KC Skyline

City Clerk Web Search

Search the Ordinances:

Legislation #: 090116 Introduction Date: 2/12/2009
Type: Ordinance Effective Date: 2/20/2009
Sponsor: None
Title: Approving the issuance by the City of Kansas City, Missouri, of its special obligation refunding bonds in several series to refund certain bonds previously issued to finance the 909 Walnut Parking Facility Project, President Hotel Redevelopment Project and Chouteau I-35 Project; approving and authorizing certain documents and actions relating to the issuance of the Bonds; and declaring an emergency.

Legislation History
DateMinutesDescription
2/10/2009 Filed by the Clerk's office
2/12/2009 Referred to Finance and Audit Committee
2/18/2009 Advance and Do Pass as a Committee Substitute, Debate
2/19/2009 Passed as Substituted

View Attachments
FileTypeSizeDescription
090116.pdf Authenticated 784K Authenticated Ord#090116
090116 Exhibit A-3.pdf Exhibit 60K Exhibit A-3
090116 Exhibit A-2.pdf Exhibit 47K Exhibit A-2
090116 Exhibit A-1.pdf Exhibit 47K Exhibit A-1
http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=090116 Video Link 0K http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=090116
RemarketingAgr v1(Chouteau).doc Other 89K Other
RemarketingAgr v1(Hotel President).doc Other 92K Other
Tax Compliance Agreement - KCMO Chouteau I-35 Project, Series 2009C.doc Other 188K Other
909 Walnut Remarketing Agreement.doc Other 85K Other
BPA-909 Walnut.docx Other 30K Other
BPA-President Hotel.docx Other 30K Other
BPA I-35 Chouteau.docx Other 31K Other
financing agreement C1.doc Advertise Notice 188K Other
indenture chouteau.doc Other 805K Other
financing agreement hp2.doc Other 219K Other
indenture hp.doc Other 763K Other
Bond Pledge Agreement -- Kansas City TIF.DOC Other 56K Other
Reimbursement Agreement.rtf Other 498K Other
financing agreement4a.doc Other 232K Other
indenture5a.doc Other 757K Other
Chouteau, President Hotel, 909 Walnut ordinance_fact_sheet_v5.xls Fact Sheet 60K Fact Sheet
fiscal notes-Chouteau, President Hotel, 909 Walnut refunindg ordinance v1.xls Fiscal Note 60K Fiscal Note

Printer Friendly Version

COMMITTEE SUBSTITUTE FOR ORDINANCE NO. 090116

 

Approving the issuance by the City of Kansas City, Missouri, of its special obligation refunding bonds in several series to refund certain bonds previously issued to finance the 909 Walnut Parking Facility Project, President Hotel Redevelopment Project and Chouteau I-35 Project; approving and authorizing certain documents and actions relating to the issuance of the Bonds; and declaring an emergency.

 

WHEREAS, the City is authorized under its charter to issue its notes, bonds or other obligations in evidence thereof; and

WHEREAS, the City wishes to issue its special obligation refunding bonds to provide funds to pay the costs of (i) refunding on a current basis the Variable Rate Demand Taxable Revenue Bonds (909 Walnut Parking Facility Project) Series 2005 (the Prior 909 Walnut Bonds), issued in the original principal amount of $7,780,000.00 by the Tax Increment Financing Commission of Kansas City, Missouri (the Commission) to finance the costs of the Citys 909 Walnut Parking Facility Project, of which $7,240,000.00 principal amount remains Outstanding, (ii) refunding on a current basis the Variable Rate Demand Taxable Revenue Bonds (President Hotel Redevelopment Project) Series 2004 (the Prior President Hotel Bonds), issued in the original principal amount of $18,000,000.00 by the Commission to finance the costs of the Citys President Hotel Redevelopment Project, of which $17,470,000.00 principal amount remains Outstanding (an additional $330,000 is subject to mandatory sinking fund redemption on March 1, 2009), and (iii) refunding on a current basis the Commissions Variable Rate Demand Refunding and Improvement Revenue Bonds (Chouteau I-35 Project) Series 2003A (the Series 2003A Chouteau Bonds), issued in the original principal amount of $7,355,000.00, of which $6,585,000.00 principal amount remains Outstanding (an additional $230,000.00 is subject to mandatory sinking fund redemption on March 1, 2009) and the Commissions Variable Rate Demand Taxable Refunding and Improvement Revenue Bonds (Chouteau I-35 Project) Series 2003B (the Series 2003B Chouteau Bonds) issued in the original principal amount of $7,425,000.00, of which $5,875,000.00 principal amount remains Outstanding (an additional $235,000 is subject to mandatory sinking fund redemption on March 1, 2009) (the Series 2003A Chouteau Bonds and the Series 2003B Chouteau Bonds, issued by the Commission to finance the costs of the Citys Chouteau I-35 Project, are referred to collectively herein as the Prior Chouteau Bonds); and

