NEW ISSUE RATING: Requested by IssuerBOOK-ENTRY ONLY See “RATING” herein

In the opinion of Gilmore & Bell, P.C., Bond Counsel to the Issuer, under existing law and assuming continued compliance with certain requirements of the Internal RevenueCode of 1986, as amended, the interest on the Series 2015B Bonds (including any original issue discount properly allocable to an owner thereof) is excludable from gross incomefor federal income tax purposes, except as described in this Official Statement, and is not an item of tax preference for purposes of the federal alternative minimum tax imposed onindividuals and corporations. The interest on the Series 2015B Bonds is exempt from income taxation by the State of Kansas. The Series 2015B Bonds have not been designatedas “qualified tax-exempt obligations” within the meaning of Section 265(b)(3) of the Internal Revenue Code of 1986, as amended. Bond Counsel expresses no other opinion as toany other federal or state tax law consequences pertaining to the Series 2015B Bonds. See “TAX MATTERS” herein and the form of opinion of Bond Counsel attached hereto asAppendix E.

$12,260,000UNIFIED GOVERNMENT OF WYANDOTTE COUNTY/KANSAS CITY, KANSAS

SALES TAX SPECIAL OBLIGATION REVENUE BONDS(VACATION VILLAGE PROJECT AREAS 1 AND 2A)

SUBORDINATE LIEN SERIES 2015BDated: Date of Delivery Due: As shown on inside cover page

The Series 2015B Bonds are being issued by the Unified Government of Wyandotte County/Kansas City, Kansas (the “Issuer”) pursuant to a Bond Trust Indenturedated as of October 1, 2015 (the “Indenture”), by and between the Issuer and Security Bank of Kansas City, as trustee (the “Trustee”) to (i) refund, together withother available funds of the Issuer, the Prior Notes (defined herein) issued by the Issuer that financed costs incurred by the Issuer for street improvements in the STARBond District (defined herein), (ii) fund a deposit to the Capitalized Interest Fund established under the Indenture, (iii) fund a deposit to the Debt Service Reserve Fundestablished under the Indenture and (iv) pay certain costs related to the issuance of the Series 2015B Bonds. The Series 2015B Bonds are special, limited obligations ofthe Issuer payable solely from and secured by a pledge of, and lien upon, certain State of Kansas (the “State”) and local sales and compensating use tax revenues andlocal transient guest tax revenues generated in the herein defined Project Area (collectively, the “Revenues”). The Series 2015B Bonds are also secured by certainlocal sales and compensating use tax revenues and local transient guest tax revenues generated outside the STAR Bond District (“Available Issuer Funds”), to theextent appropriated by the governing body of the Issuer for such purposes, and other moneys held by the Trustee pursuant to the Indenture. The application of theAvailable Issuer Funds is subject to annual appropriation by the governing body of the Issuer. There can be no assurance that such appropriation will bemade by the governing body of the Issuer, and the governing body is not legally obligated to do so. See “SECURITY AND SOURCES OF PAYMENT FORTHE SERIES 2015B BONDS – Available Issuer Funds” herein.

The Series 2015B Bonds are payable from the Revenues on a subordinate lien basis to the Issuer’s $72,900,000 Sales Tax Special Obligation Revenue Bonds (VacationVillage Project Areas 1 and 2A), Series 2015A (the “Series 2015A Bonds”), which the Issuer will issue on the same date as the Series 2015B Bonds. TheSeries 2015A Bonds are NOT being offered by this Official Statement. See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2015BBONDS” and “TAX DISTRIBUTION AGREEMENT” herein.

The Series 2015B Bonds are issuable only as fully registered bonds, and, when issued, will be registered in the name of Cede & Co., as registered owner and nomineefor The Depository Trust Company (“DTC”), New York, New York. DTC will act as securities depository for the Series 2015B Bonds. Purchases of the Series 2015BBonds will be made in book-entry form in the original denomination of $5,000 or any integral multiple thereof. See “THE SERIES 2015B BONDS – Registration,Transfer and Exchange.” Purchasers will not receive physical certificates representing their interests in Series 2015B Bonds purchased. So long as Cede & Co. is theregistered owner of the Series 2015B Bonds, as nominee of DTC, references herein to the Bondowners or Registered Owners shall mean Cede & Co., as aforesaid, andshall not mean the Beneficial Owners (herein defined) of the Series 2015B Bonds. Principal of and semiannual interest on the Series 2015B Bonds will be paid frommoneys available therefor under the terms of the Indenture. So long as DTC or its nominee, Cede & Co., is the Bondowner, such payments will be made directly tosuch Bondowner. DTC is expected, in turn, to remit such principal and interest to the DTC Participants (herein defined) for subsequent disbursement to the BeneficialOwners. Interest on the Series 2015B Bonds will be payable semiannually on each March 1 and September 1, beginning March 1, 2016.

The Series 2015B Bonds are subject to redemption prior to maturity in certain circumstances, as described herein. See “THE SERIES 2015B BONDS—RedemptionProvisions” herein.

MATURITY SCHEDULE—SEE INSIDE COVER PAGE

THE SERIES 2015B BONDS ARE NOT GENERAL OBLIGATIONS OF THE ISSUER AND NEITHER THE FULL FAITH AND CREDIT NOR THEGENERAL TAXING POWER OF THE ISSUER, THE STATE, OR ANY POLITICAL SUBDIVISION THEREOF IS PLEDGED TO THE PAYMENT OFTHE SERIES 2015B BONDS. THE SERIES 2015B BONDS SHALL NOT CONSTITUTE AN INDEBTEDNESS OF THE ISSUER, THE STATE, OR ANYPOLITICAL SUBDIVISION THEREOF WITHIN THE MEANING OF ANY CONSTITUTIONAL OR STATUTORY DEBT LIMITATION ORRESTRICTION. SEE “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2015B BONDS” HEREIN.

The Series 2015B Bonds involve a high degree of risk, and prospective purchasers should read the section herein captioned “BONDOWNERS’ RISKS.” TheSeries 2015B Bonds may not be suitable investments for all persons, and prospective purchasers should carefully evaluate the risks and merits of aninvestment in the Series 2015B Bonds, should confer with their own legal and financial advisors and should be able to bear the risk of loss of their investmentin the Series 2015B Bonds before considering a purchase of the Series 2015B Bonds.

This cover page contains certain information for quick reference only. It is not a summary of this issue. Investors must read the entire Official Statement to obtaininformation essential to the making of an informed investment decision.

The Series 2015B Bonds are offered when, as and if issued by the Issuer and received by Stifel, Nicolaus & Company, Incorporated (the “Underwriter”), subject toapproval of their validity by Gilmore & Bell, P.C., Kansas City, Missouri, Bond Counsel to the Issuer, and subject to certain other conditions. Certain other legalmatters will be passed upon for the Issuer by Ken Moore, Interim Chief Counsel of the Issuer, and by Stinson Leonard Street LLP, Kansas City, Missouri, for theDeveloper (defined herein) by Polsinelli P.C., Overland Park, Kansas and for the Underwriter by its counsel, Thompson Coburn LLP, St. Louis, Missouri. Springsted,Incorporated, St. Paul, Minnesota and Kansas City, Missouri, is acting as Municipal Advisor to the Issuer. It is expected the Series 2015B Bonds will be available fordelivery on or about October 13, 2015.

Official Statement dated September 29, 2015

$12,260,000UNIFIED GOVERNMENT OF WYANDOTTE COUNTY/KANSAS CITY, KANSAS

SALES TAX SPECIAL OBLIGATION REVENUE BONDS(VACATION VILLAGE PROJECT AREAS 1 AND 2A)

SUBORDINATE LIEN SERIES 2015B

MATURITY SCHEDULE

SERIAL BONDS

Maturity(September 1)

PrincipalAmount

InterestRate Yield Price CUSIP

2018 $100,000 4.000% 1.800% 106.152% 98267V CN12019 100,000 4.000 2.200 105.0001 98267V CP62020 100,000 4.000 2.600 103.8621 98267V CQ42021 100,000 4.000 3.000 102.7391 98267V CR2

- - - - -2023 540,000 3.125 3.400 98.109 98267V CT82024 560,000 3.250 3.500 98.102 98267V CU52025 580,000 3.250 3.650 96.703 98267V CV3

1 Priced to the first optional call date of September 1, 2018.

TERM BONDS

$2,075,000 3.000% Term Bond due September 1, 2022 – Price: 98.163%; Yield: 3.300%; CUSIP: 98267V CS0

$3,955,000 4.000% Term Bond due September 1, 2031 – Price: 95.459%; Yield: 4.400%: CUSIP: 98267V DA8

$4,150,000 4.250% Term Bond due September 1, 2035 – Price: 94.842%: Yield: 4.650%; CUSIP: 98267V DB6

UNIFIED GOVERNMENT OF WYANDOTTE COUNTY/KANSAS CITY, KANSAS

701 North 7th StreetKansas City, Kansas 66101

ELECTED OFFICIALS

Mark Holland, Mayor CEO

COMMISSIONERS

Gayle Townsend Mike KaneBrian McKiernan Angela Markley

Ann Brandau-Murguia Jim WaltersHarold Johnson, Jr. Jane Philbrook

Melissa Bynum Hal Walker

ADMINISTRATION

Douglas G. Bach, County AdministratorLew Levin, Chief Financial OfficerKen Moore, Interim Chief Counsel

BOND COUNSEL MUNICIPAL ADVISOR

Gilmore & Bell, P.C. Springsted IncorporatedKansas City, Missouri St. Paul, Minnesota and Kansas City, Missouri

UNDERWRITER’S COUNSEL

Thompson Coburn LLPSt. Louis, Missouri

TRUSTEE AND DISSEMINATION AGENT

Security Bank of Kansas CityKansas City, Kansas

REGARDING USE OF THIS OFFICIAL STATEMENT

No dealer, broker, salesperson or other person has been authorized by the Issuer or the Underwriter to give information orto make any representations with respect to the Series 2015B Bonds, other than those contained in this Official Statement,and, if given or made, such other information or representations must not be relied upon as having been authorized by anyof the foregoing. This Official Statement is being furnished by the Issuer for the purpose of each investor’s considerationof the purchase of the Series 2015B Bonds as described herein, and is not to be used for any other purpose or madeavailable to anyone not directly concerned with the decision regarding such purchase. The information and expressions ofopinion herein are subject to change without notice, and neither the delivery of this Official Statement, nor any salehereunder implies that there has been no change in the matters described herein since the date hereof. This OfficialStatement does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of theSeries 2015B Bonds by any person in any jurisdiction in which it is unlawful for such person to make such an offer,solicitation or sale.

