Series 2019A Senior Appropriation Obligation.

 

Section 5.05. General Authorization for Series 2019A Senior Appropriation Obligation. From and after the date of adoption of this Series 2019A Supplemental Ordinance, the officials, employees, and agents of the City are hereby authorized to do all such acts and things and to execute and deliver any and all other documents, agreements, certificates and instruments as may be necessary or desirable in connection with the incurrence of the Series 2019A Senior Appropriation Obligation and the transactions contemplated on the part of the City by this Series 2019A Supplemental Ordinance. The Director of Finance and City Clerk are hereby authorized and directed to prepare and furnish to the Purchaser, in connection with the sale of the Series 2019A Bonds, certified copies of all proceedings and records of the City relating to the Series 2019A Senior Appropriation Obligation or to the Master Bond Ordinance and this Series 2019A Supplemental Ordinance. All such certified copies, certificates and affidavits, including any heretofore furnished, shall constitute representations of the City as to the truth of all statements contained therein.

 

Section 5.06. Modification of Master Bond Ordinance and this Series 2019A Supplemental Ordinance. The City may, from time to time and at any time execute and deliver Supplemental Ordinances supplementing and/or amending the Master Bond Ordinance and this Series 2019A Supplemental Ordinance in the manner set forth in Article IX of the Master Bond Ordinance.

 

Section 5.07. Governing Law. This Series 2019A Supplemental Ordinance and the Series 2019A Senior Appropriation Obligation incurred hereunder shall be governed by and construed and enforced in accordance with the laws of the State and the Charter.

 

Section 5.08. Severability. If any provision of this Series 2019A Supplemental Ordinance shall be determined to be unenforceable, that shall not affect any other provision of this Series 2019A Supplemental Ordinance.

 

Section 5.09. Payments Due on Saturdays, Sundays, and Other Non-Business Days. Whenever a date upon which a payment is to be made under the Bond Ordinance falls on a date which is not a Business Day, such payment may be made on the next succeeding Business Day without interest for the intervening period.

 

Section 5.10. Electronic Storage. The City agrees that the transaction described herein may be conducted and related documents may be stored by electronic means.

 

Section 5.11. 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 Series 2019A Supplemental Ordinance.

 

Section 5.12. Estimation. That additional revenue in the following account of Fund No. 8560, 2019 Airport Terminal Bond Fund, is hereby estimated in the following amount:

 

AL-8560-120000-590000 Bond Proceeds $29,095,000.00

AL-8560-120000-485100 Premium on Bonds $5,486,070.00

Total $34,581,070.00

 

Section 5.13. Appropriation. The sum of $34,581,070.00 is hereby appropriated from the Unappropriated Fund Balance of Fund No. 8560, the 2019 Airport Terminal Bond Fund to the following accounts:

 

AL-8560-129620-B Cost of Issuance $894,572.00

AL-8560-129631-B Underwriter Discount $893,213.00

AL-8560-129611-B Debt Service Reserve $10,566,500.00

AL-8560-129998-X-908300 Transfer to Fund No. 8300 $22,226,785.00

TOTAL $34,581,070.00

 

Section 5.14. Estimation. That the revenue in the following account of Fund No. 8300, the Kansas City Airports Fund, is hereby estimated in the following amount:

 

20-8300-120000-508560 Transfer from Fund No. 8560 $22,226,785.00

TOTAL $22,226,785.00

 

Section 5.15. Appropriation. The sum of $5,657,013.00 is hereby appropriated from the Unappropriated Fund Balance of Fund No. 8300, the Kansas City Airports Fund to the following accounts:

20-8300-629600-G Debt Service $5,657,013.00

 


Section 5.16. Appropriation. The sum of $200,000.00 is hereby appropriated from the Unappropriated Fund Balance of Fund No. 8300, the Kansas City Airports Fund to the following accounts:

 

19-8300-621000-B Airport Administration $200,000.00

 

Section 5.17. Unexpended and Unencumbered Balances. The Director of Finance is authorized to appropriate Fiscal Year 2018-19 unexpended and unencumbered balances in Section 5.17 to the same fund and accounts in Fiscal Year 2019-20.

 

Section 5.18. Declaration of Accelerated Effective Date. This Series 2019A Supplemental Ordinance is recognized as an ordinance with an accelerated effective date as provided by Section 503(a)(3)(C) of the City Charter in that it appropriates money, and shall take effect in accordance with that section.

 

_________________________________________

 

I hereby certify that there is a balance, otherwise unencumbered, to the credit of the appropriation to which the foregoing expenditure is to be charged, and a cash balance, otherwise unencumbered, in the treasury, to the credit of the fund from which payment is to be made, each sufficient to meet the obligation hereby incurred.

 

 

___________________________________

Randall J. Landes

Director of Finance

 

Approved as to form and legality:

 

___________________________________

Katherine Chandler

Assistant City Attorney

 


EXHIBIT A

 

CERTIFICATE OF FINAL TERMS SERIES 2019A BONDS

 

The undersigned Director of Finance of the City of Kansas City, Missouri (the “City”), in connection with the issuance of the $___________ Airport Special Obligation Bonds (Kansas City International Airport Terminal Modernization Project) Series 2019A (AMT) (the “Series 2019A Bonds”) of the Industrial Development Authority of the City of Kansas City, Missouri (the “Authority”), certifies pursuant to Section 5.01 of Committee Substitute for Ordinance No. 190128 of the City (the “Ordinance”), as follows:

 

1. Original Principal Amount. The Series 2019A Bonds are issued in the original principal amount of $_________.

 

2. Maturity Schedule. The Series 2019A Bonds will mature on the dates and in the amounts and bear interest at the rates as set forth in the Series 2019A Trust Indenture dated as of _________ 1, 2019 (the “Series 2019A Indenture”) by and between the Authority and BOKF, N.A., as Trustee, and as summarized on Schedule __ to this Certificate.

 

3. True Interest Cost: The true interest cost of the Series 2019A Bonds is ______%, as shown on Schedule __ to this Certificate.

 

4. Purchase Price. The purchase price of the Series 2019A Bonds is $______, representing $_________ principal amount, [plus] original issue [premium/discount] of $___________, less Purchaser’s fee of $______.

 

5. Optional Redemption, Extraordinary Mandatory Redemption and Mandatory Sinking Fund Redemption. The Series 2019A Bonds are subject to optional redemption, extraordinary mandatory redemption and mandatory sinking fund redemption pursuant to the Series 2019A 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 5.01 of the Ordinance.

 

Delivered this ____ day of __________, 2019.

 

CITY OF KANSAS CITY, MISSOURI

 

 

By:_____________________________

Randall J. Landes,

Director of Finance