WHEREAS, the City proposes to issue its taxable Series 2009A Bonds (or such other series designation as the Director of Finance shall determine) (the Refunding 909 Walnut Bonds) pursuant to an indenture of trust (the 909 Walnut Indenture) by and between the City and Wells Fargo Bank, N.A., as trustee (the "909 Walnut Bonds Trustee"), in the aggregate principal amount not to exceed $7,750,000.00, to provide funds to refund all Outstanding Prior 909 Walnut Bonds and to fund certain costs of issuance of the Refunding 909 Walnut Bonds; and

WHEREAS, the City proposes to issue its taxable Series 2009B Bonds (or such other series designation as the Director of Finance shall determine) (the Refunding President Hotel Bonds) pursuant to an indenture of trust (the President Hotel Indenture) by and between the City and First Bank of Missouri, as trustee (the "President Hotel Bonds Trustee"), in the aggregate principal amount not to exceed $18,000,000, to provide funds to refund all Outstanding Prior President Hotel Bonds and to fund certain costs of issuance of the Refunding President Hotel Bonds; and

WHEREAS, the City proposes to issue its Series 2009C Bonds and taxable Series 2009D Bonds (or such other series designations as the Director of Finance shall determine) (the Refunding Chouteau Bonds) pursuant to an indenture of trust (the Chouteau Indenture) by and between the City and Commerce Bank, N.A., as trustee (the "Chouteau Bonds Trustee"), in the aggregate principal amount not to exceed $12,750,000.00, to provide funds to refund all Outstanding Prior Chouteau Bonds and to fund certain costs of issuance of the Refunding Chouteau Bonds; and

WHEREAS, in order to enhance the security for the Refunding 909 Walnut Bonds, the Refunding President Hotel Bonds and/or the Refunding Chouteau Bonds (collectively, the Bonds) and achieve a lower cost of borrowing, it is desirable for the City to arrange for a letter of credit or other credit enhancement facility, insuring or guaranteeing the payment of the principal of and interest on the applicable series of Bonds; and

WHEREAS, the Prior 909 Walnut Bonds, the Prior President Hotel Bonds and the Prior Chouteau Bonds, which were issued as variable rate obligations, will remain variable rate obligations upon refunding, with direct-pay letter of credit support and liquidity support to be provided pursuant to Letters of Credit issued by certain Letter of Credit Providers, those being initially U.S. Bank, National Association with respect to the Refunding 909 Walnut Bonds issued to refund the Prior 909 Walnut Bonds, JPMorgan Chase Bank, National Association with respect to the Refunding President Hotel Bonds issued to refund the Prior President Hotel Bonds and JPMorgan Chase Bank, National Association with respect to the Refunding Chouteau Bonds issued to refund the Prior Chouteau Bonds; a Reimbursement Agreement will be entered into with each Letter of Credit Provider relating to its respective Letter of Credit; and

WHEREAS, in connection with the issuance of the Prior 909 Walnut Bonds, the City, the Commission and 911 E. Walnut, LLC (the 909 Walnut Redeveloper) entered into a Cooperative Agreement (the 909 Walnut Cooperative Agreement) and the City, the Commission, the 909 Walnut Redeveloper and the 909 Walnut Bonds Trustee entered into a Financing Agreement (the 909 Walnut Financing Agreement), which set forth their roles and responsibilities in connection with the 909 Walnut Parking Facility Project and payment of debt service on the Prior 909 Walnut Bonds, which Cooperative Agreement and Financing Agreement may be amended and supplemented upon the issuance of the Refunding 909 Walnut Bonds; and

