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Legislation #: 130083 Introduction Date: 1/31/2013
Type: Ordinance Effective Date: none
Sponsor: None
Title: Authorizing and directing the issuance, sale and delivery of not to exceed $212,500,000 aggregate principal amount of General Improvement Airport Refunding Revenue Bonds, Series 2013A (AMT) and General Improvement Airport Refunding Revenue Bonds, Series 2013B (Non-AMT) of the City of Kansas City, Missouri, prescribing the form and details of such revenue bonds; authorizing certain actions and documents and prescribing other matters relating thereto.

Legislation History
DateMinutesDescription
1/30/2013 Filed by the Clerk's office
1/31/2013 Referred to Finance, Governance & Ethics Committee
2/6/2013 Do Pass
2/7/2013 Assigned to Third Read Calendar
2/28/2013 Councilmember Marcason Move To Re-refer
2/28/2013 Re-Referred Finance, Governance & Ethics Committee
3/6/2013 Hold On Agenda (3/20/2013)
3/20/2013 Hold On Agenda (3/27/2013)
3/27/2013 Hold Off Agenda
7/10/2013 Advance and Do Pass as a Committee Substitute, Debate
7/11/2013 Passed as Substituted

View Attachments
FileTypeSizeDescription
130083 Certificate of Final Terms.pdf Other 127K Certificate of Final Terms
130083.pdf Authenticated 2617K Authenticated
Airport revenue bonds 2013 (2).pdf Other 110K Airport Revenue Bonds Powerpoint
Airport revenue bonds 2013.pptx Other 130K Airport Revenue Bonds Powerpoint
Fiscal_Note_130083_(Final-Use_this_one)(1).xlsx Fiscal Note 23K Fiscal Note
Fact_Sheet_130083_(Final-Use_this_one)(1).pdf Fact Sheet 27K Fact Sheet
Airport revenue bonds 2013.pptx Other 79K Airport Ordinances Presentation
http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=130083 Video Link 0K http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=130083
130083 Fact Sheet.xlsx Fact Sheet 58K Fact Sheet
130083 Fiscal Note.xlsx Fiscal Note 23K Fiscal Note

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COMMITTEE SUBSTITUTE FOR ORDINANCE NO. 130083

 

Authorizing and directing the issuance, sale and delivery of not to exceed $212,500,000 aggregate principal amount of General Improvement Airport Refunding Revenue Bonds, Series 2013A (AMT) and General Improvement Airport Refunding Revenue Bonds, Series 2013B (Non-AMT) of the City of Kansas City, Missouri, prescribing the form and details of such revenue bonds; authorizing certain actions and documents and prescribing other matters relating thereto.

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 July 11, 2013, the governing body of the City passed Committee Substitute for Ordinance No. 130081 (the “Master Bond Ordinance”); and

WHEREAS, the City has heretofore issued its Passenger Facility Charge Revenue Bonds, Series 2001 (AMT) (the “Series 2001 Bonds”) in the original principal amount of $140,000,000 of which $93,850,000 principal amount remains outstanding; and

WHEREAS, the City has heretofore issued its General Improvement Airport Revenue Bonds (Terminal Improvement Project), Series 2003A (AMT) (the “Series 2003A Bonds”) in the original principal amount of $76,955,000 of which $63,465,000 principal amount remains outstanding; and

WHEREAS, the City has heretofore issued its General Improvement Airport Revenue Bonds (Economy Parking Lot Project), Series 2003B (the “Series 2003B Bonds”) in the original principal amount of $53,055,000 of which $53,055,000 principal amount remains outstanding; and

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

WHEREAS, the City is authorized under the provisions of Section 27 of Article VI of the Constitution of Missouri, Section 108.140 of the Revised Statutes of Missouri, as amended, and the Charter of the City of Kansas City, Missouri to refund, extend and unify the whole or part of its indebtedness; and

WHEREAS, the Series 2001 Bonds, the Series 2003A Bonds and the Series 2003B Bonds were issued in accordance with the provisions of Section 27 of Article VI of the Constitution of Missouri, the Charter of the City and elections duly held in the City authorizing the issuance of airport revenue bonds of the City, and no additional election authority is required for the issuance of bonds to refund such bonds provided that the principal amount of the refunding bonds does not exceed the principal of the outstanding indebtedness and interest accrued to the date of the refunding bonds; and

WHEREAS, the City now, for the purpose of providing money to refund the Series 2001 Bonds, the Series 2003A Bonds and the Series 2003B Bonds in whole or in part as to each series and by passage of this Supplemental Ordinance and in compliance with the provisions of the Master Bond Ordinance, sets forth the terms of its City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013A (AMT) (the “Series 2013A Bonds”), and its City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013B (Non-AMT) (the “Series 2013B Bonds,” and together with the Series 2013A Bonds, the “Series 2013 Bonds”), provides for the deposit and use of the proceeds of the Series 2013 Bonds and makes other provisions relating to the Series 2013 Bonds; and

WHEREAS, the City reserves the right to not refund the Series 2001 Bonds, Series 2003A Bonds or Series 2003B 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; and

WHEREAS, the Series 2013 Bonds will be the first Bonds issued under the Master Bond Ordinance; and

WHEREAS, the Bonds authorized and issued under the provisions of the Master Bond Ordinance are secured as provided in the Master Bond Ordinance; and

WHEREAS, the Master Bond Ordinance pledges Net Revenues (as defined in the Master Bond Ordinance), for the equal and proportionate benefit and security of all Bonds; 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; 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 issuance and delivery of refunding revenue bonds pursuant to the Charter of the City and as herein provided to provide funds for such purpose; 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 Supplemental Ordinance unless the context clearly requires otherwise. Capitalized terms not otherwise defined in this Section 1.01 or elsewhere in this Supplemental Ordinance shall have the same meanings as set forth in the Master Bond Ordinance.

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

Authorized Denominations” means $5,000 principal amount and integral multiples thereof.

Bond Ordinance” means the Master Bond Ordinance as supplemented by this Supplemental Ordinance.

Bond Registrar” for purposes of this Supplemental Ordinance, means UMB Bank, n.a., or any other institution appointed by the City to act as Bond Registrar for the Series 2013 Bonds. Such Bond Registrar shall perform the duties required of the Bond Registrar in the Master Bond Ordinance and this Supplemental Ordinance.

Cede & Co.” means Cede & Co., the nominee of DTC, and any successor nominee of DTC with respect to the Series 2013 Bonds.

Certificate of Final Terms” means the Certificate of Final Terms to be executed and delivered by the Mayor pursuant to Section 4.02 hereof, in substantially the form attached as Exhibit C.

Continuing Disclosure Undertaking” shall mean the Continuing Disclosure Undertaking of the City, dated the date of issue of the Series 2013 Bonds, pursuant to which the City shall agree to undertake for the benefit of the Bondholders and the beneficial owners of the Series 2013 Bonds certain ongoing disclosure requirements.