THE SERIES 2015B BONDS HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT AND THEINDENTURE HAS NOT BEEN QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, ASAMENDED, IN RELIANCE UPON EXEMPTIONS CONTAINED IN SUCH ACTS. THE REGISTRATION ORQUALIFICATION OF THE SERIES 2015B BONDS IN ACCORDANCE WITH APPLICABLE PROVISIONSOF SECURITIES LAWS OF ANY STATES IN WHICH THE SERIES 2015B BONDS HAVE BEENREGISTERED OR QUALIFIED AND THE EXEMPTION FROM REGISTRATION OR QUALIFICATION INOTHER STATES CANNOT BE REGARDED AS A RECOMMENDATION THEREOF. NEITHER THESESTATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS OF THE SERIES 2015BBONDS OR THE ACCURACY OR COMPLETENESS OF THIS OFFICIAL STATEMENT. ANYREPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE.

THE PURCHASE OF THE SERIES 2015B BONDS IS AN INVESTMENT SUBJECT TO A HIGH DEGREE OFRISK, INCLUDING THE RISK OF NONPAYMENT. PROSPECTIVE INVESTORS SHOULD READ THESECTION CAPTIONED “BONDOWNERS’ RISKS” HEREIN. PROSPECTIVE PURCHASERS OF THESERIES 2015B BONDS SHOULD CAREFULLY EVALUATE THE MERITS AND RISKS OF INVESTMENT INTHE SERIES 2015B BONDS AND SHOULD CONFER WITH THEIR LEGAL AND MUNICIPAL ADVISORS,AS DEEMED APPROPRIATE.

_______________________________________________________________________________

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS IN THIS OFFICIAL STATEMENT

Certain statements included or incorporated by reference in this Official Statement constitute “forward-lookingstatements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 21E of theUnited States Securities Exchange Act of 1934, as amended, and Section 27A of the United States Securities Act of 1933,as amended. Such statements are generally identifiable by the terminology used such as “project,” “plan,” “expect,”“estimate,” “anticipate,” “budget,” “intent” or other similar words. Such forward looking statements include, amongothers, certain statements under the sections in this Official Statement captioned “BONDOWNERS’ RISKS,” “THEWATERPARK PROJECT AND THE 2015 AUTO PLAZA PROJECT,” “SALES TAX REPORT” and inAPPENDIX G to this Official Statement.

THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CONTAINED IN SUCHFORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES ANDOTHER FACTORS WHICH MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTSDESCRIBED TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE ORACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. INCLUDED INSUCH RISKS AND UNCERTAINTIES ARE (i) THOSE RELATING TO THE POSSIBLE INVALIDITY OF THEUNDERLYING ASSUMPTIONS AND ESTIMATES, (ii) POSSIBLE CHANGES OR DEVELOPMENTS IN SOCIAL,ECONOMIC, BUSINESS, INDUSTRY, MARKET, LEGAL AND REGULATORY CIRCUMSTANCES, AND(iii) CONDITIONS AND ACTIONS TAKEN OR OMITTED TO BE TAKEN BY THIRD PARTIES, INCLUDINGCUSTOMERS, SUPPLIERS, BUSINESS PARTNERS AND COMPETITORS, AND LEGISLATIVE, JUDICIAL ANDOTHER GOVERNMENTAL AUTHORITIES AND OFFICIALS. ASSUMPTIONS RELATED TO THE FOREGOINGINVOLVE JUDGMENTS WITH RESPECT TO, AMONG OTHER THINGS, FUTURE ECONOMIC, COMPETITIVE,AND MARKET CONDITIONS AND FUTURE BUSINESS DECISIONS, ALL OF WHICH ARE DIFFICULT ORIMPOSSIBLE TO PREDICT ACCURATELY. FOR THESE REASONS, THERE CAN BE NO ASSURANCE THATTHE FORWARD-LOOKING STATEMENTS INCLUDED IN THIS OFFICIAL STATEMENT WILL PROVE TO BEACCURATE.

(i)

TABLE OF CONTENTS

INTRODUCTION ..................................................................................1General .................................................................................................1The Issuer .............................................................................................1STAR Bonds Overview ........................................................................1STAR Bond District and Project Areas 1 and 2A.................................2Development of the STAR Bond District and the Project Area............8The Waterpark Project and the 2015 Auto Plaza Project ......................8Plan of Finance for Development Within the STAR Bond District

and the Project Area .........................................................................9The Series 2015A Bonds .................................................................... 10Security and Sources of Payment for the Series 2015B Bonds........... 10Sales Tax Report ................................................................................ 13Rating ................................................................................................. 13Bondowners’ Risks............................................................................. 13Definitions and Summaries of Documents ......................................... 13Continuing Disclosure ........................................................................ 14

THE WATERPARK PROJECT AND THE 2015 AUTOPLAZA PROJECT ............................................................................... 14

Background ........................................................................................ 14History - STAR Bond District and Project Areas 1 and 2A................ 15Development of the STAR Bond District and the Project Area.......... 16The Developer and EPR Properties .................................................... 16The Waterpark Project........................................................................ 16The Auto Plaza Project ....................................................................... 18The 2015 Auto Plaza Project .............................................................. 19

PLAN OF FINANCE FOR DEVELOPMENT WITHIN THESTAR BOND DISTRICT AND THE PROJECT AREA .................. 24

DEVELOPMENT AROUND THE PROJECT AREA ...................... 26The Project Areas Within the STAR Bond District ............................ 26Project Area 4 and Village West......................................................... 27Kansas Speedway ............................................................................... 29U.S. Soccer National Training Facility and Tournament Fields ......... 29Project Area 3 – Dairy Farmers of America ....................................... 30Project Area 5..................................................................................... 30

THE ISSUER ........................................................................................ 30

SOURCES AND USES OF FUNDS .................................................... 31

THE SERIES 2015B BONDS............................................................... 31Authorization...................................................................................... 31Description of the Series 2015B Bonds .............................................. 31Registration, Transfer and Exchange.................................................. 32Redemption Provisions....................................................................... 33Book-Entry Only System.................................................................... 35

SECURITY AND SOURCES OF PAYMENT FOR THESERIES 2015B BONDS ........................................................................ 37

Special, Limited Obligations .............................................................. 37Subordination of Series 2015B Bonds................................................ 40Debt Service Reserve Fund ................................................................ 41Capitalized Interest Fund.................................................................... 42

HISTORIC OUT OF STAR BOND DISTRICT LOCAL TAXREVENUES .......................................................................................... 42

BONDOWNERS’ RISKS ..................................................................... 42Special, Limited Obligations .............................................................. 43Limited Sources of Debt Service and Factors Affecting Revenues .... 44Risk of Nonappropriation ................................................................... 46Sales Tax Report ................................................................................ 47Concentration of Revenues - Largest Taxpayers ................................ 47Limited Collateral: No Pledge of any Portion of the Waterpark

Project or the 2015 Auto Plaza Project ........................................... 47Legal Matters; Future Changes in the Law......................................... 48Forward-Looking Statements ............................................................. 48Availability of Debt Service Reserve Fund ........................................ 49Tax-Exempt Status of the Series 2015B Bonds .................................. 49

Enforceability of Remedies ................................................................ 49Lack of Market for the Series 2015B Bonds ...................................... 49Receipt of Rating; Limited Nature of Rating; Suspension or

Withdrawal of Rating..................................................................... 49In Summary........................................................................................ 50

SALES TAX REPORT ........................................................................ 50GAI .................................................................................................... 50Sales Tax Report ................................................................................ 50

TAX LEVY, REPORTING AND COLLECTION ............................ 51Overview............................................................................................ 51Sales and Compensating Use Taxes ................................................... 51Tax Base ............................................................................................ 51Tax Rates ........................................................................................... 52Destination Sourcing Rules Relating to Kansas Sales ........................ 53Sales Tax Reporting and Collection ................................................... 54Deposit and Transfer of Tax Revenues .............................................. 54Confidentiality of Tax Information .................................................... 55Enforcement, Penalties and Interest ................................................... 55

TAX DISTRIBUTION AGREEMENT .............................................. 56Overview............................................................................................ 56Escrow Fund ...................................................................................... 56Collection and Transfer of Incremental Issuer Tax Revenues ............ 56Collection and Transfer of Incremental State Tax Revenues.............. 57Application of Revenues in Escrow Fund .......................................... 57Flow of Funds Under the Tax Distribution Agreement ...................... 62Reporting of Issuer Tax Revenues and State Tax Revenues............... 63Confidentiality of Tax Information .................................................... 63Reports to the Issuer........................................................................... 64Amendments ...................................................................................... 64

SERIES 2015B BOND DEBT SERVICE............................................ 65

CONTINUING DISCLOSURE ........................................................... 66

NO LITIGATION ................................................................................ 67The Issuer........................................................................................... 67The Developer.................................................................................... 67

CERTAIN LEGAL MATTERS .......................................................... 67

RATING ................................................................................................ 68

TAX MATTERS ................................................................................... 68Opinion of Bond Counsel................................................................... 68Original Issue Discount...................................................................... 69Other Tax Consequences.................................................................... 69

CERTAIN RELATIONSHIPS ............................................................ 70

UNDERWRITING ............................................................................... 70

MUNICIPAL ADVISOR ..................................................................... 70

AUTHORIZATION ............................................................................. 71

APPENDIX A — DEFINITIONSAPPENDIX B — SUMMARY OF THE INDENTUREAPPENDIX C — TAX DISTRIBUTION AGREEMENTAPPENDIX D — FORM OF CONTINUING DISCLOSURE

AGREEMENTSAPPENDIX E — FORM OF BOND COUNSEL OPINIONAPPENDIX F — CERTAIN INFORMATION CONCERNING THE

UNIFIED GOVERNMENT OF WYANDOTTECOUNTY/KANSAS CITY, KANSAS

APPENDIX G — SALES TAX REPORTAPPENDIX H — EXCERPT OF ISSUER’S 2014 ANNUAL FINANCIAL

REPORT

(THIS PAGE LEFT BLANK INTENTIONALLY)

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SUMMARY STATEMENT

The following Summary Statement is subject in all respects to more complete information containedelsewhere in this Official Statement, which should be read in its entirety. The offering of the Series 2015B Bondsto potential investors is made only by means of this entire Official Statement. No person is authorized to detachthis Summary Statement from the Official Statement or otherwise use it without the entire Official Statement.The order and placement of materials in the Official Statement, including the Appendices, are not to be deemedto be a determination of relevance, materiality or relative importance. All capitalized terms used in this OfficialStatement that are not otherwise defined herein shall have the meanings ascribed to them in the Indenture. SeeAppendix A – “DEFINITIONS,” Appendix B - “SUMMARY OF THE INDENTURE,” Appendix C –“TAX DISTRIBUTION AGREEMENT” and Appendix D – “FORM OF CONTINUING DISCLOSUREAGREEMENTS” attached hereto.