WHEREAS, in connection with the issuance of the Prior President Hotel Bonds, the City and President Development Group, Inc. and President Hotel, LC (collectively, the President Hotel Redeveloper) entered into a Cooperative Agreement (the President Hotel Cooperative Agreement), the City, the Commission, the President Hotel Redeveloper and the President Hotel Bonds Trustee entered into a Financing Agreement (the President Hotel Financing Agreement), and the City and the President Hotel Redeveloper entered into a Guaranty Agreement, which set forth their roles and responsibilities in connection with the President Hotel Project and payment of debt service on the Prior President Hotel Bonds, which Cooperative Agreement, Financing Agreement and Guaranty Agreement may be amended and supplemented upon the issuance of the Refunding President Hotel Bonds; and

WHEREAS, in connection with the issuance of the Prior Chouteau Bonds, the City, the Commission, Chouteau Development Company, LLC (the Chouteau Redeveloper) and the Chouteau Bonds Trustee entered into a Financing Agreement (the Chouteau Financing Agreement), which set forth their roles and responsibilities in connection with the Chouteau Project and payment of debt service on the Chouteau Bonds; no responsibilities for payment of debt service or other ongoing responsibilities relating to the Prior Chouteau Bonds were assigned to the Chouteau Redeveloper pursuant to such Chouteau Financing Agreement; and

WHEREAS, an emergency exists, in that the public bond market is in flux, there has been a downgrade in the respective ratings of the respective bond insurers of the Prior 909 Walnut Bonds, Prior President Hotel Bonds and Prior Chouteau Bonds (collectively, the "Prior Bonds"), and consequently the costs to the City relating to the remarketing of the Prior Bonds under the existing terms thereof have escalated which causes a significant and ongoing drain upon financial resources and other public property of the City; the refunding of the Prior Bonds is intended to result in a reduction in such costs to the City upon such refunding; and authorization for the expeditious refunding of such Prior Bonds is needed for the immediate preservation of the public property, health, safety or morals of the City; and

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

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

BE IT ORDAINED BY THE COUNCIL OF KANSAS CITY:

Section 1. Authorization of Bonds; Authorization and Execution of Bond Purchase Agreements and Certificates of Final Terms. The City hereby authorizes the issuance of its Bonds, in more than one series, for the purposes set forth herein. The City authorizes the issuance of the Refunding 909 Walnut Bonds in the aggregate principal amount not to exceed $7,750,000.00, for the purpose of providing funds to refund the Prior 909 Walnut Bonds and to fund certain costs of issuance of the Refunding 909 Walnut Bonds. The City authorizes the issuance of the Refunding President Hotel Bonds in the aggregate principal amount not to exceed $18,000,000, for the purpose of providing funds to refund the Prior President Hotel Bonds and to fund certain costs of issuance of the Refunding President Hotel Bonds. The City authorizes the issuance of the Refunding Chouteau Bonds, in two series, in the aggregate principal amount not to exceed $12,750,000.00, for the purpose of providing funds to refund the Prior Chouteau Bonds and to fund certain costs of issuance of the Refunding Chouteau Bonds. Each series of Bonds shall be dated the date set forth therein, the Series 2009A Bonds, the Series 2009B Bonds and the Series 2009D Bonds shall bear interest at rates initially not to exceed a net interest cost of 8.0%, the Series 2009C Bonds shall bear interest at rates initially not to exceed a net interest cost of 6.0%, and the applicable series of Bonds shall have such other terms and provisions as shall be provided in the applicable indenture of trust and bond purchase agreements approved by the Director of Finance.

The Director of Finance is authorized and directed to approve the purchase price for each series of the Bonds, the principal amounts by maturity, the interest rates, the terms of credit enhancement and the other final terms of each series of the Bonds, including applicable redemption provisions, subject to the limitations set forth in this Section, and in that connection, to execute and deliver, for each of the Refunding 909 Walnut Bonds, Refunding President Hotel Bonds and Refunding Chouteau Bonds, the Certificate of Final Terms for and on behalf of and as the act and deed of the City, which approval will be conclusively evidenced by the Director of Finances execution of the Certificate of Final Terms. Upon execution, the Certificate of Final Terms will be attached to this Ordinance as Exhibit A-1 (Refunding 909 Walnut Bonds), Exhibit A-2 (Refunding President Hotel Bonds) and Exhibit A-3 (Refunding Chouteau Bonds), as applicable, and the City Clerk is hereby authorized to file each such Certificate of Final Terms with this Ordinance. The City is authorized to enter into Bond Purchase Agreements for such Bonds in accordance with the applicable Certificate of Final Terms. The Director of Finance is authorized to execute the Bond Purchase Agreements for and on behalf of and as the act and deed of the City.