Costs of Issuance” means all costs and expenses incurred by the City in connection with the issuance of the Series 2013 Bonds, including, but not limited to, costs and expenses of printing and copying documents, the preliminary and final official statements and the Series 2013 Bonds, underwriters’ compensation, and the fees, costs and expenses of rating agencies, the Paying Agent, counsel, accountants, financial advisors, feasibility consultants and other consultants.

Designated Customer Facility Charges” means Customer Facility Charges which the City has designated as Revenues pursuant to Section 5.01 of this Supplemental Ordinance.

DTC” means The Depository Trust Company, a limited‑purpose trust company organized under the laws of the State of New York, and its successors and assigns.

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

Interest Payment Date” means the dates upon which interest on the Series 2013 Bonds becomes due and payable, as set forth on the Certificate of Final Terms.

Master Bond Ordinance” means Committee Substitute for Ordinance No. 130081, passed by the City on July 11, 2013, as amended and supplemented from time to time.

Paying Agent” for purposes of this Supplemental Ordinance, means UMB Bank, n.a., or any other institution appointed by the Director of Finance to act as Paying Agent for the Series 2013 Bonds. Such Paying Agent shall perform the duties required of the Paying Agent in the Master Bond Ordinance and this 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 2013A Bonds” means that portion of the debt service on the Series 2013A Bonds allocable to the refunding of the Series 2001 Bonds, constituting the debt service on the PFC Eligible Portion of the Series 2013A Bonds, as more fully set forth in the Certificate of Final Terms and the Tax Compliance Agreement.

PFC Eligible Portion of the Series 2013A Bonds” means that portion of the proceeds of the Series 2013A Bonds used to refinance Approved PFC Projects through the refunding of the Refunded Series 2001 Bonds, fund a portion of the Reserve Fund with respect thereto, and pay a portion of the Costs of Issuance with respect thereto. The debt service on such PFC Eligible Portion with respect to the Series 2013A Bonds is defined herein as the PFC Debt Service Portion of the Series 2013A Bonds.

PFC Eligible Portion Subaccount of the Series 2013A Reserve Account” means the Subaccount of such designation established in the Series 2013A Reserve Account of the Reserve Fund pursuant to Section 4.01 hereof.

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 City and the Underwriter relating to the purchase and sale of the Series 2013 Bonds.

Record Date” means for each Interest Payment Date, the fifteenth day of the month preceding such Interest Payment Date.

Refunded Series 2001 Bonds” means the principal amount of the City’s Passenger Facility Charge Revenue Bonds, Series 2001 (AMT) set forth on the Certificate of Final Terms, to be current refunded with a portion of the proceeds of the Series 2013A Bonds and with funds of the City.

Refunded Series 2003A Bonds” means the principal amount of the City’s General Improvement Airport Revenue Bonds (Terminal Improvement Project), Series 2003A (AMT) set forth on the Certificate of Final Terms, to be current refunded with a portion of the proceeds of the Series 2013A Bonds.

Refunded Series 2003B Bonds” means the principal amount of the City’s General Improvement Airport Revenue Bonds (Economy Parking Lot Project), Series 2003B (Non-AMT) set forth on the Certificate of Final Terms, to be current refunded with a portion of the proceeds of the Series 2013B Bonds.

Refunding Fund” means the Fund of such designation established pursuant to Section 4.01 hereof.

Series 2003A Refunding Portion of the Series 2013A Bonds” means that portion of the proceeds of the Series 2013A Bonds used to refund the Refunded Series 2003A Bonds, fund a portion of the Reserve Fund with respect thereto, and pay a portion of the Costs of Issuance with respect thereto.

Series 2003A Refunding Portion Subaccount of the Series 2013A Reserve Account” means the Subaccount of such designation established in the Series 2013A Reserve Account of the Reserve Fund pursuant to Section 4.01 hereof.

Series 2013 Bonds” means, collectively, the Series 2013A Bonds and the Series 2013B Bonds.

Series 2013 Costs of Issuance Fund” means the Fund of such designation established pursuant to Section 4.01 hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2013 Bonds.

Series 2013 Rebate Fund” means the Fund of such designation established pursuant to Section 4.01 hereof.

Series 2013A Bonds” means Bonds issued under the Master Bond Ordinance and this Supplemental Ordinance and designated as “City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013A (AMT).”

Series 2013A Costs of Issuance Account” means the Account of such designation established in the Series 2013 Costs of Issuance Fund pursuant to Section 4.01 hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2013A Bonds.

Series 2013A Debt Service Fund” means the Debt Service Fund of such designation established pursuant to Section 4.01 hereof and into which money is to be deposited to pay debt service on the Series 2013A Bonds.

Series 2013A Reserve Account” means the Account of such designation established in the Reserve Fund pursuant to Section 4.01 hereof and into which money is to be deposited to secure the Bonds, with a Series 2003A Refunding Portion Subaccount and a PFC Eligible Portion Subaccount therein.

Series 2013B Bonds” means Bonds issued under the Master Bond Ordinance and this Supplemental Ordinance and designated as “City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013B (Non-AMT).”

Series 2013B Costs of Issuance Account” means the Account of such designation established in the Series 2013 Costs of Issuance Fund pursuant to Section 4.01 hereof and into which money is to be deposited to pay Costs of Issuance of the Series 2013B Bonds.

Series 2013B Debt Service Fund” means the Debt Service Fund of such designation established pursuant to Section 4.01 hereof and into which money is to be deposited to pay debt service on the Series 2013B Bonds.

Series 2013B Reserve Account” means the Account of such designation established in the Reserve Fund pursuant to Section 4.01 hereof and into which money is to be deposited to secure the Bonds.

Supplemental Ordinance” means this Supplemental Ordinance, which sets forth the terms of the Series 2013 Bonds.

Tax Certificate” means the Tax Compliance Certificate, dated the date of issuance of the Series 2013 Bonds, as amended from time to time, entered into by the City and executed with respect to the Series 2013 Bonds.

Underwriter” means Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the original purchasers of the Series 2013 Bonds.

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

ARTICLE II

THE Series 2013 Bonds

Section 2.01. Authorization of the Series 2013 Bonds; Principal Amount. The City hereby authorizes the execution, issuance, and delivery of a series of Bonds to be designated “City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013A (AMT),” and a series of Bonds to be designated “City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013B (Non-AMT),” in an aggregate principal amount not to exceed $212,500,000, each of which series of Bonds shall be executed, issued, and delivered under, and secured by, the Master Bond Ordinance and this Supplemental Ordinance. The principal amount of each series of Bonds shall be set forth on the Certificate of Final Terms. The Series 2013A Bonds and the Series 2013B Bonds constitute “Bonds” as defined in the Master Bond Ordinance.