Overview The Sales Tax Special Obligation Revenue Bonds (Vacation Village Project Areas 1 and2A), Subordinate Lien Series 2015B (the “Series 2015B Bonds”), in the principalamount of $12,260,000 are being issued by the Unified Government of WyandotteCounty/Kansas City, Kansas (the “Issuer”), pursuant to K.S.A. 12-17,160 et seq., asamended (the “STAR Bond Act”) and the Bond Trust Indenture dated as of October 1,2015 (the “Indenture”), by and between the Issuer and Security Bank of Kansas City, astrustee (the “Trustee”). The Series 2015B Bonds are being issued for the purpose ofproviding funds to: (i) together with other available funds of the Issuer, refund theIssuer’s Municipal Temporary Notes, Series 2012-III issued in the original principalamount of $5,100,000 (the “Series 2012-III Notes”) and the Issuer’s Taxable MunicipalTemporary Notes, Series 2015-III issued in the original principal amount of $4,500,000(the “Series 2015-III Notes” and, collectively with the Series 2012-III Notes, the “PriorNotes”), issued by the Issuer to finance costs incurred by the Issuer for streetimprovements in the STAR Bond District (defined herein), (ii) fund a deposit to theCapitalized Interest Fund established under the Indenture, (iii) fund a deposit to the DebtService Reserve Fund established under the Indenture and (iv) pay certain costs relatedto the issuance of the Series 2015B Bonds. See “THE SERIES 2015B BONDS”herein.

A description of the Series 2015B Bonds is contained in this Official Statement under thecaption “THE SERIES 2015B BONDS.” All references to the Series 2015B Bonds arequalified in their entirety by the definitive forms thereof and the provisions with respectthereto included in the Indenture. See Appendix A – “DEFINITIONS,” Appendix B -“SUMMARY OF THE INDENTURE,” Appendix C – “TAX DISTRIBUTIONAGREEMENT,” and Appendix D – “FORM OF CONTINUING DISCLOSUREAGREEMENTS” attached hereto. A description of the estimated sources and uses offunds is contained herein under the caption “SOURCES AND USES OF FUNDS.”

Issuer The Issuer is a municipal corporation duly organized and existing under the laws of theState of Kansas (the “State”) as a consolidated city-county, having all the powers,functions and duties of a county and a city of the first class. See “THE ISSUER” hereinand Appendix F – “CERTAIN INFORMATION CONCERNING THE UNIFIEDGOVERNMENT OF WYANDOTTE COUNTY/KANSAS CITY, KANSAS”attached hereto for further information related to the Issuer.

STAR Bond Act The provisions of the STAR Bond Act authorize cities to issue special obligation “salestax and revenue” bonds (“STAR Bonds”) secured by certain tax revenues. The STARBond Act authorizes the establishment of a STAR bond project within a designatedSTAR bond project district and the issuance of bonds payable from certain State andlocal sales and compensating use tax revenues and transient guest tax revenues generatedwithin such STAR bond project district. STAR Bonds may be used to pay for certaincosts enumerated in the STAR Bond Act within the STAR Bond District, includingproperty acquisition, site preparation, infrastructure improvements, certain hardconstruction costs, bond issuance and financing costs, and related soft costs. TheSeries 2015B Bonds are STAR Bonds.

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STAR BondDistrict andProject Areas 1and 2A

On October 20, 2005, the Issuer established the Vacation Village Redevelopment Districtpursuant to the Ordinance No. O-76-05 approved under K.S.A. 12-1770 et seq., asamended (a predecessor statute to the STAR Bond Act), for an area generally boundedby Interstate 435 to the west, 94th Street to the east, Parallel Parkway to the north andState Avenue to the South, in Wyandotte County, Kansas (the “Original VacationVillage Redevelopment District”). On December 20, 2005, the Issuer adopted aredevelopment plan for the Original Vacation Village Redevelopment District pursuantto Ordinance No. O-96-05, which created a single project area within the OriginalVacation Village Redevelopment District. On December 23, 2005, the Secretary ofCommerce of the State of Kansas determined that the Original Vacation VillageRedevelopment District was an “eligible area” under K.S.A. 12-1770, et seq., designatedthe redevelopment project as a “special bond project,” and approved the issuance ofSTAR Bonds for the redevelopment project. On November 29, 2007, the Issuer passedOrdinance No. O-100-07, adopting an Amended and Restated STAR Bond Project Planwith respect to the Original Vacation Village Redevelopment District. In 2007, portionsof K.S.A. 12-1770, et seq. were amended and reformed into the STAR Bond Act, and theOriginal Vacation Village Redevelopment District was deemed to be a valid STAR bondproject district pursuant to K.S.A. 12-17,179(a).

On August 28, 2014, the Issuer adopted Ordinance No. O-47-14 (the “2014Ordinance”), which adopted the Amended and Restated STAR Bond District Plan datedJuly 8, 2014 (the “2014 STAR Bond District Plan”), which expanded the boundaries ofthe Original Vacation Village Redevelopment District to add additional property (asexpanded, the “STAR Bond District”) and which divided the STAR Bond District intofive project areas. See the maps on pages 4 and 5 of the Official Statement for locationsof each of the project areas. The 2014 Ordinance also approved the Second Amendedand Restated STAR Bond Project Plan (Village East Project Plan – Project Area 1) datedJuly 8, 2014 (the “Project Area 1 Plan”) with respect to Project Area 1 within theSTAR Bond District (“Project Area 1”) and the STAR Bond Project Plan (Village EastProject Plan – Project Area 2) dated July 8, 2014 (the “Original Project Area 2 Plan”)with respect to Project Area 2 within the STAR Bond District (“Project Area 2”).

On September 24, 2014 the Secretary of Commerce of the State of Kansas(1) determined that the STAR Bond District constituted an “eligible area” under the Act,(2) approved the 2014 STAR Bond District Plan consisting of the five project areasdescribed therein and (3) approved the issuance of up to $160,000,000 (exclusive ofapproved financing costs) of STAR Bonds to be issued pursuant to the 2014 STAR BondDistrict Plan for Project Areas 1, 2, and 4, including up to $97,000,000 (exclusive ofapproved financing costs) with respect to Project Areas 1 and 2.

On June 30, 2015, the Secretary of Commerce of the State of Kansas approved (1) theFirst Amendment to Amended and Restated District Plan for Village East STAR BondDistrict dated June 23, 2015 (the “2015 STAR Bond District Amendment”), whichamended the 2014 STAR Bond District Plan and which divided the STAR Bond Districtinto six project areas, (2) the division of Project Area 2 into Project Areas 2A and 2B,(3) the First Amended and Restated STAR Bond Project Plan (Village East Project Plan–Project Area 2A) dated June 23, 2015 (the “Project Area 2A Plan”) with respect toProject Area 2A within the STAR Bond District (“Project Area 2A”), and (4) anincrease in the amount of STAR Bonds to be issued with respect to Project Areas 1 and 2(both 2A and 2B) to $100,000,000 (exclusive of approved financing costs).

On August 13, 2015, the Issuer adopted Ordinance No. O-54-15 that approved (1) the2015 STAR Bond District Amendment, (2) the division of Project Area 2 into ProjectAreas 2A and 2B and (3) the Project Area 2A Plan.

The Series 2015B Bonds will be secured by and payable (1) on a subordinate basis to theSeries 2015A Bonds (defined herein), solely from Incremental Tax Revenues (definedherein) generated from the Waterpark Project (defined herein) located in Project Area 1and the 2015 Auto Plaza Project (defined herein) located within Project Area 2A and

S-3

(2) certain local sales and compensating use tax revenues and local transient guest taxrevenues generated outside the STAR Bond District (“Available Issuer Funds”), to theextent appropriated by the governing body of the Issuer for such purposes, and othermoneys held by the Trustee pursuant to the Indenture. See “SECURITY ANDSOURCES OF PAYMENT FOR THE SERIES 2015B BONDS,” “TAXDISTRIBUTION AGREEMENT,” “THE WATERPARK PROJECT AND THE2015 AUTO PLAZA PROJECT” and “BONDOWNERS’ RISKS – Risk ofNonappropriation” herein.

