IN THE COUNTY LEGISLATURE OF JACKSON COUNTY, MISSOURI
Title
AN ORDINANCE authorizing and directing the issuance, sale, and delivery of not to exceed $40,000,000 principal amount of Special Obligation Refunding and Improvement Bonds, Series 2013, of Jackson County, Missouri, and authorizing certain other documents and actions in connection therewith.
Intro
ORDINANCE NO. 4508, February 25, 2013
INTRODUCED BY Scott Burnett, County Legislator
Body
WHEREAS, Jackson County, Missouri (the "County"), operates pursuant to a County Charter, and is a political subdivision of the State of Missouri, duly created, organized, and existing under and by virtue of the Constitution and laws of the State of Missouri; and
WHEREAS, the County desires to finance and refinance the costs of certain capital improvements and is authorized under the provisions of the Constitution of Missouri and its Charter to issue and sell special obligation bonds for the purpose of providing funds to finance and refinance the costs of certain capital improvements and to provide that the principal of and interest on such special obligations bonds shall be payable solely from the revenues derived from annual appropriations by the Legislature; and
WHEREAS, it is hereby found and determined that it is necessary and advisable and in the best interest of the County and of its inhabitants that special obligation bonds be issued and secured in the form and manner as hereinafter provided to provide funds for such purpose; now therefore
BE IT ORDAINED by the County Legislature of Jackson County, Missouri, as follows:
Section 1. Authorization of Bonds. There shall be issued and hereby are authorized and directed to be issued the Special Obligation Refunding and Improvement Bonds, Series 2013 of the County in the aggregate principal amount of not to exceed $40,000,000 (the "Bonds"). The Bonds shall be issued for the purpose of (a) refunding the Jackson County, Missouri Public Building Corporation Leasehold Revenue Bonds (Jackson County, Missouri Capital Improvements Project), Series 2003 (the "Series 2003 Bonds"), (b) refunding the Jackson County, Missouri Public Building Corporation Leasehold Revenue Bonds (Jackson County, Missouri Capital Improvements Project), Series 2005 (the "Series 2005 Bonds," together with the Series 2003 Bonds, being the "Refunded Bonds"), (c) financing the costs to acquire a parking garage (the "Project"), and (d) paying the costs related to the issuance of the Bonds and the refunding of the Refunded Bonds. Capitalized terms not defined herein shall have the meanings set forth on Exhibit A hereto. The Bonds will be subject to the terms and conditions of this Ordinance and the following exhibits:
Exhibit A Additional Terms of the Bonds
Exhibit B Form of Bonds
Exhibit C Preliminary Official Statement
Exhibit D Continuing Disclosure Agreement
Exhibit E Tax Compliance Agreement
Exhibit F Description of Project
Exhibit G Bond Purchase Agreement
Exhibit H Request for Disbursement
Exhibit I Escrow Trust Agreement
Section 2. Description of Bonds. The Bonds shall consist of fully registered bonds without coupons, numbered from R-1 upward in order of issuance, in denominations of $5,000 or any integral multiple thereof. The Bonds shall be substantially in the form set forth in Exhibit B attached hereto, and shall be subject to registration, transfer and exchange as provided in Section 203 of Exhibit A. All of the Bonds shall be dated their date of delivery, and shall be issued in an aggregate principal amount of not to exceed $40,000,000. The Bonds shall bear interest at various interest rates, shall mature in principal installments and shall be subject to redemption and payment prior to their Stated Maturities as provided in the Bond Purchase Agreement described herein, and the signatures of the officers of the County executing the Bond Purchase Agreement shall constitute conclusive evidence of their approval and the County's approval thereof; provided, however, (a) the terms of the Bonds shall provide for the principal amount in an amount not to exceed $40,000,000, provide a net interest cost of the Bonds to be not greater than 3.60%, provide a weighted average maturity of not less than 7 years and not more than 10 years, provide that the Bonds shall be subject to optional redemption prior to maturity not later than 2023, and provide a net present value savings to refund the Refunded Bonds of at least 3.00% of the principal amount of the Refunded Bonds.