Section 2.02. Series 2013 Bonds Issued Under the Bond Ordinance; Security. The Series 2013 Bonds are issued under and subject to the terms of the Master Bond Ordinance and the Supplemental Ordinance and are secured by and payable from the Net Revenues and other security provided in the Master Bond Ordinance and this Supplemental Ordinance and in accordance with the terms of the Master Bond Ordinance and this Supplemental Ordinance.

Section 2.03. Designation of Paying Agent. UMB Bank, n.a., in the City of Kansas City, Missouri, is hereby designated as the City's paying agent for the payment of principal of and interest on the Bonds and bond registrar with respect to the registration, transfer and exchange of Series 2013 Bonds (herein called the “Paying Agent” and the “Bond Registrar”).

Section 2.04. General Terms of the Series 2013 Bonds. Each Series of the Series 2013 Bonds shall be dated the date of delivery. Each Series of 2013 Bonds shall be numbered in a convenient manner, established by the Bond Registrar and shown by the Bond Register.

Each Series of the Series 2013 Bonds and the Bond Registrar’s Certificate of Authentication shall be in substantially the form set forth in Exhibit A attached hereto, with such variations, omissions, substitutions and insertions as are required or permitted by the Master Bond Ordinance and this Supplemental Ordinance.

Each Series of the Series 2013 Bonds shall bear interest at the rates per annum to be determined upon the sale of such Series 2013 Bonds as set forth in the Certificate of Final Terms, computed on the basis of a 360-day year consisting of twelve 30-day months, payable on the Interest Payment Dates set forth in the Certificate of Final Terms, and shall mature on the principal payment dates, in the years and in the principal amounts to be determined upon the sale of the Series 2013 Bonds as set forth in the Certificate of Final Terms, unless earlier called for redemption.

ARTICLE III

REDEMPTION of Series 2013 Bonds

Section 3.01. Optional and Mandatory Redemption of Series 2013A Bonds.

(a)                Optional Redemption of Series 2013A Bonds by City. At the option of the City, Series 2013A Bonds or portions thereof may be called for redemption and payment prior to maturity in whole or in part at any time in such amounts for each maturity as shall be determined by the City at a redemption price equal to 100% of the Principal Amount, plus accrued interest thereon to the redemption date, as set forth in the Certificate of Final Terms.

(b)               Mandatory Redemption of Series 2013A Bonds. In the event Term Bonds are issued, such Bonds shall be subject to mandatory redemption and payment prior to their maturity pursuant to the mandatory redemption requirements of this Section on the dates of the maturities for serial Bonds at the principal amount thereof plus accrued interest to the redemption date, without premium.

As and for a sinking fund for the retirement prior to maturity of the Series 2013A Bonds that are Term Bonds, there shall be deposited in the Principal Account of the Series 2013A Debt Service Fund from the Kansas City Airports Fund an amount sufficient to redeem the Principal Amounts of the Series 2013A Bonds on the principal payment date of each year as set forth in the Certificate of Final Terms (each such date being referred to as a “mandatory redemption date”). The City shall redeem such an aggregate Principal Amount of the Series 2013A Bonds at a redemption price equal to the Principal Amount thereof plus the interest due thereon to the mandatory redemption date.

Section 3.02. Optional and Mandatory Redemption of Series 2013B Bonds.

(a)                Optional Redemption of Series 2013B Bonds by City. At the option of the City, Series 2013B Bonds or portions thereof may be called for redemption and payment prior to maturity in whole or in part at any time in such amounts for each maturity as shall be determined by the City at a redemption price equal to 100% of the Principal Amount, plus accrued interest thereon to the redemption date, as set forth in the Certificate of Final Terms.

(b)               Mandatory Redemption of Series 2013B Bonds. In the event Term Bonds are issued, such Bonds shall be subject to mandatory redemption and payment prior to their maturity pursuant to the mandatory redemption requirements of this Section on the dates of the maturities for serial Bonds at the principal amount thereof plus accrued interest to the redemption date, without premium.

As and for a sinking fund for the retirement prior to maturity of the Series 2013B Bonds that are Term Bonds, there shall be deposited in the Principal Account of the Series 2013B Debt Service Fund from the Kansas City Airports Fund an amount sufficient to redeem the Principal Amounts of the Series 2013B Bonds on the principal payment date of each year as set forth in the Certificate of Final Terms (each such date being referred to as a “mandatory redemption date”). The City shall redeem such an aggregate Principal Amount of the Series 2013B Bonds at a redemption price equal to the Principal Amount thereof plus the interest due thereon to the mandatory redemption date.

ARTICLE IV

ESTABLISHMENT OF FUNDS AND APPLICATION THEREOF;
Sale and application of proceeds of the Series 2013 bonds

Section 4.01. Ratification and 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 accounts, and the moneys deposited in such accounts shall be held in trust for the purposes set forth in the Master Bond Ordinance and this Supplemental Ordinance:

(i)                 City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013A Debt Service Fund (the “Series 2013A Debt Service Fund”) and therein a Principal and Interest Account (the “Series 2013A Principal and Interest Account”);

(ii)               City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013B Debt Service Fund (the “Series 2013B Debt Service Fund”) and therein a Principal and Interest Account (the “Series 2013B Principal and Interest Account”);

(iii)             City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013 Costs of Issuance Fund (the “Series 2013 Costs of Issuance Fund”) and therein a City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013A Costs of Issuance Account (the “Series 2013A Costs of Issuance Account”), and a City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013B Costs of Issuance Account (the “Series 2013B Costs of Issuance Account”);

(iv)             City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013A Reserve Account (the “Series 2013A Reserve Account”), with a Series 2003A Refunding Portion Subaccount and a PFC Eligible Portion Subaccount therein, and a City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013B Reserve Account (the “Series 2013B Reserve Account”) to be established in the Reserve Fund;

(v)               City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013 Rebate Fund (the “Series 2013 Rebate Fund”) and therein a City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013A Rebate Account (the “Series 2013A Rebate Account”) and a City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds, Series 2013B Rebate Account (the “Series 2013B Rebate Account”);

(vi)             City of Kansas City, Missouri General Improvement Airport Refunding Revenue Bonds Refunding Fund (the “Refunding Fund”) and therein a Series 2001 Bonds Refunding Account, a Series 2003A Bonds Refunding Account and a Series 2003B Bonds Refunding Account.

Section 4.02. Sale of Series 2013 Bonds. The Series 2013 Bonds will be sold to the Underwriter under the terms of the Purchase Contract. The Mayor is authorized and directed to approve the purchase price for each Series of the Series 2013 Bonds, the principal amounts by maturity, the interest rates and the other final terms of the Series 2013 Bonds, including applicable redemption provisions, subject to each of the limitations set forth in this Section and Exhibit B hereto, and in that connection, to execute and deliver 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 Mayor’s execution of the Certificate of Final Terms. Upon execution, the Certificate of Final Terms will be attached to this Supplemental Ordinance as Exhibit C, and the City Clerk is hereby authorized to file the Certificate of Final Terms with this Supplemental Ordinance. The City is authorized to enter into the Purchase Contract in accordance with the Certificate of Final Terms. The Director of Finance is authorized to execute the Purchase Contract for and on behalf of and as the act and deed of the City.

