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FORM U-7D
CERTIFICATE PURSUANT TO RULE 7(d)
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
File No. 32-362
Amendment No. 2
The undersigned certify that this certificate accurately summarizes, as
required in the instructions hereto, the information requested as to the
lease identified herein and the transactions for the financing thereof.
1. Lessee public-utility company: UTILICORP UNITED INC.
Address: 20 WEST NINTH STREET, KANSAS CITY, MO 64105-1711
2. Date: LEASE DATED SEPTEMBER 1, 1978; EXECUTED AND DELIVERED BY
LESSEE ON OCTOBER 26, 1978; AMENDED AND RESTATED AS OF JUNE 1,
1979 AND, AS AMENDED AND RESTATED, EXECUTED AND DELIVERED BY
LESSEE, JUNE 13, 1979.
2a. Date facility was placed in service: JUNE 13, 1979
3. Regulatory authority which has acted on transaction:
Name: Date of order:
MISSOURI PUBLIC SERVICE COMMISSION NOVEMBER 22, 1978 AS AMENDED ON
APRIL 13, 1979
4. Initial term of lease: 25 YEARS (See Note 1)
4a. Renewal options: MAY BE EXTENDED AT LESSEE'S ELECTION FOR PERIODS
MUTUALLY AGREEABLE TO THE HOLDER OF THE BENEFICIAL INTEREST AND THE
LESSEE, AT A FAIR RENTAL VALUE.
5. Brief description of facility: ONE TURBINE GENERATING PLANT
CONSISTING OF ONE COMBUSTION TURBINE GENERATING UNIT MODEL PG-7821,
52, 750KW, A FUEL OIL SYSTEM, AND MISCELLANEOUS AND RELATED EQUIPMENT.
6. Manufacturer or supplier: GENERAL ELECTRIC COMPANY AND SEVERAL
OTHER VENDORS.
7. Original Cost of facility: $7,523,550.20
8. Rent. Initial Rent: (payable for the period June 13, 1979 through
June 30,1979) $37,146.78. Basic Rent: (Payable during 25 year
initial term) $16,506,292.96.
8a. Periodic installment. Amount: $37,146.78 (Interim Rent)
Period: ONE PAYMENT ON JULY 1, 1979 Amount: $330,125.86 (Basic Rent)
Period: SEMI-ANNUAL
(See Note 2)
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9. Holder of legal title to facility: UMB BANK, N.A., AS TRUSTEE
(FORMERLY UNITED MISSOURI BANK OF KANSAS CITY, NATIONAL ASSOCIATION,
AS TRUSTEE) (SEE NOTE 3)
Address: P. O. BOX 419226, KANSAS CITY, MO 64141-6226
10. Holders of beneficial interests:
<TABLE>
<CAPTION>
NAME AND ADDRESS AMOUNT INVESTED PERCENT OF EQUITY
---------------- --------------- -----------------
<S> <C> <C>
Trans UCU, Inc. $2,044,524.77 100%
20 West Ninth Street
Kansas City, MO 64105-1711
</TABLE>
11. If part or all of the financing is supplied by loan on which only
principal and interest is payable, state:
Amount borrowed: $5,479,025.43 INTEREST RATE: 9-7/8%
NUMBER OF LENDERS: ONE
Terms of repayment. Amount: Period:
$319,262.98 SEMI-ANNUAL (See Note 4)
Date executed: July 31, 2000
Signature of holder of legal title:
UMB BANK, N.A., AS TRUSTEE
By: /s/ K. Scott Mathew
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Title: Vice President
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Signatures of holders of beneficial interests shall be annexed hereto and
incorporated herein.
2
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SIGNATURE PAGE FOR CERTIFICATE
ON FORM U7D DATED MARCH 1, 2000
Signature of holders of beneficial interests.
The holders of beneficial interests referred to in paragraph 10 of the
Certificate pursuant to Rule 7(d) to which these signature pages are annexed
and into which the following signatures are incorporated have duly caused
said Certificate to be signed on its behalf by the undersigned thereunto duly
authorized.
TRANS UCU, INC.
By: /s/ Dale J. Wolf
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Title: Vice President-Finance
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NOTE 1
The lease was divided into three terms with respect to the facility.
Firstly, an interim term covering the period from the delivery date through
June 30, 1979 (on or before which date the long-term financing commenced).
Secondly, a basic term for a period of twenty-five years from July 1, 1979
(with a right on the part of the lessee to terminate the lease on any rent
payment date following the expiration of the fifth year of the basic term in
the event the facility becomes obsolete or surplus to lessee's requirements).
Lastly, renewal terms for periods mutually agreeable to the holder of the
beneficial interest and the lessee, if the lessee shall elect to renew the
lease. The long-term debt financing commenced on the in-service date of the
facility and will (unless the lease term of the facility is sooner terminated
as aforesaid) mature 19-1/2 years thereafter.
NOTE 2
The amount of the investment made by the original holder of the
beneficial interest was 27.175% of the cost of the facility. The amount set
forth in paragraph 10 shows the amount of the investment based upon an
estimated $8,000,000 cost of the facility. In no event will the amount of
the investment to be made by the holder of the beneficial interest be more
than $2,400,000.
NOTE 3
UMB Bank, N.A. (formerly United Missouri Bank of Kansas City, National
Association), holds the legal title to the facilities and makes this
certificate, solely in its capacity as trustee under that certain Trust
Agreement, dated as of September 1, 1978 between the holder of the beneficial
interest and UMB Bank, N.A., as Trustee.
NOTE 4
The information set forth in paragraph 11 relates to the long-term
financing and shows the maximum amount to be borrowed, based upon an
estimated equipment cost of $8,000,000. The amount to be borrowed as a
percentage of the cost of the facility is 72.825%, or $5,826,000, based upon
a cost of $8,000,000, with a variance of +10%. Interim financing is being
furnished by a commercial bank in an amount not to exceed $8,000,000. The
principal and interest on such interim loan is payable out of the investments
to be made by the lender and the holder of the beneficial interest in the
facility. It is anticipated that the completion of the construction of the
facility and the in-service date thereof will be co-incident with the closing
with respect to the long-term financing. During the interim term (covering
the period from the delivery date of each component of the facility to the
commencement of the basic lease term) the interest payable on such interim
financing during such period will accrue and will be included in the lessor's
costs. On the first day of the basic lease term the lessee paid interim rent
computed at a per diem rental equivalent to the 9-7/8% interest rate on the
long-term financing to be applied to the lessor's cost for the number of days
elapsed between the in-service date of the facility and the date of the
commencement of the basic lease term.