Section 2. Limited Obligations. Each series of the Bonds and the interest thereon shall be special, limited obligations of the City payable solely out of Appropriated Funds (as such terms are defined in the applicable indenture) and moneys in the Funds and Accounts held by the Trustee under the applicable indenture, provided that the Refunding 909 Walnut Bonds shall also be payable from TIF Revenues, Parking Facility Income, Super TIF Revenues, Net Revenues and Public Participation Amounts (as such terms are defined in the 909 Walnut Indenture) the Refunding President Hotel Bonds shall also be payable from TIF Revenues and City Revenues (as such terms are defined in the President Hotel Indenture), and the Refunding Chouteau Bonds shall also be payable from TIF Revenues and City Revenues (as such terms are defined in the Chouteau Indenture), and shall be secured by a transfer, pledge and assignment of and a grant of a security interest in the applicable Trust Estate to the applicable Trustee and in favor of the owners of the applicable Bonds. Additionally, a Neighborhood Improvement District has been and special assessments may be collected in connection with the Chouteau Project. Each series of Bonds and interest thereon shall not be deemed to constitute a debt or liability of the City within the meaning of any constitutional, statutory or charter limitation or provision, and shall not constitute a pledge of the full faith and credit of the City, but shall be payable solely from the funds provided for in the applicable indenture. The issuance of the Bonds shall not, directly, indirectly or contingently, obligate the City to levy any form of taxation therefor or to make any appropriation for their payment.

Section 3. Authorization and Approval of Financing Documents. The proposed documents relating to the financing (the Financing Documents) are hereby approved in substantially the forms on file with the City Clerk, 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)                Indenture of Trust between the City and the 909 Walnut Bonds Trustee relating to the Refunding 909 Walnut Bonds.

(b)                Indenture of Trust between the City and the President Hotel Bonds Trustee relating to the Refunding President Hotel Bonds.

(c)                Indenture of Trust between the City and the Chouteau Bonds Trustee relating to the Refunding Chouteau Bonds.

(d)                Financing Agreement among the City, the Commission, the 909 Walnut Redeveloper and the 909 Walnut Bonds Trustee relating to the Refunding 909 Walnut Bonds.

(e)                Financing Agreement among the City, the Commission, the President Hotel Redeveloper and the President Hotel Bonds Trustee relating to the Refunding President Hotel Bonds.

(f)                 Financing Agreement among the City, the Commission and the Chouteau Bonds Trustee relating to the Refunding Chouteau Bonds.

(g)                Reimbursement Agreement between the City and U.S. Bank, National Association, relating to the Refunding 909 Walnut Bonds.

(h)                Reimbursement Agreement between the City and JPMorgan Chase Bank, National Association relating to the Refunding President Hotel Bonds.

(i)                  Reimbursement Agreement between the City and JPMorgan Chase Bank, National Association relating to the Refunding Chouteau Bonds.

(j)                  Tax Compliance Agreement between the City and the Chouteau Bonds Trustee, which set forth certain representations, facts, expectations, terms and conditions relating to the use and investment of the proceeds of the Series 2009C Bonds (the Tax-Exempt Bonds), to establish and maintain the exclusion of interest on the respective 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.

(k)                Bond Purchase Agreements, each between the City and the applicable Underwriter(s) of the respective Bonds, under which the City agrees to sell and the applicable Underwriter(s) agree to purchase such Bonds, upon such terms and conditions thereof as set in the applicable Bond Purchase Agreement and Certificate of Final Terms, as described in Section 1.

(l)                  Remarketing Agreements, each between the City and the applicable Remarketing Agent, relating to the Refunding 909 Walnut Bonds, the Refunding President Hotel Bonds and the Refunding Chouteau Bonds.