Section 4.03. Application of Proceeds of Series 2013A Bonds. Upon the written request of the City, the Bond Registrar shall authenticate and deliver to DTC or hold the Series 2013A Bonds as “Fast Agent” for the benefit of the Beneficial Owners and shall receive a receipt for the Series 2013A Bonds. The net proceeds received from the sale of the Series 2013A Bonds shall be deposited simultaneously with the delivery of the Bonds as follows:

(a)                Proceeds of the Series 2013A Bonds shall be deposited in the Series 2013A Rebate Account of the Rebate Fund in an amount as set forth in the Certificate of Final Terms.

(b)               Proceeds of the Series 2013A Bonds shall be deposited in the Series 2013A Costs of Issuance Account to pay the costs of issuing the Series 2013A Bonds as authorized by the Director of Finance, in an amount as set forth in the Certificate of Final Terms.

(c)                Proceeds of the Series 2013A Bonds shall be deposited in the Series 2003A Refunding Portion Subaccount and the PFC Eligible Portion Subaccount of the Series 2013A Reserve Account of the Reserve Fund to secure the Bonds, in amounts as set forth in the Certificate of Final Terms.

(d)               Proceeds of the Series 2013A Bonds shall be deposited in the Series 2001 Bonds Refunding Account and the Series 2003A Bonds Refunding Account to pay and redeem the Refunded Series 2001 Bonds and the Refunded Series 2003A Bonds, as applicable, in amounts as set forth in the Certificate of Final Terms.

Section 4.04. Application of Proceeds of Series 2013B Bonds. Upon the written request of the City, the Bond Registrar shall authenticate and deliver to DTC or hold the Series 2013B Bonds as “Fast Agent” for the benefit of the Beneficial Owners and shall receive a receipt for the Series 2013B Bonds. The net proceeds received from the sale of the Series 2013B Bonds shall be deposited simultaneously with the delivery of the Bonds as follows:

(a)                Proceeds of the Series 2013B Bonds shall be deposited in the Series 2013B Rebate Account of the Rebate Fund in an amount as set forth in the Certificate of Final Terms.

(b)               Proceeds of the Series 2013B Bonds shall be deposited in the Series 2013B Costs of Issuance Account to pay the costs of issuing the Series 2013B Bonds as authorized by the Director of Finance, in an amount as set forth in the Certificate of Final Terms.

(c)                Proceeds of the Series 2013B Bonds shall be deposited in the Series 2013B Reserve Account of the Reserve Fund to secure the Bonds, in an amount as set forth in the Certificate of Final Terms.

(d)               Proceeds of the Series 2013B Bonds shall be deposited in the Series 2003B Bonds Refunding Account to pay and redeem the Refunded Series 2003B Bonds, in an amount as set forth in the Certificate of Final Terms.

Section 4.05. Series 2013 Costs of Issuance Fund. Moneys in the Series 2013 Costs of Issuance Fund shall be used solely for the purpose of paying the costs and expenses incident to the issuance of the Series 2013 Bonds upon certification thereof by the Director of Finance. On the latest to occur of (i) the payment in full of such amounts (as certified by the Director of Finance) or (ii) the date which is six months following the date on which the Series 2013 Bonds are issued and authenticated, any moneys remaining in the respective Costs of Issuance Account of the Series 2013 Costs of Issuance Fund shall be transferred to the respective Principal and Interest Account of the respective Debt Service Fund and applied to the payment of debt service on the applicable Series of the Series 2013 Bonds.

Section 4.06. Series 2013A Debt Service Fund; Irrevocable Commitment of Passenger Facility Charges.

(a)                The City shall deposit into the Series 2013A Principal and Interest Account of the Series 2013A Debt Service Fund the amounts provided in the Master Bond Ordinance to be used to pay principal of and interest on the Series 2013A Bonds.

(b)               The City may transfer Passenger Facility Charges from the PFC Debt Service Account to the Series 2013A Principal and Interest Account to be used to pay principal of and interest on the Series 2013A Bonds in an amount not exceeding the PFC Debt Service Portion of the Series 2013A Bonds. Any Passenger Facility Charges so deposited into the Series 2013A Principal and Interest Account shall be deemed to be held by the City and set aside exclusively to be used to pay principal of and/or interest on the PFC Eligible Portion of the Series 2013A Bonds within the meaning of subsection (k) of the definition of Aggregate Annual Debt Service in the Master Bond Ordinance, and accordingly the principal of and/or interest on such portion of the Series 2013A Bonds 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 2013A Bonds as provided therein. Further, any Passenger Facility Charges which the City shall irrevocably commit to the payment of the principal of and/or interest on the PFC Eligible Portion of the Series 2013A Bonds, 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.

(c)                The City hereby irrevocably commits to the payment of principal and/or interest due on the PFC Debt Service Portion of the Series 2013A Bonds, in each of the fiscal years in which the Series 2005C Bonds are Outstanding, an amount of Passenger Facility Charges equal to the amount shown on the Certificate of Final Terms attached hereto as Exhibit C as the PFC Debt Service Portion of the Series 2013A Bonds for such fiscal year.

Section 4.07. Series 2013B Debt Service Fund. The City shall deposit into the Series 2013B Principal and Interest Account of the Series 2013B Debt Service Fund the amounts provided in the Master Bond Ordinance to be used to pay principal of and interest on the Series 2013B Bonds.

Section 4.08. Series 2013A Reserve Account and Series 2013B Reserve Account. Pursuant to Section 4.09 of the Master Bond Ordinance, the City hereby elects to have the Series 2013 Bonds participate in the Reserve Fund. As provided in Section 4.03 hereof and the Certificate of Final Terms, at the time of issuance of the Series 2013A Bonds, a portion of the proceeds of the Series 2013A Bonds shall be deposited into each of the Series 2003A Refunding Portion Subaccount and the PFC Eligible Portion Subaccount of the Series 2013A Reserve Account. As provided in Section 4.04 hereof and the Certificate of Final Terms, at the time of issuance of the Series 2013B Bonds, a portion of the proceeds of the Series 2013B Bonds shall be deposited into the Series 2013B Reserve Account. Each of the Series 2013A Reserve Account and Series 2013B Reserve Account shall be established for purposes of calculating and accounting for the amount of earnings upon the portion of the Reserve Fund related to the applicable Series of Series 2013 Bonds for rebate purposes as set forth in the Tax Certificate, but for all other purposes shall be held, invested and used as an integral part of the Reserve Fund as provided in Section 4.09 of the Master Bond Ordinance and shall be available to make payments on all Bonds participating in the Reserve Fund. In the event a Reserve Fund Surety Policy is ever deposited to the Reserve Fund, each of the Series 2013A Reserve Account and the Series 2013B Reserve Account shall be credited with the portion of any Reserve Fund Surety Policy allocable thereto. In the event amounts in the Reserve Fund exceed the Reserve Requirement for the Reserve Fund, such excess allocable to the Series 2013A Bonds shall be transferred to the Principal and Interest Account in the Series 2013A Debt Service Fund and such excess allocable to the Series 2013B Bonds shall be transferred to the Principal and Interest Account in the Series 2013B Debt Service Fund.