Development ofthe STAR BondDistrict and theProject Area

The Issuer has entered into an Amended and Restated Vacation Village DevelopmentAgreement dated August 28, 2014, as amended by the First Amendment to Amended andRestated Vacation Village Development Agreement dated August 13, 2015 (as amended,the “Development Agreement”), with SVV I, LLC, a Kansas limited liability company(the “Developer”), pursuant to which the Developer has agreed, on the terms andconditions stated therein, among other things, to construct, develop, and complete (1) theWaterpark Project, (2) the Auto Plaza Project (as such terms are defined herein andfurther described and defined in the Development Agreement), located in Project Area 1and Project Area 2, respectively, (3) an entertainment/retail project in Project Area 3, and(4) subject to the Developer’s discretion, development of lodging facilities and othercommercial development in Project Area 5. See “THE WATERPARK PROJECTAND THE 2015 AUTO PLAZA PROJECT” herein. The Issuer has agreed to provideup to $90,000,000 of Net Star Bond Proceeds (as defined in the DevelopmentAgreement) to the Developer for eligible costs of the Waterpark Project, Auto PlazaProject and other eligible STAR Bond expenses within the STAR Bond District.

The Development Agreement does not govern development of Project Area 4, which isbeing developed by another entity unrelated to the Developer. The Issuer issued aseparate series of STAR Bonds on August 26, 2015 to finance the development inProject Area 4 that will be secured by and paid solely from STAR Bond revenuesgenerated within Project Area 4. The STAR Bond revenues generated within ProjectArea 4 do not secure the Series 2015B Bonds. The Series 2015B Bonds and theSenior Bonds (defined below) are payable from the Incremental Tax Revenuesgenerated solely within Project Area 1 and Project Area 2A. See “THEWATERPARK PROJECT AND THE 2015 AUTO PLAZA PROJECT” herein.

The Developerand EPRProperties

The members of the Developer are all individuals that are members of the Henryfamily, the creators of the Schlitterbahn waterparks. Schlitterbahn Waterworks, theparent company of the Developer, has been a client of EPR Properties (“EPRProperties”) for approximately eight years and has a credit facility of approximately$190,000,000 with EPR Properties for the long-term financing of some of thecompany’s premier waterparks as well as the site development of Project Areas 2A and2B.

EPR Properties, headquartered in Kansas City, Missouri, is a New York StockExchange real estate investment trust with an investment portfolio of over $4.1 billionthat includes specialty investments in three primary investment segments:entertainment, recreation and education. EPR Properties invests in properties in selectmarket segments that require unique industry knowledge. The entities in EPRProperties’ investment portfolio are located in over 230 sites in 39 states with over 250tenants. See “THE WATERPARK PROJECT AND THE 2015 AUTO PLAZAPROJECT – The Developer and EPR Properties” and “PLAN OF FINANCEFOR DEVELOPMENT WITHIN THE STAR BOND DISTRICT AND THEPROJECT AREA” herein.

Plan of FinanceforDevelopmentWithin theSTAR Bond

In addition to a portion of the proceeds of the Series 2015A Bonds, which will be usedto reimburse the Developer for a portion of the costs of land acquisition in the STARBond District, and the Series 2015B Bonds, which will be used, together with otheravailable funds of the Issuer, to refund the Prior Notes that financed costs incurred bythe Issuer for street improvements in the STAR Bond District, additional development

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District and theProject Area

within the STAR Bond District, including financing for the site improvements inProject Area 2A related to the 2015 Auto Plaza Project, site improvements in ProjectArea 2B and development of the Waterpark Project, has been financed with privatecash equity contributed by the Developer, loan proceeds to the Developer from EPRProperties, the Developer’s lender for the Waterpark Project and the Auto PlazaProject, or its affiliates, substantial investment by the owners of the Auto Dealerships(defined herein) that are anticipated to be located in Project Area 2A, and anticipatedsignificant investment by other third party entities unrelated to the Developer that areexpected to be located in Project Areas 2A, 2B, and 3. See “PLAN OF FINANCEFOR DEVELOPMENT WITHIN THE STAR BOND DISTRICT AND THEPROJECT AREA” herein.

TheSeries 2015BBonds

The Series 2015B Bonds will be issued pursuant to the Indenture and will mature andbear interest as described on the inside cover page. The Series 2015B Bonds will beissued in the original denomination of $5,000 or any integral multiple thereof. See“THE SERIES 2015B BONDS” herein. The Series 2015B Bonds will be registeredbonds without coupons registered in the name of Cede & Co., as registered owner andnominee for The Depository Trust Company. See “THE SERIES 2015B BONDS –Book-Entry Only System” herein.

TheSeries 2015ABonds

Simultaneously with the issuance of the Series 2015B Bonds, the Issuer will also issueits $72,900,000 Sales Tax Special Obligation Revenue Bonds (Vacation VillageProject Areas 1 and 2A), Series 2015A (the “Series 2015A Bonds”) pursuant to aBond Trust Indenture dated as of October 1, 2015 (the “Senior Indenture”) betweenthe Issuer and Security Bank of Kansas City, as trustee (the “Senior Trustee”). TheSeries 2015A Bonds are payable from the Incremental Tax Revenues on a senior lienbasis to the Series 2015B Bonds. The Series 2015A Bonds and any Additional Bonds(defined in the Senior Indenture) issued pursuant to the terms of the Senior Indentureare referred to herein as the “Senior Bonds.” See “SECURITY AND SOURCES OFPAYMENT FOR THE SERIES 2015B BONDS” and “TAX DISTRIBUTIONAGREEMENT” herein. The Issuer is issuing the Series 2015A Bonds to reimbursethe Developer for a portion of the cost of acquiring land within the STAR BondDistrict. The Series 2015A Bonds are NOT being offered in this OfficialStatement. Issuance of the Series 2015A Bonds is contingent upon the issuance of theSeries 2015B Bonds.

Subordinationof Series 2015BBonds

Pursuant to the Indenture and the Tax Distribution Agreement, the Series 2015B Bondsare subordinated in right and priority of payment to amounts due and payable on theSeries 2015A Bonds. See “TAX DISTRIBUTION AGREEMENT” herein.

Security andSources ofPayment

Pursuant to the STAR Bond Act, bonds may be secured by a pledge of State and localsales and compensating use taxes and local transient guest taxes generated within theProject Area which are collected by the State and available to pay STAR Bonds. Inaddition, bonds may be secured by local sales and compensating use taxes and localtransient guest taxes generated outside the STAR Bond District to the extentappropriated by the governing body of the Issuer for such purposes. See “SECURITYAND SOURCES OF PAYMENT FOR THE SERIES 2015B BONDS,” “TAXDISTRIBUTION AGREEMENT” and “TAX LEVY, REPORTING ANDCOLLECTION” herein.

Special, Limited Obligations. The Series 2015B Bonds, and the interest thereon, arespecial, limited obligations of the Issuer payable (except to the extent paid out ofSeries 2015B Bond proceeds or the income from the temporary investment thereof)solely out of the Trust Estate (as defined in the Indenture), including the Revenues, and,subject to annual appropriation by the Issuer, Available Issuer Funds and are secured bya transfer, pledge and assignment of and a grant of a security interest in the Trust Estateto the Trustee and in favor of the owners of the Series 2015B Bonds, as provided in theIndenture.

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The Series 2015B Bonds are payable from the Revenues on a subordinate lien basis tothe Series 2015A Bonds, which will be issued on the same date as the Series 2015BBonds. The Series 2015A Bonds are NOT being offered by this Official Statement.

“Revenues” means the amounts required to be transferred to the applicable Debt ServiceAccounts of the Debt Service Fund and the applicable Debt Service Reserve Accounts ofthe Debt Service Reserve Fund pursuant to the Tax Distribution Agreement dated as ofOctober 1, 2015 (as amended from time to time, the “Tax Distribution Agreement”)among the Issuer, the Treasurer of the State of Kansas (the “State Treasurer”), theTrustee, Security Bank of Kansas City, as Trustee for the Series 2015A Bonds, andSecurity Bank of Kansas City, as Escrow Agent (the “Escrow Agent”). See “TAXDISTRIBUTION AGREEMENT” herein.

Pursuant to the Tax Distribution Agreement, the “Issuer Sales Tax Revenues” and the“Issuer Transient Guest Tax Revenues” (collectively, the Issuer Sales Tax Revenuesand the Issuer Transient Guest Tax Revenues are referred to herein as the “Issuer TaxRevenues”) and “State Tax Revenues” generated in Project Area 1 and Project Area2A (collectively, the “Project Area”) will be collected by the State. Pursuant to theterms and timing requirements for transfers set forth in the Tax Distribution Agreement,the State Treasurer will remit the “Incremental Issuer Tax Revenues” to the EscrowAgent, and the Department of Revenue (the “Department”) of the State is obligated tocause the “Incremental State Tax Revenues” to be credited to an account relating tothe Project Area created within the City Bond Finance Fund (the “City Bond FinanceFund”), established with the State Treasurer, until the date upon which the aggregateamount deposited therein is equal to an amount sufficient to retire the principal of andinterest on the Series 2015B Bonds and the Senior Bonds. The State Treasurerdistributes the Incremental Issuer Tax Revenues and the Incremental State TaxRevenues (collectively, the “Incremental Tax Revenues”) to the Escrow Agent, whotransfers required deposits to the Debt Service Fund under the Indenture in accordancewith the flow of funds as provided in the Tax Distribution Agreement. TheSeries 2015B Bonds are secured, on a subordinate basis to the Series 2015A Bonds,by Incremental Tax Revenues generated solely within Project Areas 1 and 2A. See“TAX DISTRIBUTION AGREEMENT” herein.

The Series 2015B Bonds are also secured by Available Issuer Funds, subject toappropriation by the Issuer. See “SECURITY AND SOURCES OF PAYMENTFOR THE SERIES 2015B BONDS – Available Issuer Funds” herein.

Debt Service Reserve Fund. As additional security for the Series 2015B Bonds, theDebt Service Reserve Fund will be funded from proceeds of the Series 2015B Bonds inthe amount of $933,425.00 (the “Debt Service Reserve Requirement”). Amounts inthe Debt Service Reserve Fund will be available to pay principal of and interest on theSeries 2015B Bonds in the event that there are not sufficient moneys available for suchpurpose, and to be applied to the final payment of principal of and interest on theSeries 2015B Bonds. See “SECURITY AND SOURCES OF PAYMENT FOR THESERIES 2015B BONDS” and “TAX DISTRIBUTION AGREEMENT” herein.

