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Legislation #: 060310 Introduction Date: 3/16/2006
Type: Ordinance Effective Date: none
Sponsor: None
Title: Approving the issuance by Kansas City Municipal Assistance Corporation of its leasehold revenue refunding and improvement bonds in more than one series, in the aggregate principal amount not to exceed $160,000,000.00 and approving and authorizing certain documents and actions relating to the issuance of the Bonds.

Legislation History
DateMinutesDescription
3/16/2006 Filed by the Clerk's office
3/16/2006 Referred to Finance and Audit Committee
3/22/2006 Advance and Do Pass, Debate
3/23/2006 Passed

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060310.pdf Authenticated 287K Authenticated
OrdinanceFactsh_2006A _ B(City Council) ver3.xls Fact Sheet 54K fact sheet
fiscal notes-KCMAC ordinance v1(2).xls Fiscal Note 41K Fiscal Note

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ORDINANCE NO. 060310

 

Approving the issuance by Kansas City Municipal Assistance Corporation of its leasehold revenue refunding and improvement bonds in more than one series, in the aggregate principal amount not to exceed $160,000,000.00 and approving and authorizing certain documents and actions relating to the issuance of the Bonds.

 

WHEREAS, the Kansas City Municipal Assistance Corporation (the "Corporation") is a not-for-profit corporation duly organized and existing under Chapter 355 of the Missouri Revised Statutes 1994 (the Act); and

WHEREAS, the Corporation is authorized under the Act to lease as lessor and as lessee any real or personal property, to borrow money for its corporate purposes and to issue its notes, bonds or other obligations in evidence thereof; and

WHEREAS, the City has requested that the Corporation issue its leasehold improvement revenue bonds in one or more series to provide funds to pay the costs of certain improvements of the H. Roe Bartle Hall Convention Center (the Bartle Project), all in accordance with and pursuant to the Act; and

WHEREAS, the City has requested that the Corporation issue its leasehold improvement revenue bonds to provide funds to pay the costs of certain improvements of the Municipal Auditorium Music Hall (the Music Hall Project), all in accordance with and pursuant to the Act; and

WHEREAS, the City has requested that the Corporation issue its leasehold improvement revenue bonds to provide funds to pay the costs of certain improvements of the Municipal Auditorium Parking Garage (the Parking Garage Project), all in accordance with and pursuant to the Act; and

WHEREAS, the City has requested that the Corporation issue its leasehold refunding revenue bonds to provide funds to pay the costs of refunding on a current basis its Leasehold Refunding Revenue Bonds (H. Roe Bartle Convention Center Project) Series 1996A (the Bartle Refunding Project), all in accordance with and pursuant to the Act; and

WHEREAS, the City has requested that the Corporation issue its leasehold refunding revenue bonds to provide funds to pay the costs of refunding on a current basis its Leasehold Revenue Capital Improvement Bonds (Kansas City, Missouri, Lessee) Series 1996B (the Kemper Refunding Project), all in accordance with and pursuant to the Act; and

WHEREAS, the Corporation proposes to issue, pursuant to one or more indentures of trust or supplemental indentures of trust by and between the Corporation
and Wells Fargo Bank, N.A., as trustee (the "Trustee"), its Bonds in the aggregate principal amount not to exceed $160,000,000.00, to provide funds to finance and refinance the Projects described above, to fund a debt service reserve fund or purchase a debt service surety bond for each series of Bonds, to pay the bond insurance premium and surety bond premium for each series of Bonds, and to fund certain costs of issuance of the Bonds; and

WHEREAS, in connection with the issuance of the Bonds, the City and the Corporation will enter into an amendment to the Base Lease dated as of the date set forth therein (the Base Lease Amendment) pursuant to which the City will continue the lease to the Corporation of certain real estate and improvements thereon related to the Bartle Project, the Music Hall Project, the Parking Garage Project and the Bartle Refunding Project (the Bartle Site); and