At the time of issuance of the Series 2013 Bonds, the Reserve Requirement with respect to the Series 2003A Refunding Portion of the Series 2013A Bonds, to the PFC Eligible Portion of the Series 2013A Bonds and to the Series 2013B Bonds shall be equal to the respective amounts set forth on the Certificate of Final Terms.

As provided in Section 4.09(e) of the Master Bond Ordinance, all money in the Reserve Fund representing the Reserve Requirement for the Series 2003A Refunding Portion of the Series 2013A Bonds, the PFC Eligible Portion of the Series 2013A Bonds and the Series 2013B Bonds on the final Payment Date for such Series of Bonds or portion thereof and on the date of defeasance of such Series or Bonds or portion thereof may be applied to the payment of the principal of and/or interest on such Series of Bonds or portion thereof, provided that the amount in the Reserve Fund after such application shall not be less than the Reserve Requirement with respect to all remaining Bonds participating in the Reserve Fund.


 

Section 4.09. Refunding Fund. There shall, be deposited into each account of the Refunding Fund the amount provided in the Certificate of Final Terms. Amounts on deposit in the Series 2001 Bonds Account of the Refunding Fund shall be used to pay and redeem the Refunded Series 2001 Bonds, amounts on deposit in the Series 2003A Bonds Account of the Refunding Fund shall be used to pay and redeem the Refunded Series 2003A Bonds, and amounts on deposit in the Series 2003B Bonds Account of the Refunding Fund shall be used to pay and redeem the Refunded Series 2003B Bonds.

Section 4.10. Sources of Payment of the Series 2013 Bonds. The Series 2013 Bonds shall be secured by and payable from the Net Revenues as provided in the Master Bond Ordinance and moneys and other investments held in the Reserve Fund. The City may, but is not obligated to, provide for the payment of the principal of and interest on the Series 2013 Bonds from any other source or from any other funds of the City.

Section 4.11. Series 2013 Rebate Fund. The City hereby agrees that it will execute the Tax Certificate and will, pursuant to this Supplemental Ordinance, cause the Series 2013 Rebate Fund to be established, which fund will be funded if so required under the Tax Certificate and amounts in such Series 2013 Rebate Fund shall be held and disbursed in accordance with the Tax Certificate.

ARTICLE V

DESIGNATION OF CUSTOMER FACILITY CHARGES AS REVENUES

Section 5.01. Designation of Certain Customer Facility Charges as Revenues With Respect to Series 2013 Bonds. 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 2014 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. The City shall provide notice under the Continuing Disclosure Undertaking in the event that Customer Facility Charges received after the Fiscal Year ending in 2021 are no longer designated as Revenues. All of such Customer Facility Charges so designated as Revenues are referred to herein as “Designated Customer Facility Charges.”

ARTICLE VI

MISCELLANEOUS

Section 6.01. Applicability of Master Bond Ordinance. Except as otherwise provided in this Supplemental Ordinance, the provisions of the Master Bond Ordinance are hereby ratified, approved and confirmed and incorporated herein and shall be applicable to the authorization, execution, authentication, issuance, redemption, payment, sale and delivery of the Series 2013 Bonds, the custody and the distribution of the proceeds and the security, payment, redemption and enforcement of payment thereof. The requirements of Article V of the Master Bond Ordinance regarding the issuance of additional Bonds have been satisfied.

Section 6.02. General Authorization for Series 2013 Bonds. From and after the date of adoption of this 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 execution, delivery and sale of the Series 2013 Bonds, the investment of the proceeds of the Series 2013 Bonds and the transactions contemplated on the part of the City by this Supplemental Ordinance. The Director of Finance and City Clerk are hereby authorized and directed to prepare and furnish to the Underwriter, when the Series 2013 Bonds are issued, certified copies of all proceedings and records of the City relating to the Series 2013 Bonds or to the Master Bond Ordinance and this Supplemental Ordinance, and such other affidavits and certificates as may be required to show the facts relating to the legality and marketability of the Series 2013 Bonds as such facts appear from the books and records in such officers’ custody and control or as otherwise known to them. 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 6.03. Official Statement. The use and distribution of the Series 2013 Official Statement is hereby authorized and approved by supplementing, amending and completing the Preliminary Official Statement in the form on file in the office of the Director of Finance, and the execution and delivery of the Series 2013 Official Statement in final form shall be and is hereby authorized, ratified, confirmed, and approved. The Director of Finance is hereby authorized and directed to ratify, confirm, approve, execute, and deliver the Series 2013 Official Statement on behalf of the City, and the execution of the Series 2013 Official Statement by the Director of Finance shall constitute conclusive evidence of each such officer’s ratification, confirmation, approval, and delivery thereof on behalf of the City.

Section 6.04. Approval of Contracts. The City hereby approves the selection (1) of Kutak Rock LLP and the Hardwick Law Firm LLC as co-bond counsel for the Series 2013 Bonds, (2) of First Southwest Company and Valdés and Moreno as the City’s co-financial advisors, (3) of White Goss Bowers March Schulte & Weisenfels, Clayborn & Associates, LLC and Jane Hart Law Offices, LLC as co-disclosure counsel and (4) of Merrill Lynch, Pierce, Fenner & Smith Incorporated, Piper Jaffray & Co., Backstrom McCarley Berry & Co. and Stern Brothers & Co. as the Underwriters, and approves and ratifies all contracts in connection with such selections.

Section 6.05. Continuing Disclosure. The City hereby covenants and agrees that it will comply with and carry out all of the provisions of the Continuing Disclosure Undertaking. Notwithstanding any other provision of this Supplemental Ordinance, failure of the City to comply with its obligations set forth in the Continuing Disclosure Undertaking shall not constitute an Event of Default (as specified in Article VII of the Master Bond Ordinance); provided, however, that the Underwriter for the Series 2013 Bonds or any Bondholder or beneficial owner of the Series 2013 Bonds may take such actions as may be necessary and appropriate to compel performance by the City of its obligations under this Section, including seeking mandate or specific performance by court order.

Section 6.06. Modification of Master Bond Ordinance and this 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 Supplemental Ordinance in the manner set forth in Article IX of the Master Bond Ordinance.