Capitalized Interest. A portion of the proceeds of the Series 2015B Bonds in the amountof $879,045.83 will be deposited in the Capitalized Interest Fund pursuant to theIndenture and will be used to pay a portion of the interest on the Series 2015B Bonds.See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2015BBONDS” and “TAX DISTRIBUTION AGREEMENT” herein.

No Mortgage. The Series 2015B Bonds are not secured by a mortgage or any other lienon the Waterpark Project, the Auto Plaza Project or any of the property in the ProjectArea or the STAR Bond District.

Sales TaxReport

GAI Consultants, Inc. (“GAI”) has prepared a report for the Issuer entitled “Estimatesof Future Sales Tax Revenues – Legends Auto Plaza and Schlitterbahn Waterpark”

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dated September, 2015 (the “Sales Tax Report”), which includes a projection ofIncremental Tax Revenues. See “SALES TAX REPORT” herein. A copy of the SalesTax Report is attached hereto as Appendix G and is a “forward looking statement” asdescribed herein under the caption “BONDOWNERS’ RISKS - Forward LookingStatements.” Neither the Issuer nor Stifel, Nicolaus & Company, Incorporated (the“Underwriter”) make any representation or warranty (express or implied) as to theaccuracy or completeness of any financial, technical or statistical data or any estimates,projections, assumptions or expressions of opinion set forth in the Sales Tax Report.Neither the Issuer nor the Underwriter assumes any responsibility to update suchinformation after the delivery of the Series 2015B Bonds.

Redemption The Series 2015B Bonds are subject to redemption prior to maturity in certaincircumstances, as described in “THE SERIES 2015B BONDS—RedemptionProvisions” herein.

Bondowners’Risks

The Series 2015B Bonds involve a substantial degree of risk, and prospective purchasersshould read the section herein captioned “BONDOWNERS’ RISKS.”

Rating The Issuer has applied to Standard & Poor’s, a division of McGraw-Hill Financial, Inc.(the “Rating Agency”), for a rating on the Series 2015B Bonds. As of the date of theOfficial Statement, the Rating Agency has not assigned a rating to the Series 2015BBonds. The Issuer does not currently anticipate withdrawing its rating request andanticipates that the Rating Agency will assign a rating to the Series 2015B Bonds. Arating may not be obtained prior to the issuance of the Series 2015B Bonds and theIssuer does not know if, or when, the Rating Agency may assign a rating to theSeries 2015B Bonds. See “RATING” herein.

Definitions andSummaries ofDocuments

This Official Statement contains certain definitions and summaries of certain provisionsof the Indenture, the Tax Distribution Agreement, the Development Agreement and theContinuing Disclosure Agreements (collectively, the “Financing Documents”), butsuch do not purport to be comprehensive or definitive. See “TAX DISTRIBUTIONAGREEMENT” herein and Appendix A – “DEFINITIONS,” Appendix B -“SUMMARY OF THE INDENTURE,” Appendix C – “TAX DISTRIBUTIONAGREEMENT,” and Appendix D – “FORM OF CONTINUING DISCLOSUREAGREEMENTS” attached hereto. All references herein to the specified documents arequalified in their entirety by reference to the definitive forms of such documents, copiesof which may be viewed as described in this Summary Statement under the caption“Additional Information” and in the Official Statement under the caption“INTRODUCTION – Definitions and Summaries of Documents.”

Tax Matters Gilmore & Bell, P.C., Kansas City, Missouri, Bond Counsel to the Issuer, will provide anopinion as to the legality of the Series 2015B Bonds and the exclusion from federal grossincome of interest on the Series 2015B Bonds. See “TAX MATTERS” herein andAppendix E – “FORM OF BOND COUNSEL OPINION” attached hereto.

ContinuingDisclosure

The Issuer has covenanted for the benefit of the holders and beneficial owners of theSeries 2015B Bonds to provide to Security Bank of Kansas City, as dissemination agent(the “Dissemination Agent”) certain financial information relating to the Issuer andcertain information with respect to collections of the Incremental Tax Revenues inProject Areas 1 and 2A on a semiannual and annual basis, and to provide notice of theoccurrence of certain enumerated events, if material, all as provided in the IssuerContinuing Disclosure Agreement, dated as of October 1, 2015 between the Issuer andthe Dissemination Agent. The Developer has agreed to provide the Issuer and theDissemination Agent with certain operating information with respect to the WaterparkProject and the 2015 Auto Plaza Project as provided in the Developer ContinuingDisclosure Agreement, dated as of October 1, 2015 between the Developer and theDissemination Agent. Pursuant to the Issuer Continuing Disclosure Agreement, theDissemination Agent has agreed to disseminate the financial information describedabove and notice of material events to the Municipal Securities Rulemaking Board

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(“MSRB”). The Dissemination Agent has agreed to provide the information providedby the Developer pursuant to the Developer Continuing Disclosure Agreement to theMSRB. See “CONTINUING DISCLOSURE” herein and Appendix D – “FORMOF CONTINUING DISCLOSURE AGREEMENTS” attached hereto.

AdditionalInformation

The definitive forms of the Financing Documents and certain other documents andinformation as described herein are available at the office of the Chief Financial Officerof the Unified Government of Wyandotte County/Kansas City, Kansas, MunicipalOffice Building, 701 North 7th Street, Kansas City, Kansas 66101-3064, fax (913) 573-5003 or email llevin@wycokck.org, and will be provided to any prospective purchaserby requesting the same in writing by mail, email or fax, in electronic form at no chargeor otherwise upon payment by such prospective purchaser of the cost of complying withsuch request.

Trustee, EscrowAgent andDisseminationAgent

Security Bank of Kansas City, Kansas City, Kansas, has been named by the Issuer to actas Trustee, Paying Agent and bond registrar for the Series 2015B Bonds, as EscrowAgent under the Tax Distribution Agreement, and as Dissemination Agent under theContinuing Disclosure Agreement.

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UNIFIED GOVERNMENT OFWYANDOTTE COUNTY/KANSAS CITY, KANSAS

$12,260,000SALES TAX SPECIAL OBLIGATION REVENUE BONDS

(VACATION VILLAGE PROJECT AREAS 1 AND 2A)SUBORDINATE LIEN SERIES 2015B

INTRODUCTION

This introduction is only a brief description and summary of certain information contained in thisOfficial Statement and is qualified in its entirety by reference to the more complete and detailed informationcontained in the entire Official Statement, including the cover page and appendices hereto, and the documentssummarized or described herein. The order and placement of materials in this Official Statement, includingthe appendices, are not to be deemed a determination of relevance, materiality or relative importance, and thisOfficial Statement, including the cover page and the appendices, must be considered in its entirety. Theoffering of the Series 2015B Bonds to potential investors is made only by means of the entire OfficialStatement. All capitalized terms used in this Official Statement that are not otherwise defined herein shallhave the meaning ascribed to them in Appendix A.

General

The purpose of this Official Statement including the cover page hereof, the Summary Statement andthe appendices hereto, is to furnish certain information relating to (1) the Unified Government of WyandotteCounty/Kansas City, Kansas (the “Issuer”), (2) the Issuer’s $12,260,000 Sales Tax Special ObligationRevenue Bonds (Vacation Village Project Areas 1 and 2A) Subordinate Lien Series 2015B (the “Series 2015BBonds”), (3) the Waterpark Project, located in Project Area 1, and the 2015 Auto Plaza Project located inProject Area 2A (as such terms are defined herein), and (4) the Revenues and, subject to annual appropriationby the Issuer, Available Issuer Funds, available to pay debt service on the Series 2015B Bonds. See “THESERIES 2015B BONDS,” “THE WATERPARK PROJECT AND THE 2015 AUTO PLAZAPROJECT,” “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2015B BONDS” and“TAX DISTRIBUTION AGREEMENT” herein.

The Issuer

The Issuer is a municipal corporation duly organized and existing under the laws of the State ofKansas (the “State”) as a consolidated city-county, having all the powers, functions and duties of a county anda city of the first class. See “THE ISSUER” herein and Appendix F – “CERTAIN INFORMATIONCONCERNING THE UNIFIED GOVERNMENT OF WYANDOTTE COUNTY/KANSAS CITY,KANSAS” to this Official Statement for further information related to the Issuer.

STAR Bonds Overview

“Sales tax and revenue” bonds (“STAR Bonds”) are authorized to be issued by the Issuer pursuant toK.S.A. 12-17,160, et seq., as amended (the “STAR Bond Act”). The STAR Bond Act provides a form of taxincrement financing that enables the issuance of bonds payable from certain State and local sales andcompensating use tax revenues and transient guest tax revenues generated from STAR bond projectsconstructed within a STAR bond project district.

To implement STAR Bond financing, a local government must adopt a resolution that specifies aproposed STAR bond project district’s boundaries and describes the overall district plan, hold a public hearingon the district and the plan, and pass an ordinance that establishes the STAR bond project district.

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There may be one or more proposed STAR bond projects within a STAR bond project district. Aswith the STAR bond project district, the local government must adopt a resolution, hold a hearing, and pass anordinance that establishes each such STAR bond project. Each project also must have a project plan thatincludes a description and map of the project area, a plan for relocating current residents and property owners,a detailed description of the proposed buildings and facilities and a feasibility study showing that the projectwill have a significant economic impact, generate enough tax revenues to pay off STAR Bonds proposed to beissued to finance the project, and not adversely affect existing businesses or other STAR Bonds that havealready been issued. STAR Bonds can be used to pay for certain costs of a STAR bond project, includingproperty acquisition, site preparation, infrastructure improvements, certain hard construction costs, bondissuance costs, bond financing costs, loan financing costs, and related soft costs.