WHEREAS, in connection with the issuance of the Bonds, the City and the Corporation will enter into an amendment to the Master Lease Purchase Agreement dated as of the date set forth therein (the Master Lease Agreement Amendment) pursuant to which the Corporation will continue the lease of the Bartle Site to the City, and the City will make lease payments (Rental Payments) to the Corporation, which Rental Payments will be sufficient, during any term of the Master Lease Purchase Agreement, to enable the Corporation to pay principal of, redemption premium, if any, and interest on the Bonds issued for the Bartle Project, the Music Hall Project, the Parking Garage Project and the Bartle Refunding Project (the Bartle Bonds) as the same become due; and

WHEREAS, in connection with the issuance of the Bonds, the City and the Corporation will enter into a Base Lease dated as of the date set forth therein (the Base Lease) pursuant to which the City will lease to the Corporation certain real estate and improvements thereon related to the Kemper Refunding Project (the Kemper Site); and

WHEREAS, in connection with the issuance of the Bonds, the City and the Corporation will enter into a Lease Purchase Agreement dated as of the date set forth therein (the Lease Purchase Agreement) pursuant to which the Corporation will lease the Kemper Site to the City, and the City will make lease payments (Rental Payments) to the Corporation, which Rental Payments will be sufficient, during any term of the Lease Purchase Agreement, to enable the Corporation to pay principal of, redemption premium, if any, and interest on the Bonds issued for the Kemper Refunding Project (the Kemper Bonds) as the same become due; and

WHEREAS, in order to enhance the security for the Bonds and 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 desires to indicate its expectation and intent to reimburse all or a portion of the expenditures with the proceeds of the Bonds; and

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

WHEREAS, in order to accomplish the foregoing, it is necessary and desirable that the City approve the transaction described in these resolutions 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. Approval of Bonds. The City hereby requests, directs and instructs the Corporation to, and consents to and approves the issuance by the Corporation of its Bonds, in more than one series, in the aggregate principal amount not to exceed $160,000,000.00, for the purpose of providing funds to finance and refinance the Bartle Project, the Music Hall Project, the Parking Garage Project, the Bartle Refunding Project and the Kemper Refunding Project, to fund a debt service reserve fund or purchase a debt service surety bond for each series of Bonds, to pay the bond insurance premium and surety premium for each series of Bonds, and to fund certain costs of issuance of the Bonds. The Bonds shall be dated the date set forth therein, shall bear interest at rates initially not to exceed 6.0% per annum, shall have such other terms and provisions as shall be provided in the applicable supplemental indenture of trust or indenture of trust and bond purchase agreements approved by the Director of Finance.

Section 2. 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.

(a) Base Lease Amendment between the City and the Corporation relating to the Bartle Bonds.

(b) Master Lease Purchase Agreement Amendment between the City and the Corporation relating to the Bartle Bonds.

(c) Base Lease between the City and the Corporation relating to the Kemper Bonds.

(d) Lease Purchase Agreement between the City and the Corporation relating to the Kemper Bonds.

(e) Tax Compliance Agreements among the City, the Corporation and the Trustee, which sets forth certain representations, facts, expectations, terms and conditions relating to the use and investment of the proceeds of the Bonds, to
establish and maintain the exclusion of interest on the tax‑exempt 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.

(f) Continuing Disclosure Agreements, 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 the Bonds and to assist the Underwriters in complying with Rule 15c2-12 of the Securities and Exchange Commission.

(g) Bond Purchase Agreements among the City, the Corporation and the Underwriters of the Bonds, under which the Issuer agrees to sell and the Underwriters agree to purchase the Bonds, upon such terms and conditions thereof as set in the Bond Purchase Agreements.

Section 3. Credit Enhancement. The purchase of a bond insurance policy, letter of credit or other 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, 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 4. Refunding and Redemption of Series 1996A Bonds and Series 1996B Bonds. The Corporations refunding and redemption of its Series 1996A Bonds and Series 1996B 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 5. Intent to Reimburse Expenditures. The City reasonably expects to reimburse all or a portion of the expenditures with proceeds of the Bonds.

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 the Bonds, including any credit enhancement 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 the Bonds.

Section 7. 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:

 

 

______________________________

Heather A. Brown

Assistant City Attorney