Section 6.07. Applicable Provisions of Law. This Supplemental Ordinance shall be governed by and construed and enforced in accordance with the laws of the State and the Charter.

Section 6.08. Severability. If any provision of this Supplemental Ordinance shall be determined to be unenforceable, that shall not affect any other provision of this Supplemental Ordinance.

Section 6.09. Payments Due on Saturdays, Sundays, etc. 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 6.10. Electronic Storage. The City agrees that the transaction described herein may be conducted and related documents may be stored by electronic means.

Section 6.11. Governing Law. The laws of the State shall govern the construction and enforcement of this Supplemental Ordinance and of all Series 2013 Bonds issued hereunder.

Section 6.12. Effective Date. This Supplemental Ordinance will take effect and be in full force and effect ten (10) days after its passage.

 

_____________________________________________

Approved as to form and legality:

 

 

___________________________________

Sarah Baxter

Assistant City Attorney


EXHIBIT A

FORM OF BOND

EXCEPT AS OTHERWISE PROVIDED IN THE BOND ORDINANCE (REFERRED TO HEREIN), THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF DTC (AS DEFINED HEREIN) OR TO A SUCCESSOR SECURITIES DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR SECURITIES DEPOSITORY.

UNITED STATES OF AMERICA

STATE OF MISSOURI

CITY OF KANSAS CITY, MISSOURI

GENERAL IMPROVEMENT AIRPORT REFUNDING REVENUE BOND

SERIES 2013A (AMT)/B (NON-AMT)

REGISTERED REGISTERED

NUMBER $_______________

Interest Maturity

Rate: Date: Dated Date: CUSIP

___% _________ 1, 20__

REGISTERED OWNER: CEDE & CO.

PRINCIPAL AMOUNT: DOLLARS

THE CITY OF KANSAS CITY, MISSOURI (the “City”), a constitutional charter city and political subdivision duly organized and existing under the Constitution and laws of the State of Missouri, for value received, promises to pay, but only from the sources and in the manner hereinafter described, to the Registered Holder identified above, or registered assigns, on the Maturity Date identified above, unless called for redemption prior to maturity, the Principal Amount identified above and to pay interest thereon from said sources at the Interest Rate per annum specified above from the most recent Interest Payment Date to which interest has been paid in full or, if no interest has been paid, from the dated date of this Series 2013A/B Bond, said interest being payable on September 1, 2013, and thereafter semiannually on March 1 and September 1 in each year (each an “Interest Payment Date”). The Principal Amount or redemption premium, if any, and interest (computed on the basis of a 360‑day year of twelve 30‑day months) on this Series 2013A/B Bond are payable in such coin or currency of the United States of America as at the time of payment is legal tender for the payment of public and private debts. Interest on this Series 2013A/B Bond will be paid by check or draft mailed or wire transferred to the person in whose name this Series 2013A/B Bond (or one or more predecessor Bonds) is registered in the Bond Register maintained by UMB Bank, n.a., in Kansas City, Missouri (the “Bond Registrar” and the “Paying Agent”) at the close of business on the fifteenth calendar day of the month next preceding each Interest Payment Date (the “Record Date”). Interest not punctually paid will be paid as otherwise provided in the Bond Ordinance. The Principal Amount and redemption premium, if any, are payable by check or draft mailed or wire transferred to the Registered Holder upon presentation and surrender hereof at the principal office of the Paying Agent; provided, however, that upon a partial redemption of the Series 2013A/B Bonds which results in the stated amount hereof being reduced, the registered owner hereof may make a notation on the panel provided herein of such redemption, stating the amount so redeemed or may return the Series 2013A/B Bond to the Paying Agent in exchange for a new Bond, authenticated by the Paying Agent, in proper principal amount. Such notation, if made by the Bondholder, shall be for reference only, and may not be relied upon by any other person as being in any way determinative of the principal amount of such Bond Outstanding, unless the Registrar has initialed the appropriate column of the panel.

THIS SERIES 2013A/B BOND is one of a duly authorized issue of fully registered bonds of the City designated “General Improvement Airport Refunding Revenue Bonds, Series 2013A (AMT)/B (Non-AMT),” aggregating the principal amount of $_____________ (the “Series 2013 A/B Bonds”), issued for the purpose of refunding the [Refunded Series 2001 Bonds and the Refunded Series 2003A Bonds] [Refunded Series 2003B Bonds] under the authority of and in full compliance with the constitution and laws of the State of Missouri, including the Charter of the City, and, pursuant to a Master Bond Ordinance (the “Master Bond Ordinance” and a Supplemental Ordinance (the “Supplemental Ordinance”) duly adopted by the Council of the City authorizing the issuance and delivery of the Series 2013A/B Bonds (the Master Bond Ordinance and the Supplemental Bond Ordinance, collectively, the “Bond Ordinance”).

THE SERIES 2013A/B BONDS are special obligations of the City payable solely from, and secured as to the payment of principal and interest by a pledge of, the Net Revenues derived by the City from the operation of the City’s Airports including Kansas City International Airport, the Charles B. Wheeler Downtown Airport and any other airport now or hereafter owned and operated by the City (the “Airports”) and accruing to the Kansas City Airports Fund and the Series 2013A/B Bonds may be so issued only in accordance with and subject to the covenants, conditions and restrictions relating thereto set forth in the Bond Ordinance.

The Series 2013A/B Bonds maturing on or after September 1, 20__ are subject to redemption prior to maturity at the option of the City on or after September 1, 20__, in whole or in part at any time, at a redemption price equal to 100% of the Principal amount of the Bonds to be redeemed plus accrued interest to the redemption date.

The Series 2013A/B Bonds maturing on September 1, 20__ and September 1, 20__ are subject to mandatory sinking fund redemption prior to maturity on the dates and in the amounts set forth in the Bond Ordinance.

THE CITY hereby covenants with the Registered Holder of this Series 2013A/B Bond to keep and perform all covenants and agreements contained in the Bond Ordinance, and the City will fix, establish, maintain and collect such reasonable rentals, rates, fees and charges for the use and occupancy of its Airports and for the services and facilities thereof, as will produce revenues sufficient to operate and maintain the Airports, to pay the principal of and interest on the Series 2013A/B Bonds as and when the same become due and to provide reasonable and adequate reserve funds. Reference is made to the Bond Ordinance for a description of the covenants and agreements made by the City with respect to the collection, segregation and application of the revenues of the Airports, the nature and extent of the security for the Series 2013A/B Bonds, the rights, duties and obligations of the City with respect thereto, and the rights of the Bondholders thereof.