STAR Bond District and Project Areas 1 and 2A

On October 20, 2005, the Issuer established the Vacation Village Redevelopment District pursuant tothe Ordinance No. O-76-05 approved under K.S.A. 12-1770 et seq., as amended (a predecessor statute to theSTAR Bond Act), for an area generally bounded by Interstate 435 to the west, 94th Street to the east, ParallelParkway to the north and State Avenue to the South, in Wyandotte County, Kansas (the “Original VacationVillage Redevelopment District”). On December 20, 2005 the Issuer adopted a redevelopment plan for theOriginal Vacation Village Redevelopment District pursuant to Ordinance No. O-96-05, which created a singleproject area within the Original Vacation Village Redevelopment District. On December 23, 2005, theSecretary of Commerce of the State of Kansas determined that the Original Vacation Village RedevelopmentDistrict was an “eligible area” under K.S.A. 12-1770, et seq., designated the redevelopment project as a“special bond project,” and approved the issuance of STAR Bonds for the redevelopment project. OnNovember 29, 2007, the Issuer passed Ordinance No. O-100-07, adopting an Amended and Restated STARBond Project Plan with respect to the Original Vacation Village Redevelopment District. In 2007, portions ofK.S.A. 12-1770, et seq. were amended and reformed into the STAR Bond Act, and the Original VacationVillage Redevelopment District was deemed to be a valid STAR bond project district pursuant to K.S.A.12-17,179(a).

On August 28, 2014, the Issuer adopted Ordinance No. O-47-14 (the “2014 Ordinance”), whichadopted the Amended and Restated STAR Bond District Plan dated July 8, 2014 (the “2014 STAR BondDistrict Plan”), which expanded the boundaries of the Original Vacation Village Redevelopment District toadd additional property (as expanded, the “STAR Bond District”) and which divided the STAR Bond Districtinto five project areas. The 2014 Ordinance also approved the Second Amended and Restated STAR BondProject Plan (Village East Project Plan – Project Area 1) dated July 8, 2014 (the “Project Area 1 Plan”) withrespect to Project Area 1 within the STAR Bond District (“Project Area 1”) and the STAR Bond Project Plan(Village East Project Plan – Project Area 2) dated July 8, 2014 (the “Original Project Area 2 Plan”) withrespect to Project Area 2 within the STAR Bond District (“Project Area 2”).

On September 24, 2014 the Secretary of Commerce of the State of Kansas (1) determined that the2014 STAR Bond District constituted an “eligible area” under the STAR Bond Act, (2) approved the 2014STAR Bond District Plan consisting of the five project areas described therein and (3) approved the issuanceof up to $160,000,000 (exclusive of approved financing costs) of STAR Bonds to be issued pursuant to the2014 STAR Bond District Plan for Project Areas 1, 2, and 4, including up to $97,000,000 (exclusive ofapproved financing costs) with respect to Project Areas 1 and 2.

On June 30, 2015, the Secretary of Commerce of the State of Kansas approved (1) the FirstAmendment to Amended and Restated District Plan for Village East STAR Bond District dated June 23, 2015(the “2015 STAR Bond District Amendment”), which amended the 2014 STAR Bond District Plan andwhich divided the STAR Bond District into six project areas and divided Project Area 2 into Project Area 2Aand Project Area 2B, (2) the division of Project Area 2 into Project Areas 2A and 2B, (3) the First Amendedand Restated STAR Bond Project Plan (Village East Project Plan– Project Area 2A) dated June 23, 2015 (the“Project Area 2A Plan”) with respect to Project Area 2A within the STAR Bond District (“Project Area

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2A”), and (4) an increase in the amount of STAR Bonds to be issued with respect to Project Areas 1 and 2(both 2A and 2B) to $100,000,000 (exclusive of approved financing costs).

On August 13, 2015, the Issuer adopted Ordinance No. O-54-15 that approved (1) the 2015 STAR BondDistrict Amendment, (2) the division of Project Area 2 into Project Areas 2A and 2B and (3) the Project Area 2APlan.

The Series 2015B Bonds will be secured by and payable from (1) on a subordinate basis to theSeries 2015A Bonds (defined herein), Incremental Tax Revenues (defined herein) generated solely fromthe Waterpark Project (defined herein) located in Project Area 1 and the 2015 Auto Plaza Project(defined herein) located in Project Area 2A and (2) certain local sales and compensating use taxrevenues and local transient guest tax revenues generated outside the STAR Bond District (“AvailableIssuer Funds”), to the extent appropriated by the governing body of the Issuer for such purposes, andother moneys held by the Trustee pursuant to the Indenture. See “SECURITY AND SOURCES OFPAYMENT FOR THE SERIES 2015B BONDS,” “TAX DISTRIBUTION AGREEMENT” and “THEWATERPARK PROJECT AND THE 2015 AUTO PLAZA PROJECT” herein.

Set forth below on page 5 is a depiction of the STAR Bond District, including a site plan showing thelocation of various components of the Waterpark Project and the 2015 Auto Plaza Project in Project Area 1and Project Area 2A, respectively. The images below, including that on page 7, depict other project areaswithin the STAR Bond District. The STAR Bond District also includes Project Area 2B – Anticipatedremainder of Auto Plaza Project, Project Area 3 – Anticipated Dairy Farmers of America Corporate WorldHeadquarters and future commercial development, Project Area 4 – Future site of a major multi-sport athleticcomplex, including an indoor and outdoor coaching, training and practice facility for multiple sports, includingwithout limitation, soccer, football, lacrosse, and rugby, which facility shall be utilized for the U.S. Men’s andWomen’s National Soccer Teams and other international teams (the “U.S. Soccer National TrainingFacility”) and a tournament soccer fields complex and the Village West development (as defined anddescribed herein), and Project Area 5 – Anticipated future Waterpark expansion, including lodging. See“DEVELOPMENT AROUND THE PROJECT AREA” herein.

The Issuer issued additional STAR Bonds on August 26, 2015 to finance certain eligible costs withinProject Area 4 of the STAR Bond District related to the U.S. Soccer National Training Facility. Such bondswill be secured by and paid solely from STAR Bond sales tax revenues generated within Project Area 4 andwill not be secured by the Revenues securing the Series 2015B Bonds. The STAR Bond revenues generatedwithin Project Area 4 do not secure the Series 2015B Bonds. The Series 2015B Bonds will be secured byIncremental Tax Revenues generated solely within Project Area 1 and Project Area 2A.

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STAR Bond District*

* The portion of Project Area 4 west of I-435 is known as the Village West Development, which is currentlyincluded within the Prairie-Delaware Redevelopment District and upon the payoff of certain STAR Bonds willbecome exclusively part of Project Area 4 of the STAR Bond District. See “DEVELOPMENT AROUNDTHE PROJECT AREA” herein.

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STAR Bond District East of I-435

Project Areas 2A and 2B

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Aerial Photograph with Anticipated Development in the Portion of the STAR Bond District East of I-435

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Existing and Anticipated Development Around the Project Area

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– STAR Bond District (ProjectArea 2 not shown as divided into2A and 2B)

– Surrounding Development

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Development of the STAR Bond District and the Project Area

The Issuer has entered into an Amended and Restated Vacation Village Development Agreementdated August 28, 2014, as amended by the First Amendment to Amended and Restated Vacation VillageDevelopment Agreement dated August 13, 2015 (as amended, the “Development Agreement”), with SVV I,LLC, a Kansas limited liability company (the “Developer”), pursuant to which the Developer has agreed, onthe terms and conditions stated therein, among other things, to construct, develop and complete (1) theWaterpark Project, (2) the Auto Plaza Project (as such terms are defined herein and further described anddefined in the Development Agreement), located in Project Area 1 and Project Area 2, respectively, (3) anentertainment/retail project in Project Area 3, and (4) subject to the Developer’s discretion, development oflodging facilities and other commercial development in Project Area 5. See “THE WATERPARK PROJECTAND THE 2015 AUTO PLAZA PROJECT” herein. The Issuer has agreed to provide up to $90,000,000 ofNet Star Bond Proceeds (as defined in the Development Agreement) to the Developer for eligible costs of theWaterpark Project, Auto Plaza Project and other eligible STAR Bond expenses within the STAR BondDistrict.

The Development Agreement does not govern development of Project Area 4, which is beingdeveloped by another entity unrelated to the Developer. The Issuer issued a separate series of STAR Bonds onAugust 26, 2015 to finance the development in Project Area 4 that will be secured by and paid solely fromSTAR Bond revenues generated within Project Area 4. The STAR Bond revenues generated within ProjectArea 4 do not secure the Series 2015B Bonds. The Series 2015B Bonds and the Senior Bonds arepayable from the Incremental Tax Revenues generated solely within Project Area 1 and Project Area2A. See “THE WATERPARK PROJECT AND THE 2015 AUTO PLAZA PROJECT” herein.

The Waterpark Project and the 2015 Auto Plaza Project

The “Waterpark Project” is a Schlitterbahn waterpark (the “Waterpark”), located onapproximately 99 acres in Project Area 1. The Waterpark includes interconnected river canals and state-of-the-art waterpark attractions, including the Verruckt waterslide, the tallest waterslide in the world. TheWaterpark opened in 2009. The Developer anticipates making additional improvements to the Waterpark,including expanded parking, completion of the river system, and new signage with Developer funds.

The “2015 Auto Plaza Project” consists of site work to be performed by the Developer, which isexpected to be completed by mid-October, 2015, on approximately 33 acres located in Project Area 2A, whichthe Developer has divided into lots. The Developer has leased three lots to the Premier Automotive Group,pursuant to two ground leases, one with respect to Lot 5 and one with respect to Lots 4A and 4B, under whichPremier Auto Group is obligated, subject to certain conditions, to construct showrooms and otherimprovements. The Developer sold one lot to Fenton Motor Group and, pursuant to its purchase agreement,Fenton Motor Group is obligated, subject to certain conditions, to construct a showroom and otherimprovements. See “THE WATERPARK PROJECT AND THE 2015 AUTO PLAZA PROJECT – 2015Auto Plaza Project – Components of the 2015 Auto Plaza Project” herein.