The City Council further approves the execution and delivery by the City of any documents which may be required in connection with the execution and delivery by the City of the applicable Indenture and issuance of the applicable series of Bonds, documents relating to the remarketing of the Bonds, documents relating to the Cooperative Agreements entered in connection with the respective financed projects, documents relating to the Neighborhood Improvement District and special assessments in connection with the Chouteau Project and of such other documents as the Director of Finance deems necessary or appropriate in connection with the transactions authorized by this Ordinance, including but not limited to any continuing disclosure agreements which may be necessary in connection with the Refunding 909 Walnut Bonds, the Refunding President Hotel Bonds or the Refunding Chouteau Bonds.

Section 4. Refunding and Redemption of Prior 909 Walnut Bonds, Prior President Hotel Bonds and Prior Chouteau Bonds. The refunding and redemption of the Prior 909 Walnut Bonds, the Prior President Hotel Bonds and the Prior Chouteau 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 notices or instructions relating to redemption, 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. Official Statements. The City hereby delegates authority to the Director of Finance to prepare, approve and deem final any Preliminary Official Statements and any final Official Statements, with the signature of the Director of Finance thereon being conclusive evidence of the Director's approval and the City's approval thereof and to approve the final terms of each series of the Bonds. The City hereby consents to the use and public distribution of any Preliminary Official Statement and any final Official Statement in connection with the offering for sale of each series of the Bonds.

Section 6. Approval of Selection of Professionals.

(a)                The City approves the selection of First Southwest Company and Valds & Moreno, Inc. to act as Co-Financial Advisors in connection with the issuance of the Refunding 909 Walnut Bonds. The City approves the selection of Kutak Rock LLP and the Hardwick Law Firm LLC to act as Co-Bond Counsel in connection with the issuance of the Refunding 909 Walnut Bonds. The City approves the selection of Wells Fargo Brokerage Services, LLC to act as Underwriter in connection with the issuance of the Refunding 909 Walnut Bonds and to act as Remarketing Agent for the Refunding 909 Walnut Bonds. The City approves the selection of Bryan Cave and Fields & Brown, LLC to act as Co-Disclosure Counsel in connection with the issuance of the Refunding 909 Walnut Bonds. The City approves the selection of U.S. Bank National Association to act as the initial Letter of Credit Provider in connection with the issuance of the Refunding 909 Walnut Bonds.

(b)                The City approves the selection of First Southwest Company and Valds & Moreno, Inc. to act as Co-Financial Advisors in connection with the issuance of the Refunding President Hotel Bonds. The City approves the selection of Kutak Rock LLP and the Hardwick Law Firm LLC to act as Co-Bond Counsel in connection with the issuance of the Refunding President Hotel Bonds. The City approves the selection of Banc of America, N.A. to act as Underwriter in connection with the issuance of the Refunding President Hotel Bonds and to act as Remarketing Agent for the Refunding President Hotel Bonds. The City approves the selection of Bryan Cave and Fields & Brown, LLC to act as Co-Disclosure Counsel in connection with the issuance of the Refunding President Hotel Bonds. The City approves the selection of JPMorgan Chase Bank, National Association to act as the initial Letter of Credit Provider in connection with the issuance of the Refunding President Hotel Bonds.

(c)                The City approves the selection of First Southwest Company and Valds & Moreno, Inc. to act as Co-Financial Advisors in connection with the issuance of the Refunding Chouteau Bonds. The City approves the selection of Kutak Rock LLP and the Hardwick Law Firm LLC to act as Co-Bond Counsel in connection with the issuance of the Refunding Chouteau Bonds. The City approves the selection of Banc of America, N.A. to act as Underwriter in connection with the issuance of the Refunding Chouteau Bonds and to act as Remarketing Agent for the Refunding Chouteau Bonds. The City approves the selection of Bryan Cave and Fields & Brown, LLC to act as Co-Disclosure Counsel in connection with the issuance of the Refunding Chouteau Bonds. The City approves the selection of JPMorgan Chase Bank, National Association to act as the initial Letter of Credit Provider in connection with the issuance of the Refunding Chouteau 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.

Section 8. Emergency. The City declares that an emergency exists under the provisions of Section 503(a) of the Charter of Kansas City. This ordinance shall take effect in accordance with that section.

_______________________________________________________

Approved as to form and legality:

 

 

____________________________________

Heather A. Brown

Assistant City Attorney