The Bonds shall bear interest (computed on the basis of a 360-day year of twelve 30-day months) from the date thereof or from the most recent Interest Payment Date to which interest has been paid or duly provided for, payable semiannually on June 1 and December 1 in each year, beginning on December 1, 2013. Principal of the Bonds shall be paid on each December 1, beginning December 1, 2013.
The Bonds shall be special obligations of the County payable as to both principal and interest solely from annual appropriations of funds by the County for such purpose to be deposited in the Debt Service Fund. The obligation of the County to make payments into the Debt Service Fund and any other obligations of the County to make payments under this Ordinance do not constitute a general obligation or indebtedness of the County for which the County is obligated to levy or pledge any form of taxation, or for which the County has levied or pledged any form of taxation and shall not be construed to be a debt of the County in contravention of any applicable constitutional, statutory or charter limitation or requirement but in each Fiscal Year shall be payable solely from the amounts pledged or appropriated therefor (i) out of the income and revenues provided for such year, plus (ii) any unencumbered balances for previous years. Subject to the preceding sentence, the obligations of the County to make payments hereunder and to perform and observe any other covenant and agreement contained herein shall be absolute and unconditional.
Section 3. Sale of the Bonds. The sale of the Bonds to Oppenheimer & Co. Inc. (the "Purchaser") with an underwriter's discount of not more than 1.25% of the principal amount thereof, as set forth in the Bond Purchase Agreement is hereby ratified and confirmed. Delivery of the Bonds shall be made to the Purchaser as soon as practicable after the adoption of this Ordinance, upon payment therefor in accordance with the terms of the Bond Purchase Agreement in substantially the form attached hereto as Exhibit G.
Section 4. Further Authority. The officers of the County, including the County Executive and County Clerk, are hereby authorized and directed to execute all documents and take such actions as they may deem necessary or advisable in order to carry out and perform the purposes of this Ordinance and to make ministerial alterations, changes or additions in the foregoing agreements, statements, instruments and other documents herein approved, authorized and confirmed which they may approve, and the execution or taking of such action shall be conclusive evidence of such necessity or advisability.
Section 5. Parties Interested Herein. Nothing in this Ordinance expressed or implied is intended or shall be construed to confer upon, or to give or grant to, any person or entity, other than the County, the Paying Agent and the Bondowners, any right, remedy or claim under or by reason of this Ordinance or any covenant, condition, or stipulation hereof, and all covenants, stipulations, promises, and agreements in this Ordinance contained by and on behalf of the County shall be for the sole and exclusive benefit of the County, the Paying Agent and the Bondowners.
Section 6. Severability. If any section or other part of this Ordinance, whether large or small, is for any reason held invalid, the invalidity thereof shall not affect the validity of the other provisions of this Ordinance.
Section 7. Governing Law. This Ordinance shall be governed exclusively by and construed in accordance with the applicable laws of the State of Missouri.
Section 8. Effective Date. This Ordinance shall take effect and be in full force from and after its adoption in accordance with the Charter of the County.
[remainder of page intentionally left blank]
Enacted and Approved
Effective Date: This Ordinance shall be effective immediately upon its passage by the County Executive.
APPROVED AS TO FORM:
____________________________ ________________________________
Chief Deputy County Counselor County Counselor
I hereby certify that the attached Ordinance, Ordinance No. 4508 introduced on February 25, 2013, was duly passed on March 4, 2013 by the Jackson County Legislature. The votes thereon were as follows:
Yeas _________9______ Nays ______0________
Abstaining ______0____ Absent _____0_______
This Ordinance is hereby transmitted to the County Executive for his signature.
________________________ ______________________________
Date Mary Jo Spino, Clerk of Legislature
I hereby approve the attached Ordinance No. 4508.
_______________________ _______________________________
Date Michael D. Sanders, County Executive