IN THE COUNTY LEGISLATURE OF JACKSON COUNTY, MISSOURI
Title
AN ORDINANCE authorizing the County to lease to the Jackson County, Missouri, Public Facilities Authority certain real estate of the County; approving the issuance of $13,000,000 principal amount of Jackson County, Missouri, Public Facilities Authority Leasehold Revenue Refunding and Improvement Bonds (Jackson County, Missouri, Capital Improvements Project) Series 1994, by the Jackson County, Missouri, Public Facilities Authority, for the purpose of providing funds to finance and refinance costs related to facilities for the County; authorizing a d approving certain documents in connection with the issuance of said bonds; and authorizing certain other actions in connection with the issuance of said bonds.
Intro
ORDINANCE #2293, May 16, 1994
INTRODUCED BY Robert E. Hertzog, County Legislator
Body
WHEREAS, Jackson County, Missouri (the "County"), is authorized pursuant to Article II, Section 33 of the County's Constitutional Home Rule Charter (the "Charter") to contract and cooperate with any private person, firm, association, corporation or foundation for the planning, development, construction, acquisition, or operation of any public improvement or facility; and,
WHEREAS, the Jackson County, Missouri, Public Facilities Authority (the "Authority"), is a not for profit corporation duly organized and existing under The General Not for Profit Corporation Law, Chapter 355 of the Revised Statutes of Missouri, 1986, as amended, for the purpose of benefitting and carrying out the purposes of the County, by providing for the acquisition, construction, improvement, extension, repair, remodeling, renovation and financing of public sites, buildings, facilities, furnishings and equipment for the use of the County; and,
WHEREAS, the County Legislature of the County finds and determines that it is necessary and desirable for the County to lease to the Authority certain real estate located within the geograph c limits of the County (the "Project Site"); and,
WHEREAS, the County Legislature of the County further finds and determines that it is necessary and desirable that the County authorize the Authority to (i) issue its Jackson County, Missouri, Public Facilities Authority Leasehold Revenue Refunding and Improvement Bonds (Jackson County, Missouri, Capital Improvements Project) Series 1994, in the aggregate principal amount of $13,000,000 (the "Bonds"), for the purpose of providing funds to (a) refund the Authority's Insured Leasehold Revenue Bonds (Jackson County, Missouri, Capital Improvements Project) Series 1986 (the "Series 1986 Bonds") originally issued to finance the costs of certain buildings and improvements located on the Project Site and other facilities and improvements of the County, and (b) finance the costs to acquire, construct, furnish, repair, renovate and equip additional facilities located on the Project Site (the "Project," said Project nd the Project Site being collectively referred to herein as the "Facilities"); (ii) lease the Facili ies to the County; (iii) enter into a Trust Indenture (the "Indenture"), with the trustee named therein (the "Trustee"), for the purpose of issuing and securing the Bonds, as therein provided, (iv) enter
into a Site Lease (the "Site Lease") with the County under which the County will lease the Project Site to the Authority, and (v) enter into a Lease Agreement (the "Lease") with the County under which the Authority will cause the proceeds of the Bonds to be used as provided in the Indenture in consideration of rental payments by the County which are to be sufficient, during the Lease Term (as defined in the Lease), to pay the principal of, redemption premium, if any, and interest on the Bonds as the same become due; and,
WHEREAS, the County Legislature of the County further finds and determines that it is necessary and desirable in connection with the lease of the Project Site, the lease of the Facilit es and the issuance of the Bonds that the County enter into certain documents, and that the County take certain other actions and approve the execution of certain other documents as herein provided; now therefore,
BE IT ORDAINED by the County Legislature of Jackson County, Missouri, as follows:
Section 1. Approval of Issuance of the Bonds by the Authority. The County hereby approves the issuance and sale by the Authority of the Bonds in the aggregate principal amount of not to exceed $13,000,000, for the purpose of providing funds to finance and refinance the costs of acquiring, constructing, furnishing, repairing, renovating and equipping the Facilities f r the County. The Bonds shall be issued and secured pursuant to the Indenture. The final terms of the Bonds shall be specified in the Indenture upon the execution thereof, and the signatures of the
officers of the County executing the Indenture shall constitute conclusive evidence of their approval and the County's approval thereof. The Bonds shall be in such forms, shall be subject to redemption prior to maturity, shall have such other terms and provisions, and shall be issued, executed and delivered in such manner subject to such other provisions, covenants and agreements, as are set forth in the Indenture.
Section 2. Limited Obligations. The Bonds and the interest thereon shall be limited obligations payable solely out of the rents, revenues and receipts received by the Authority from the County pursuant to the herein authorized Lease. The Bonds and the interest thereon shall not constitute a debt or liability of the County, or of the State of Missouri or of any political subdivision thereof, and the Bonds shall not constitute an indebtedness within the meaning of any constitutional or statutory debt limitation or restriction.