The Series 2013A/B Bonds are being issued by means of a book-entry system with no physical distribution of bond certificates to be made except as provided in the Bond Ordinance. One Bond certificate with respect to each date on which the Series 2013A/B Bonds are stated to mature or with respect to each form of Bonds, registered in the nominee name of the Securities Depository, is being issued and required to be deposited with the Securities Depository and immobilized in its custody. The book-entry system will evidence positions held in the Series 2013A/B Bonds by the Securities Depository’s participants, beneficial ownership of the Series 2013A/B Bonds in authorized denominations being evidenced in the records of such participants. Transfers of ownership shall be effected on the records of the Securities Depository and its participants pursuant to rules and procedures established by the Securities Depository and its participants. The City and the Paying Agent will recognize the Securities Depository nominee, while the registered owner of this Series 2013A/B Bond, as the owner of this Series 2013A/B Bond for all purposes, including (i) payments of principal of, and redemption premium, if any, and interest on, this Series 2013A/B Bond, (ii) notices and (iii) voting. Transfer of principal, interest and any redemption premium payments to participants of the Securities Depository, and transfer of principal, interest and any redemption premium payments to beneficial owners of the Series 2013A/B Bonds by participants of the Securities Depository will be the responsibility of such participants and other nominees of such beneficial owners. The City and the Paying Agent will not be responsible or liable for such transfers of payments or for maintaining, supervising or reviewing the records maintained by the Securities Depository, the Securities Depository nominee, its participants or persons acting through such participants. While the Securities Depository nominee is the owner of this Series 2013A/B Bond, notwithstanding the provision hereinabove contained, payments of principal of, redemption premium, if any, and interest on this Series 2013A/B Bond shall be made in accordance with existing arrangements among the City, the Paying Agent and the Securities Depository.

EXCEPT AS OTHERWISE PROVIDED IN THE BOND ORDINANCE, THIS GLOBAL BOND MAY BE TRANSFERRED, IN WHOLE BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE DEPOSITORY OR TO A SUCCESSOR DEPOSITORY OR TO A NOMINEE OF A SUCCESSOR DEPOSITORY.

THIS SERIES 2013A/B BOND is transferable, as provided in the Bond Ordinance, only in the Bond Register of the City kept for that purpose at the office of the Paying Agent upon surrender of this Series 2013A/B Bond duly endorsed or accompanied by a written instrument of transfer satisfactory to the Paying Agent duly executed by the Registered Holder hereof or such Holder’s duly authorized attorney or legal representative, and thereupon a new Bond or Bonds in the same aggregate principal amount shall be issued to the transferee in exchange therefor subject to the conditions provided in the Bond Ordinance. The Series 2013A/B Bonds for each maturity are issuable only in the form of fully registered bonds without coupons in the denomination of $5,000 or any integral multiple thereof. The Registered Holder of any Bond or Bonds may surrender the same in exchange for an equal aggregate principal amount of Bonds of any authorized denomination in the manner and subject to the conditions provided in the Bond Ordinance. No service charge will be made for any such transfer or exchange, but the Paying Agent or City may require payment of any tax or governmental charge in connection therewith. The City and the Paying Agent may deem and treat the person in whose name this Series 2013A/B Bond is registered as the absolute owner hereof for the purpose of receiving payment of, or on account of, the Principal Amount or redemption price hereof and interest due hereon and for all other purposes.

THIS SERIES 2013A/B BOND shall not be valid or become obligatory for any purpose or be entitled to any security or benefit under the Bond Ordinance until the Certificate of Authentication hereon shall have been dated and executed by the Paying Agent.

IT IS HEREBY CERTIFIED AND DECLARED that all acts, conditions and things required to exist, happen and be performed precedent to and in the issuance of the Series 2013A/B Bonds have existed, happened and been performed in due time, form and manner as required by law.

IN WITNESS WHEREOF, THE CITY OF KANSAS CITY, MISSOURI has caused this Bond to be executed by the manual or facsimile signature of the Mayor and attested by the manual or facsimile signature of the City Clerk and has caused the official seal of the City to be affixed hereto or imprinted hereon.

 

 

CITY OF KANSAS CITY, MISSOURI

 

 

[SEAL] By:

Mayor

ATTEST:

 

______________________________

City Clerk

 


 

 

CERTIFICATE OF AUTHENTICATION

 

This Series 2013A/B Bond is one of the Series 2013A/B Bonds described in the within mentioned Bond Ordinance.

 

REGISTRATION DATE:________________

 

UMB Bank, n.a., as Paying Agent

 

 

By:

Authorized Officer or Signatory

 

 

 

ASSIGNMENT

 

FOR VALUE RECEIVED the undersigned hereby sell(s), assign(s) and transfer(s) unto

 

(Social Security or Other Identifying Number of Transferee)

 

(Please Print or Typewrite Name and Address of Transferee)

 

 

the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints _______________________ Attorney to transfer the within Bond on the Bond Register kept by the Paying Agent with full power of substitution in the premises.

 

DATED: ________________________

NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within Bond in every particular, without alteration or enlargement or any change whatever.

 

Signature Guaranteed:

 

 

NOTICE: Signature(s) must be guaranteed by an eligible guarantor institution as defined by SEC Rule 17Ad-15 (17 CFR 240.17Ad-15), or such other similar rule as the Paying Agent may deem applicable.

 

 

By:

Authorized Officer

 


EXHIBIT B


TERMS OF BONDS

 

1. Purchase Price: Not less than 95% of the Principal Amount for each Series of Bonds.

 

2. Aggregate Weighted Average Maturity of the Bonds: Not less than 6.0 years nor more than 10.0 years.

 

3. True Interest Cost: Not to exceed 4.50% for each Series of Bonds.

 

4. Underwriter’s Discount: Not to exceed 0.70% of the Principal Amount ($7.00 per bond) for each Series of Bonds.

 

5. Final Maturity: Not later than September 1, 2027 for each Series of Bonds.

 

6. Aggregate Net Present Value Savings: Not less than 3.0% of the refunding bonds or as otherwise approved by the Director of Finance.

 

7. Aggregate Principal Amount of Series 2013 Bonds: Not to exceed $212,500,000.

 




EXHIBIT C

FORM OF CERTIFICATE OF FINAL TERMS

 

The undersigned Mayor of the City of Kansas City, Missouri (the “City”), in connection with the issuance of the City’s General Improvement Airport Refunding Revenue Bonds, Series 2013A (AMT) (the “Series 2013A Bonds”) and General Improvement Airport Refunding Revenue Bonds, Series 2013B (Non-AMT) (the “Series 2013B Bonds” and with the Series 2013A Bonds, the “Series 2013 Bonds”), certifies pursuant to Section 4.02 of Committee Substitute for Ordinance No. 130083:

 

1.      Series 2013A Principal Amount. The Series 2013A Bonds are issued in the Principal Amount of $__________.

2.      Series 2013B Principal Amount. The Series 2013B Bonds are issued in the Principal Amount of $__________.

3.      Refunded Bonds.

 

[All] [$__________ principal amount maturing in the years ___] of the City’s $__________ outstanding Passenger Facility Charge Revenue Bonds, Series 2001 (AMT) have been current refunded.