In addition, the 2015 Auto Plaza Project includes:

(1) a not less than 5,000 square foot Star Fuel Centers, Inc. convenience store with fueling stationwith restaurant or retail component to be located on Lot 3 in Project Area 2A (the “Convenience Store”);

(2) an approximately 3,000 square foot Speedway Wash, a combined tunnel car wash andtake-out/limited seating restaurant developed by All N One Wash, LLC, to be located on Lot 6 in Project Area2A (the “Car Wash”); and

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(3) a not less than 100 room limited service Hilton Hotel or equivalent limited service nationalflagged hotel to be located on Lot 7 in Project Area 2A (the “Hotel”). See “THE WATERPARKPROJECT AND THE 2015 AUTO PLAZA PROJECT” herein.

Although it does not anticipate doing so, the Developer may substitute an alternative retail orcommercial development for the Convenience Store and the Car Wash, as long as any alternative retail orcommercial entity is projected to have similar taxable sales as the projected taxable sales for the ConvenienceStore and the Car Wash, respectively. See the definitions of “Convenience Store” and “Car Wash” inAppendix A – “DEFINITIONS” attached hereto.

The Auto Dealerships, the Convenience Store, the Car Wash and the Hotel have covenants in theiragreements with the Developer to commence construction, open for business, and continue operations on along-term basis, with various types of enforcement mechanisms, including at-risk deposits in escrow and/orsubstantial per diem liquidated damages. See “THE WATERPARK PROJECT AND THE 2015 AUTOPLAZA PROJECT – The 2015 Auto Plaza Project” herein. The Developer has already constructedapproximately $10,000,000 of infrastructure as part of the Auto Plaza Project, including the 2015 Auto PlazaProject, to provide pad ready/construction ready lots for development by certain of the aforementioned endusers.

Plan of Finance for Development Within the STAR Bond District and the Project Area

In addition to a portion of the proceeds of the Series 2015A Bonds, which will be used to reimbursethe Developer for a portion of the costs of land acquisition in the STAR Bond District, and the Series 2015BBonds which will be used, together with other available funds of the Issuer, to refund the Prior Notes thatfinanced costs incurred by the Issuer for street improvements in the STAR Bond District, additionaldevelopment within the STAR Bond District, including financing for the site improvements in Project Area 2Arelated to the 2015 Auto Plaza Project, site improvements in Project Area 2B and development of theWaterpark Project, has been financed with private cash equity contributed by the Developer, loan proceeds tothe Developer from EPR Properties, the Developer’s lender for the Waterpark Project and the Auto PlazaProject, or its affiliates, substantial investment by the owners of the Auto Dealerships (defined herein) that areanticipated to be located in Project Area 2A, and anticipated significant investment by other third party entitiesunrelated to the Developer that are expected to be located in Project Areas 2A, 2B, and 3. See “PLAN OFFINANCE FOR DEVELOPMENT WITHIN THE STAR BOND DISTRICT AND THE PROJECTAREA” herein.

On August 13, 2015 the Issuer adopted Ordinance No. O-54-15 (the “Bond Ordinance”) whichauthorizes the issuance of the Series 2015B Bonds for the purpose of implementing the Project Area 1 Plan (asdefined herein) and the Project Area 2A Plan (as defined herein) by providing funds to (1) finance a portion ofthe costs of the Waterpark Project and the 2015 Auto Plaza Project and other costs within the STAR BondDistrict, (2) fund a deposit to the Debt Service Reserve Fund established under the Indenture, (3) fund adeposit to the Capitalized Interest Fund established under the Indenture, and (4) pay certain costs related to theissuance of the Series 2015B Bonds. The Series 2015B Bonds are being issued by the Issuer pursuant to theSTAR Bond Act and a Bond Trust Indenture dated as of October 1, 2015 (as supplemented and amended fromtime to time, the “Indenture”), between the Issuer and Security Bank of Kansas City, Kansas City, Kansas, astrustee (the “Trustee”).

A description of the Series 2015B Bonds is contained in this Official Statement under the caption“THE SERIES 2015B BONDS.” All references to the Series 2015B Bonds are qualified in their entirety bythe definitive form thereof and the provisions with respect thereto included in the Indenture.

The Series 2015B Bonds are subject to redemption prior to maturity as described herein. See “THESERIES 2015B BONDS – Redemption Provisions” herein.

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The Series 2015A Bonds

Simultaneously with the issuance of the Series 2015B Bonds, the Issuer will also issue its$72,900,000 Sales Tax Special Obligation Revenue Bonds (Vacation Village Project Areas 1 and 2A),Series 2015A (the “Series 2015A Bonds”) pursuant to a Bond Trust Indenture dated as of October 1, 2015(the “Senior Indenture”) between the Issuer and Security Bank of Kansas City, as trustee (the “SeniorTrustee”). The Series 2015A Bonds are payable from the Incremental Tax Revenues on a senior lien basisto the Series 2015B Bonds. The Series 2015A Bonds and any Additional Bonds (defined in the SeniorIndenture) issued pursuant to the terms of the Senior Indenture are referred to herein as the “Senior Bonds.”See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2015B BONDS” and “TAXDISTRIBUTION AGREEMENT” herein. The Issuer is issuing the Series 2015A Bonds to reimburse theDeveloper for a portion of the cost of land acquisition in the STAR Bond District. The Series 2015A Bondsare NOT being offered in this Official Statement. Issuance of the Series 2015A Bonds is contingent uponissuance of the Series 2015B Bonds.

Security and Sources of Payment for the Series 2015B Bonds

Special, Limited Obligations. The Series 2015B Bonds, and the interest thereon, are special, limitedobligations of the Issuer payable (except to the extent paid out of Series 2015B Bond proceeds or the incomefrom the temporary investment thereof) solely out of the Trust Estate, including the Revenues and, subject toannual appropriation by the Issuer, Available Issuer Funds, and are secured by a transfer, pledge andassignment of and a grant of a security interest in the Trust Estate to the Trustee and in favor of the owners ofthe Series 2015B Bonds, as provided in the Indenture. The “Incremental Tax Revenues” (defined below)transferred by the Escrow Agent to the Trustee pursuant to the Tax Distribution Agreement, as describedherein, constitute part of the Trust Estate under the Indenture and are pledged “Revenues” available pursuantto the terms of the Indenture to the payment of debt service on the Series 2015B Bonds.

The Series 2015B Bonds are payable from the Revenues on a subordinate lien basis to theSeries 2015A Bonds, which will be issued on the same date as the Series 2015B Bonds. The Series 2015ABonds are not being offered by this Official Statement.

Sources of Revenues. The current sales and compensating use tax revenues and transient guest taxrevenues available to pay debt service on the Series 2015B Bonds and the Senior Bonds generally consist ofthe following sources of taxes at the current rates indicated:

State Sales Tax: 6.5000%City Sales Tax: 1.0000%City’s share of 1%County-Wide Sales Tax 0.939258%

Total: 8.439258%

Issuer Transient Guest Tax Revenues: currently 7.84% based upon an 8% current tax rate, less 2%administrative fee retained by the State.

See below for the specific definition of “Revenues” as defined in the Indenture and the TaxDistribution Agreement, dated as of October 1, 2015 (as amended from time to time, the “Tax DistributionAgreement”) among the Issuer, the Treasurer of the State of Kansas (the “State Treasurer”), the Trustee,Security Bank of Kansas City, as trustee for the Senior Bonds, and Security Bank of Kansas City, as EscrowAgent (the “Escrow Agent”).

Destination Sourcing Rules Regarding Auto Sales. The Car Dealerships expected to be located inProject Area 2A are expected to generate a significant amount of sales taxes. See the Sales Tax Report

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attached hereto as Appendix G. The general destination sourcing rules under Kansas Law do not apply toauto sales to Kansas residents. Accordingly, the sales tax on the sale of an automobile in Kansas to a Kansasresident is collected at the point of sale at the local rate. However, sales tax on auto sales in Kansas tonon-Kansas residents (even if no delivery is involved) are collected in the purchaser’s state of residence. Assuch, sales tax on auto sales in Project Area 2A to Kansas residents will be collected and available to pay debtservice on the Series 2015B Bonds and the Senior Bonds, but sales tax on auto sales in Project Area 2A tonon-Kansas residents will not be available to pay debt service on the Series 2015B Bonds and the SeniorBonds. See “TAX LEVY, REPORTING AND COLLECTION – Destination Sourcing Rules Relating toKansas Sales” herein.

Revenues. The Indenture and the Tax Distribution Agreement specifically define the above-describedgeneral tax revenue sources as follows:

“Revenues” means the amounts required to be transferred to the applicable Debt Service Accounts ofthe Debt Service Fund and the applicable Debt Service Reserve Accounts of the Debt Service Reserve Fundpursuant to the Tax Distribution Agreement. See “TAX DISTRIBUTION AGREEMENT” herein.

Pursuant to the Tax Distribution Agreement, the “Issuer Sales Tax Revenues” and the “IssuerTransient Guest Tax Revenues” (collectively, the Issuer Sales Tax Revenues and the Issuer Transient GuestTax Revenues are referred to herein as the “Issuer Tax Revenues”) and “State Tax Revenues” generated inProject Area 1 and Project Area 2A (collectively, the “Project Area”) will be collected by the State. Pursuantto the terms and timing requirements for transfers set forth in the Tax Distribution Agreement, the StateTreasurer will remit the “Incremental Issuer Tax Revenues” to the Escrow Agent, and the Department ofRevenue (the “Department”) of the State is obligated to cause the “Incremental State Tax Revenues” to becredited to an account relating to the Project Area created within the City Bond Finance Fund (the “City BondFinance Fund”), established with the State Treasurer, until the date upon which the aggregate amountdeposited therein is equal to an amount sufficient to retire the principal of and interest on the Series 2015BBonds and the Senior Bonds. The State Treasurer distributes the Incremental Issuer Tax Revenues and theIncremental State Tax Revenues (collectively, the “Incremental Tax Revenues”) to the Escrow Agent, whotransfers required deposits to the Debt Service Fund under the Indenture in accordance with the flow of fundsas provided in the Tax Distribution Agreement. The Series 2015B Bonds are secured on a subordinate lienbasis to the Series 2015A Bonds by Incremental Tax Revenues generated solely within Project Areas 1 and2A. See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2015A BONDS,” “TAXLEVY, REPORTING AND COLLECTION” and “TAX DISTRIBUTION AGREEMENT” herein.