Section 3. Authorization of Documents. The County is hereby authorized to enter into the following documents, in substantially the forms presented to and reviewed by the County Legislature of the County at this meeting (copies of which documents shall be filed in the records of the County), with such changes therein as shall be approved by the officers of the County executing such documents, such officers' signatures thereon being conclusive evidence of their approval thereof:
(a) Site Lease (the "Site Lease") between the Authority and the County, under
which the County will lease the Project Site to the Authority upon the terms and
conditions as set forth in said Site Lease.
(b) Lease Agreement (the "Lease") between the Authority and the County,
under which the Authority shall lease the Facilities to the County upon the terms and
conditions as set forth in said Lease.
(c) Bond Purchase Agreement among the Authority, the County and
Boatmen's National Bank of St. Louis, as representative of the underwriters of the Bonds
(the "Purchaser"), under which the Authority agrees to sell the Bonds to the Purchaser
upon the terms and conditions as set forth in said Bond Purchase Agreement.
(d) Commitment for Bond Insurance (the "Commitment") among the
Authority, the County and Municipal Bond Investors Assurance Corporation (the "Bond
Insurer") pursuant to which the Bond Insurer agrees to deliver its Bond Insurance Policy
upon the terms and conditions contained in the Commitment.
Section 4. Approval of Documents. The County hereby approves the Trust Indenture (the "Indenture") between the Authority and the Trustee, pursuant to which the Bonds shall be issued and the Authority shall pledge and assign the rents, revenues and receipts received pursuant to the Lease and all of its rights in the Site Lease to the Trustee for the benefit of and
security of the Registered Owners upon the terms and conditions as set forth in said Indenture, in substantially the form presented to and reviewed by the County Legislature of the County at this meeting (copies of which document shall be filed with the records of the County).
Section 5. Official Statement. The Preliminary Official Statement, in the form presented to and reviewed by the County Legislature of the County at this meeting, is hereby ratified and approved, and the final Official Statement is hereby adopted by supplementing, completing and amending the Preliminary Official Statement. The County Executive of the County is hereby authorized to execute the Official Statement and the Purchaser is hereby authorized to use the Preliminary Official Statement and the final Official Statement in connection with the sale of the Bonds.
Section 6. Execution of Documents. The County is hereby authorized to enter into and the County Executive of the County is hereby authorized and directed to execute and deliver, for and on behalf of and as the act and deed of the County, the Lease, the Site Lease, the Bond Purchase Agreement, the Commitment and such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Ordinance. The Clerk of the County Legislature is hereby authorized to attest to such documents and such other documents, certificates and instruments as may be necessary or desirable to carry out and comply with the intent of this Ordinance.
Section 7. Refunding of Series 1986 Bonds. The Authority and Mercantile Bank and Trust Company, as trustee for the Series 1986 Bonds (the "Series 1986 Bond Trustee"), are instructed and notified that the County hereby elects to redeem and pay the outstanding Series 1986 Bonds prior to maturity on December 1, 1994, and that the Authority and the Series 1986 Bond Trustee are instructed to provide notice and take all other actions necessary to redeem the Series 1986 Bonds prior to maturity on December 1, 1994.
Section 8. Transfer of Interest in the Facilities to Jackson County, Missouri, when Bonds are Paid. The County Legislature of the County hereby declares that the County will accept from the Authority all right, title and interest of the Authority to the Facilities after a l the Bonds and any Additional Bonds (as defined in the Indenture) have been paid or payment therefor has been provided for in accordance with the Indenture.
Section 9. Further Authority. The officers, agents and employees of the County, including the County Executive and the Clerk of the County Legislature, shall be, and they hereby are, 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 carry out, comply with and perform the duties of the County with respect to the Site Lease, the Lease, the Bond Purchase Agreement, the Commitment and the Bonds, to make 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 10. Effective Date. This Ordinance shall take effect and be in full force immediately after its passage by the County Legislature.
Attorney Approved as to Form:
By:
County Counselor
Certificate of Passage:
I hereby certify that the attached Ordinance, Ordinance No. 2293, introduced on May 16, 1994, was duly passed on __________ _____, 1994, by the Jackson County Legislature. The votes to consider such Ordinance were as follows:
Yeas Nays
Abstaining Absents
This Ordinance is hereby transmitted to the County Executive for her signature.
_____________________________
Date Mary Jo Brogoto
Clerk of the County Legislature
I hereby approve the attached Ordinance #2293.
__________________________
Date Marsha J. Murphy
County Executive