KC Skyline

City Clerk Web Search

Search the Ordinances:

Legislation #: 090483 Introduction Date: 6/4/2009
Type: Ordinance Effective Date: 6/28/2009
Sponsor: None
Title: Approving the issuance by the City of Kansas City, Missouri, of its Special Obligation Bonds to finance a portion of the costs relating to the Performing Arts Center parking garage; and approving and authorizing certain documents and actions relating to the issuance of the bonds.

Legislation History
DateMinutesDescription
6/3/2009 Filed by the Clerk's office
6/4/2009 Referred to Finance and Audit Committee
6/10/2009 Do Pass
6/11/2009 Assigned to Third Read Calendar
6/18/2009 Passed

View Attachments
FileTypeSizeDescription
090483.pdf Authenticated 267K AUTHENTICATED
PAC Bond Ordinance Revised Fact Sheet 6-16-09.xls Fact Sheet 50K PAC Revised Fact Sheet
http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=090483 Video Link 0K http://kansascity.granicus.com/ViewSearchResults.php?view_id=2&keywords=090483
PAC Rating Presentation Tab A.pdf Other 5137K PAC Rating Presentation-Tab A
KCMO - PAC Garage - 2009E Bonds - CDU (5.22.09).doc Other 46K Continuing Disclosure Undertaking
KCMO - PAC Garage - 2009E Bonds - BPA (5.22.09).doc Other 114K Bond Purchase Agreement
KCMO - PAC Garage - 2009E Bonds - Trust Indenture (5.22.09).doc Other 387K Trust Indenture
PAC Fiscal Note.xls Fiscal Note 29K PAC Fiscal Note
PAC Bond Ordinance Fact Sheet 6-2-09.xls Fact Sheet 50K PAC Fact Sheet

Printer Friendly Version

ORDINANCE NO. 090483

 

Approving the issuance by the City of Kansas City, Missouri, of its Special Obligation Bonds to finance a portion of the costs relating to the Performing Arts Center parking garage; and approving and authorizing certain documents and actions relating to the issuance of the bonds.

 

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

 

WHEREAS, the City has entered into a Cooperative Agreement for Design and Construction, dated as of June 12, 2008 (as amended, the Cooperative Agreement), with the Performing Arts Community Improvement District, a political subdivision of the State of Missouri (the CID), Kauffman Center for the Performing Arts (formerly known as The Metropolitan Kansas City Performing Arts Center), a Missouri nonprofit corporation (the KCPA), and PAC Holdings, Inc., a Missouri nonprofit corporation (PAC), for the purpose of setting forth each parties respective obligations with respect to the construction, operation and maintenance of a parking garage, including a green space/park area on the roof (the Parking Garage) adjacent to the Kauffman Center for the Performing Arts (the Performing Arts Center); and

 

WHEREAS, pursuant to the Cooperative Agreement, the City has agreed to acquire and own the Garage, including the north wall of the Parking Garage (the North Wall) and the tunnel from the Parking Garage to the Performing Arts Center (the Tunnel, together with the Parking Garage and the North Wall, the PAC Garage Project); and

 

WHEREAS, the City proposes to issue its Series 2009E Bonds (or such other series designation as the Director of Finance shall determine) (the Bonds) pursuant to a Trust Indenture (the Indenture) by and between the City and First Bank of Missouri, as trustee (the Trustee), in the aggregate principal amount not to exceed $55,000,000, to provide funds to finance its obligations under the Cooperative Agreement; and

 

WHEREAS, the City has found and determined that financing of the PAC Garage Project 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 Agreement and Certificate of Final Terms. The City hereby authorizes the issuance of the Bonds, in one or more series, as current interest or capital appreciation bonds, all for the purposes set forth herein. The Bonds may be issued in the aggregate original principal amount not to exceed $55,000,000.00, for the purpose of providing funds to finance its obligations with respect to the PAC Garage Project. The Bonds shall be dated the date set forth in the Indenture, shall bear interest at rates initially not to exceed a net interest cost of 7.00%, and shall have such other terms and provisions as shall be provided in the Indenture, Bond Purchase Agreement and Certificate of Final Terms approved by the Director of Finance.

 

The Director of Finance is authorized and directed to approve the purchase price for the Bonds, the principal amounts by maturity, the interest rates and the other final terms 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 the Bonds, the Certificate of Final Terms for and on behalf of and as the act and deed of the City, which approval will be conclusively evidenced by the Director of Finances execution of the Certificate of Final Terms. Upon execution, the Certificate of Final Terms will be attached to this Ordinance as Exhibit A and the City Clerk is hereby authorized to file such Certificate of Final Terms with this Ordinance. The City is authorized to enter into a Bond Purchase Agreement for the Bonds in accordance with the applicable Certificate of Final Terms. The Director of Finance is authorized to execute the Bond Purchase Agreement for and on behalf of and as the act and deed of the City.

 

Section 2. Limited Obligations. The Bonds and the interest thereon shall be special, limited obligations of the City payable solely out of Appropriated Moneys (as such term is defined in the Indenture) and moneys in the Funds and Accounts held by the Trustee under the Indenture, and shall be secured by a transfer, pledge and assignment of and a grant of a security interest in the Trust Estate to the Trustee and in favor of the owners of the Bonds. The 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 Indenture. The issuance of the Bonds shall not, directly, indirectly or contingently, obligate the City to levy any form of taxation therefor or to make any appropriation for their payment.

 

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

 

(a) Trust Indenture between the City and the Trustee relating to the Bonds.

 

(b) Tax Compliance Agreement among the City, the Trustee and such other appropriate parties as determined by Bond Counsel or Special Tax Counsel, which set 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 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.

 

(c) Bond Purchase Agreement, between the City and the Underwriter of the Bonds, under which the City agrees to sell and the Underwriter agrees to purchase the Bonds, upon such terms and conditions thereof as set in the Bond Purchase Agreement and Certificate of Final Terms, as described in Section 1 of this Ordinance.

 

(d) Continuing Disclosure Undertaking, 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 Underwriter in complying with Rule 15c2-12 of the Securities and Exchange Commission.

 

The City Council further approves the execution and delivery by the City of any documents which may be required in connection with the execution and delivery by the City of the Indenture and issuance of the Bonds, documents relating to the Cooperative Agreement 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 undertaking which may be necessary in connection with the Bonds.

 

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

 

Section 5. Official Statement. The City hereby delegates authority to the Director of Finance to prepare, approve and deem final any Preliminary Official Statement and any final Official Statement, 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. 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 6. Approval of Selection of Professionals. The City approves the selection of First Southwest Company and Moody Reid Financial Advisors to act as Co-Financial Advisors in connection with the issuance of the Bonds. The City approves the selection of Bryan Cave LLP to act as Bond Counsel and Disclosure Counsel in connection with the issuance of the Bonds. The City approves the selection of Gilmore & Bell, P.C. to act as Special Tax Counsel in connection with the issuance of the Bonds. The City approves the selection of Oppenheimer & Co., Inc. to act as Senior Underwriter in connection with the issuance of the Bonds and delegates authority to the Director of Finance to appoint additional firms as underwriters in connection with the issuance 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


APPENDIX A

CERTIFICATE OF FINAL TERMS