[All] [$__________ principal amount maturing in the years ___] of the City’s $__________ outstanding City’s General Improvement Airport Revenue Bonds (Terminal Improvement Project), Series 2003A (AMT) have been current refunded.

[All] [$__________ principal amount maturing in the years ___] of the City’s $__________ outstanding City’s General Improvement Airport Revenue Bonds (Economy Parking Lot Project), Series 2003B (Non-AMT) have been current refunded.

 

4.      Series 2013A Maturity Schedule. The Series 2013A Bonds will mature on the dates and in the amounts and bear interest at the rates as follows:

 

Maturity Principal Interest

September 1 Amount Rate

 

 

 

 

 

 

 

 

 

 

Term Bond

 

5.      Series 2013B Maturity Schedule. The Series 2013B Bonds will mature on the dates and in the amounts and bear interest at the rates as follows:

 

Maturity Principal Interest

September 1 Amount Rate

 

 

 

 

 

 

 

 

 

 

Term Bond

 

6.      Interest Payment Dates. The Interest Payment Dates for the Series 2013 Bonds are March 1 and September 1, commencing September 1, 2013.

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

8.      Series 2013 Bonds Present Value Savings: The present value savings associated with the issuance of the Series 2013 Bonds is _____%, as shown on Schedule __ to this Certificate.

9.      Series 2013A True Interest Cost: The True Interest Cost of the Series 2013A Bonds is ______%, as shown on Schedule __ to this Certificate.

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

11.  Series 2013 True Interest Cost: The True Interest Cost of the Series 2013 Bonds is ______%, as shown on Schedule __ to this Certificate.

12.  PFC Eligible Portion and PFC Debt Service Portion of the Series 2013A Bonds: The PFC Eligible Portion and PFC Debt Service Portion of the Series 2013A Bonds is shown on Schedule __ to this Certificate.

13.  Series 2003A Refunding Portion of the Series 2013A Bonds: The Series 2003A Refunding Portion of the Series 2013A Bonds is shown on Schedule __ to this Certificate.

14.  Series 2013A Purchase Price. The purchase price of the Series 2013A Bonds is $_________________, (representing the principal amount of $_________________, plus the premium of $_____________________, less the underwriter’s discount of $____________), which purchase price is _____% of the Principal Amount thereof.

15.  Series 2013B Purchase Price. The purchase price of the Series 2013B Bonds is $_________________, (representing the principal amount of $_________________, plus the premium of $_____________________, less the underwriter’s discount of $____________), which purchase price is _____% of the Principal Amount thereof.

16.  Series 2013A Optional Redemption. At the option of the City, Series 2013A Bonds or portions thereof maturing on September 1, 20__, and thereafter may be called for redemption and payment prior to their maturity on September 1, 20__, and thereafter in whole or in part at any time in such amounts for each maturity as shall be determined by the City at a redemption price equal to 100% of the principal amount, plus accrued interest thereon to the redemption date.

17.  Series 2013B Optional Redemption. At the option of the City, Series 2013B Bonds or portions thereof maturing on September 1, 20__, and thereafter may be called for redemption and payment prior to their maturity on September 1, 20__, and thereafter in whole or in part at any time in such amounts for each maturity as shall be determined by the City at a redemption price equal to 100% of the principal amount, plus accrued interest thereon to the redemption date.

18.  Series 2013A Mandatory Sinking Fund Redemption. [**There are no Series 2013A Term Bonds subject to mandatory sinking fund redemption prior to maturity.**][**The Series 2013A Term Bonds identified in paragraph 3 are subject to mandatory sinking fund redemption pursuant to Section 3.01(b) of the Ordinance on the dates and in the amounts as follows:

The Series 2013A Bonds maturing on September 1, 20__ are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on September 1 of the following years and in the following principal amounts:

Redemption Date
(September 1)

Principal Amount

 

 

 

 

____________________

* Final Maturity.

 

19.  Series 2013B Mandatory Sinking Fund Redemption. [**There are no Series 2013B Term Bonds subject to mandatory sinking fund redemption prior to maturity.**][**The Series 2013B Term Bonds identified in paragraph 4 are subject to mandatory sinking fund redemption pursuant to Section 3.02(b) of the Ordinance on the dates and in the amounts as follows:

The Series 2013B Bonds maturing on September 1, 20__ are subject to mandatory sinking fund redemption in part, by lot, at a redemption price equal to 100% of the principal amount thereof, plus accrued interest thereon to the date fixed for redemption, without premium, on September 1 of the following years and in the following principal amounts:

Redemption Date
(September 1)

Principal Amount

 

 

 

 

____________________

* Final Maturity.

 

20.  Deposit of Series 2013A Bond Proceeds. The net proceeds received from the sale of the Series 2013A Bonds shall be deposited simultaneously with the delivery of the Bonds as follows:

(a) $____ of the proceeds of the Series 2013A Bonds shall be deposited in the Series 2013A Rebate Account of the Rebate Fund.

(b) $______________ shall be deposited in the Series 2013A Costs of Issuance Account to pay the costs of issuing the Series 2013A Bonds as authorized by the Director of Finance.

(c) $___________ shall be deposited in the Series 2001 Bonds Refunding Account of the Refunding Fund.

(d) $___________ shall be deposited in the Series 2003A Bonds Refunding Account of the Refunding Fund.

(e) $___________ shall be deposited in the Series 2003A Refunding Portion Subaccount of the Series 2013A Reserve Account of the Reserve Fund.

(f) $___________ shall be deposited in the PFC Eligible Portion Subaccount of the Series 2013A Reserve Account of the Reserve Fund.

21.  Deposit of Series 2013B Bond Proceeds. The net proceeds received from the sale of the Series 2013B Bonds shall be deposited simultaneously with the delivery of the Bonds as follows:

(a) $____ of the proceeds of the Series 2013B Bonds shall be deposited in the Series 2013B Rebate Account of the Rebate Fund.

(b) $______________ shall be deposited in the Series 2013B Costs of Issuance Account to pay the costs of issuing the Series 2013B Bonds as authorized by the Director of Finance.

(c) $___________ shall be deposited in the Series 2003B Bonds Refunding Account of the Refunding Fund.

(d) $___________ shall be deposited in the Series 2013B Reserve Account of the Reserve Fund.

22.  Reserve Requirements. The Reserve Requirement for the Series 2003A Refunding Portion of the Series 2013A Bonds is $____________. The Reserve Requirement for the PFC Eligible Portion of the Series 2013A Bonds is $____________. The Reserve Requirement for the Series 2013B Bonds is $____________.


The terms set forth in this Certificate of Final Terms are within the limitations of Exhibit B to the Ordinance, as required by Section 4.02 of the Ordinance.

 

Delivered this ____ day of _________, 2013.

 

CITY OF KANSAS CITY, MISSOURI

 

 

 

By:

Mayor