“Incremental Issuer Tax Revenues” means:

(a) with respect to the calendar years ending December 31, 2015 and December 31, 2016, thesum of:

(i) all Issuer Tax Revenues received by the Issuer with respect to Project Area 1; and

(ii) the difference between (A) Issuer Tax Revenues received by the Issuer during suchcalendar year with respect to Project Area 2A and (B) the Base Year Issuer TaxRevenues; and

(b) with respect to each calendar year commencing on and after January 1, 2017, the differencebetween (i) Issuer Tax Revenues received by the Issuer during such calendar year and (ii) theBase Year Issuer Tax Revenues.

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“Incremental State Tax Revenues” means:

(a) the State Tax Revenues on deposit in the City Bond Finance Fund on the issuance date of theSeries 2015A Bonds in the amount of $1,602,867.35 (the “State Capitalized Interest”);

(b) with respect to the calendar years ending December 31, 2015 and December 31, 2016, thesum of:

(i) all State Tax Revenues received by the State with respect to Project Area 1; and

(ii) the difference between (A) State Tax Revenues received by the State during suchcalendar year with respect to Project Area 2A and (B) the Base Year State TaxRevenues; and

(c) with respect to each calendar year commencing on and after January 1, 2017, the differencebetween (i) State Tax Revenues received by the State during such calendar year and (b) theBase Year State Tax Revenues.

“Base Year Issuer Tax Revenues” means $300,585, which consists of Base Year Issuer TaxRevenues of $-0- with respect to Project Area 1 and $300,585 with respect to Project Area 2A.

“Issuer Tax Revenues” means, collectively, the Issuer Sales Tax Revenues and the Issuer TransientGuest Tax Revenues.

“Issuer Sales Tax Revenues” means gross receipts of the Issuer under K.S.A. 12-187 et seq., asamended, and K.S.A. 12-198, as amended, from (a) the portion of the city retail sales and compensating usetaxes that is not committed to other uses by election of voters (currently one percent (1.00%) of the total oneand six hundred twenty-five thousandths percent (1.625%) imposed by the Issuer), consisting of the 1.00%general sales tax and excluding the 0.25% emergency medical services sales tax and the 0.375% public safetyand neighborhood infrastructure tax) and any successor taxes thereto, and (b) the Issuer’s share (currently93.9258%) of the countywide retail sales and compensating use taxes that is not committed to other uses byelection of voters (currently one percent (1.00%)) and any successor taxes thereto, in each case with respect toretail sales within the Project Area, to the extent such amounts are distributed to the Escrow Agent by the StateTreasurer on or before (1) with respect to Project Area 1, October 31, 2027 and (2) with respect to Project Area2A, July 31, 2035. Issuer Sales Tax Revenues will be based on tax revenues received by the Issuer from salesoccurring within the Project Area, after taking into account applicable destination-based sourcing rules of theState.

“Issuer Transient Guest Tax Revenues” means gross receipts of the Issuer under the IssuerTransient Guest Tax Statute, from the transient guest tax (currently seven and eighty-four hundredths of apercent (7.84%)), based upon the current tax rate of eight percent (8%) less the administrative fee retained bythe State on such amount as provided in the Issuer Transient Guest Tax Statute (currently two percent (2%)),with respect to sleeping accommodations in any hotel, motel or tourist court located within the Project Area.

“Base Year State Tax Revenues” means $1,007,500, which consists of Base Year State Taxrevenues of $-0- with respect to Project Area 1 and $1,007,500 with respect to Project Area 2A.

“State Tax Revenues” means gross receipts of the State from the taxes imposed by K.S.A. 79-3603,as amended, and K.S.A. 79-3703, as amended, with respect to retail sales within the Project Area (currently6.50%), to the extent such amounts are transferred to the City Bond Finance Fund by the State Treasurer on orbefore (a) with respect to Project Area 1, October 31, 2027 and (b) with respect to Project Area 2A, July 31,2035. State Tax Revenues will be based on tax revenues received by the State from sales occurring within theProject Area, which may include tax revenues sourced to other locations within the State under applicable

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destination-based sourcing rules of the State. See “TAX LEVY, REPORTING AND COLLECTION – TaxBase” and “Destination Sourcing Rules Relating to Kansas Sales” herein.

Debt Service Reserve Fund. As additional security for the Series 2015B Bonds, the Debt ServiceReserve Fund will be funded from proceeds of the Series 2015B Bonds in the amount of $933,425.00 (the“Debt Service Reserve Requirement”). Amounts in the Debt Service Reserve Fund will be available to payprincipal of and interest on the Series 2015B Bonds in the event that there are not sufficient moneys availablefor such purpose, and to be applied to the final payment of principal of and interest on the Series 2015B Bonds.See “SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2015B BONDS” herein.

Capitalized Interest. A portion of the proceeds of the Series 2015B Bonds in the amount of$879,045.83 will be deposited in the Capitalized Interest Fund pursuant to the Indenture and will be used topay a portion of the interest on the Series 2015B Bonds. See the section herein captioned “SECURITY ANDSOURCES OF PAYMENT FOR THE SERIES 2015B BONDS.”

No Mortgage. The Series 2015B Bonds are not secured by a mortgage or any other lien on theWaterpark Project, the Auto Plaza Project or any of the property in the Project Area or the STAR BondDistrict.

Sales Tax Report

GAI Consultants, Inc. (“GAI”) has prepared a report for the Issuer entitled “Estimates of FutureSales Tax Revenues – Legends Auto Plaza and Schlitterbahn Waterpark” dated September, 2015 (the “SalesTax Report”), which includes a projection of Incremental Tax Revenues. See “SALES TAX REPORT”herein. A copy of the Sales Tax Report is attached hereto as Appendix G and is a “forward lookingstatement” as described herein under the caption “BONDOWNERS’ RISKS - Forward LookingStatements.” Neither the Issuer nor Stifel, Nicolaus & Company, Incorporated (the “Underwriter”) makeany representation or warranty (express or implied) as to the accuracy or completeness of any financial,technical or statistical data or any estimates, projections, assumptions or expressions of opinion set forth in theSales Tax Report. Neither the Issuer nor the Underwriter assumes any responsibility to update suchinformation after the delivery of the Series 2015B Bonds.

Rating

The Issuer has applied to Standard & Poor’s, a division of McGraw-Hill Financial, Inc. (the “RatingAgency”), for a rating on the Series 2015B Bonds. As of the date of the Official Statement, the RatingAgency has not assigned a rating to the Series 2015B Bonds. The Issuer does not currently anticipatewithdrawing its rating request and anticipates that the Rating Agency will assign a rating to the Series 2015BBonds. A rating may not be obtained prior to the issuance of the Series 2015B Bonds and the Issuer does notknow if, or when, the Rating Agency may assign a rating to the Series 2015B Bonds. See “RATING” herein.

Bondowners’ Risks

The Series 2015B Bonds involve a high degree of risk, and prospective purchasers should read thesection herein captioned “BONDOWNERS’ RISKS.” The Series 2015B Bonds may not be suitableinvestments for all persons, and prospective purchasers should carefully evaluate the risks and merits of aninvestment in the Series 2015B Bonds and should confer with their own legal and municipal advisors beforeconsidering a purchase of the Series 2015B Bonds.

Definitions and Summaries of Documents

Definitions of certain words and terms used in this Official Statement and a summary or copy ofcertain provisions of the Indenture, the Tax Distribution Agreement, the Development Agreement and the

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Continuing Disclosure Agreements (the “Financing Documents”) are included in this Official Statement inAppendices A, B, C and D hereto. Such definitions and summaries do not purport to be comprehensive ordefinitive. All references herein to the Financing Documents are qualified in their entirety by reference to thedefinitive forms of such documents and certain other documents and information described herein, copies ofwhich may be obtained from the office of the Chief Financial Officer of the Unified Government of WyandotteCounty/ Kansas City, Kansas, Municipal Office Building, 701 North 7th Street, Kansas City, KS 66101-3064,fax (913) 573-5003 or email llevin@wycokck.org, and will be provided to any prospective purchaser byrequesting the same in writing by mail, email or fax, in electronic form at no charge or otherwise uponpayment by such prospective purchaser of the cost of complying with such request.

Continuing Disclosure

The Issuer has covenanted for the benefit of the holders and beneficial owners of the Series 2015BBonds to provide to Security Bank of Kansas City, as dissemination agent (the “Dissemination Agent”)certain financial information relating to collection of the Incremental Tax Revenues in Project Areas 1 and 2Aon a semiannual basis, and to provide notice of the occurrence of certain enumerated events, if material, all asprovided in the Issuer Continuing Disclosure Agreement, dated as of October 1, 2015 between the Issuer andthe Dissemination Agent. The Developer has agreed to provide the Issuer and the Dissemination Agent withcertain operating information with respect to the Waterpark Project and the 2015 Auto Plaza Project asprovided in the Developer Continuing Disclosure Agreement, dated as of October 1, 2015 between theDeveloper and the Dissemination Agent. Pursuant to the Issuer Continuing Disclosure Agreement, theDissemination Agent has agreed to disseminate the financial information described above and notice ofmaterial events to the Municipal Securities Rulemaking Board (“MSRB”). The Dissemination Agent hasagreed to provide the information provided by the Developer pursuant to the Developer Continuing DisclosureAgreement to the MSRB. The Issuer Continuing Disclosure Agreement and the Developer ContinuingDisclosure Agreement are sometimes referred to herein collectively as the “Continuing DisclosureAgreements.” See “CONTINUING DISCLOSURE” herein and Appendix D – “FORM OFCONTINUING DISCLOSURE AGREEMENTS” attached hereto.

THE WATERPARK PROJECT AND THE 2015 AUTO PLAZA PROJECT

Background

STAR Bond Act. The provisions of the STAR Bond Act authorize cities to issue special obligation“sales tax and