14246ORDINANCE NO. 14,246
M M M M M
AN ORDINANCE AUTHORIZING THE ISSUANCE OF INDUSTRIAL
DEVELOPMENT REVENUE BONDS UNDER ACT NO. 9 OF 1960, AS
AMENDED, FOR THE PURPOSE OF PROVIDING PERMANENT FINANCING
FOR THE COST OF SECURING AND DEVELOPING INDUSTRY (THE
PARTICULAR INDUSTRIAL PROJECT IS DESCRIBED IN THE
ORDINANCE); AUTHORIZING THE EXECUTION AND DELIVERY OF A
TRUST INDENTURE SECURING THE BONDS; AUTHORIZING AND
PRESCRIBING CERTAIN OTHER MATTERS PERTAINING TO THE
INDUSTRIAL PROJECT, THE CONSTRUCTING THEREOF AND THE
FINANCING THEREOF; AUTHORIZING A LEASE AGREEMENT BETWEEN
THE CITY OF LITTLE ROCK, ARKANSAS, AS LESSOR AND J. H.
HAMLEN & SON, INC., AS LESSEE, IN SUBSTANTIALLY THE FORM
AND WITH SUBSTANTIALLY THE CONTENTS SET FORTH IN AND MADE A
PART OF THIS ORDINANCE; AUTHORIZING THE EXECUTION AND
DELIVERY OF THE LEASE AGREEMENT; PRESCRIBING OTHER MATTERS
RELATING THERETO; AND DECLARING AN EMERGENCY.
WHEREAS, the City of Little Rock, Arkansas (the "City ") is
authorized by Act No. 9 of the First Extraordinary Session of
the Sixty- Second General Assembly of the State of Arkansas,
approved January 21, 1960, as amended ( "Act No. 9 "), to acquire
lands, construct and equip industrial buildings, improvements,
and facilities and to incur other costs and expenses and make
other expenditures incidental to and for the implementing and
accomplishing of the conduct of industrial operations; and
WHEREAS, the City is authorized by Act No. 9 to issue
industrial development revenue bonds payable from revenues
derived from the industrial project so acquired and constructed
and secured by a lien thereon and security interest therein;
and
WHEREAS, the necessary arrangements have been made with J.
H. Hamlen & Son, Inc., an Arkansas corporation ( "the Company "),
for a substantial industrial project consisting of the
acquisition, construction and equipping of facilities which
will be utilized for the manufacture, processing and storage of
wood products, and such other operations as the Company shall
elect (the "Project "), and to lease the Project to the Company
pursuant to the terms of a Lease Agreement (the "Lease
Agreement "); and
WHEREAS, permanent financing of the Project costs,
necessary costs and expenditures incidental thereto and the
cost of the issuance of bonds is being furnished by the City
issuing Industrial Development Revenue Bonds under the
provisions of Act No. 9 of the principal amount of not to
exceed One Million Dollars ($1,000,000) (the "Bonds "); and
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WHEREAS, the comp
additional employment
interests of the City
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Letion of the Project will furnish i' 26 4
and other benefits, and be in the best
and its residents; and
WHEREAS, the Bonds are to be sold and delivered in the
principal amount of $1,000,000, and are dated, bear interest,
mature and are subject to redemption as hereinafter set forth
in the form of Indenture authorized by this Ordinance; and
WHEREAS, the City proposes to enter into a Bond Purchase
Agreement as requested by the Company for the sale of said
Bonds;
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS OF
THE CITY OF LITTLE ROCK, ARKANSAS:
Section 1. That there be, and there is hereby authorized
and directed the following:
(a) The sale of the bonds for the price of par, according
to the terms of a Bond Purchase Agreement to be
recommended by the Company, substantially in the form
submitted at this meeting, which Bond Purchase
Agreement shall be entered into by the Mayor with
Mercantile National Bank at Dallas (the "Purchaser "),
and an executed copy of which shall be filed with the
City Clerk;
(b) The acquisition and construction of the Project, and
in connection therewith, the execution of any.
necessary architectural, engineering or construction
contracts or the acceptance of an assignment of any
such contracts previously executed by the Company for
the construction and equipping of the Project; and
(c) The performance of all obligations of the City under
the Lease Agreement pertaining to the constructing and
equipping of the Project and the performance of all
obligations of the City under the contracts referred
to above.
Section 2. The bonds shall bear interest at the rate or
rates specified in the Bond Purchase Agreement (but not in
excess of the maximum rate permitted by Section 511(a) of the
Depository Institutions Deregulation and Monetary Control Act
of 1980), shall finally mature in not more than ten (10) years,
and shall be in the original principal amount of $1,000,000,
provided that bonds not exceeding the aggregate of said amount
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may be issued in successive series at the request of the
Company and the Purchaser. To provide the terms and conditions
upon which the Bonds are to be secured, executed,
authenticated, issued, accepted and held, the Mayor is hereby
authorized and directed to execute and acknowledge a Trust
Indenture, by and between the City and a bank or trust company
which will act as trustee thereunder, dated as of June 1, 1982
(the "Indenture "), and the City Clerk is hereby authorized and
directed to execute and acknowledge the Indenture and to affix
the seal of the City thereto, and the Mayor and City Clerk are
hereby authorized and directed to cause the Indenture to be
accepted, executed and acknowledged by the Trustee. The
Indenture is hereby approved in substantially the form
submitted to this meeting, and the Mayor is hereby authorized
to confer with the Trustee, the Company and the Purchaser in
order to complete the Indenture in substantially the form
submitted to this meeting with such changes as shall be
approved by such persons executing the document, their
execution to constitute conclusive evidence of such approval.
(Advice is given that, pursuant to Act No. 9, a copy of the
Indenture in substantially the form authorized to be executed
is on file with the City Clerk of the City of Little Rock, and
is available for inspection by any interested person.)
Section 3. That there be, and there is hereby authorized
the execution and delivery of a Lease Agreement, dated as of
June 1, 1982, by and between the City as Lessor and J. H.
Hamlen & Son, Inc. as Lessee (the "Lease Agreement "), and the
Mayor and City Clerk be, and they are hereby authorized to
execute, acknowledge and deliver the Lease Agreement for and on
behalf of the City. The Lease Agreement is hereby approved
substantially in the form submitted to this meeting, and the
Mayor is hereby authorized to confer with J. H. Hamlen & Son,
Inc., the Trustee and the Purchaser in order to complete the
Lease Agreement in substantially the form submitted to this
meeting with such changes as shall be approved by such persons
executing the document, their execution to constitute
conclusive evidence of such approval.
(Advice is given that, pursuant to Act No. 9, a copy of the
Lease Agreement in substantially the form authorized to be
executed is on file with the City Clerk of the City of Little
Rock, and is available for inspection by any interested
person.)
Section 4. The Mayor and City Clerk, for and on behalf of
the City be, and they are hereby, authorized and directed to do
any and all things necessary to effect the execution of the
Lease Agreement, the performance of the City's obligations
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L. 266,
under the Lease Agreement, the execution and delivery of the
Indenture, its execution and acceptance by the Trustee, the
performance of all obligations of the City under and pursuant
to the Indenture, the execution and delivery of the Bond
Purchase Agreement, the execution and delivery of the Bonds,
the execution and delivery of an official statement in form and
substance satisfactory to said officers and the Purchaser of
the Bonds, and the performance of all other acts of whatever
nature necessary to effect and carry out the authority
conferred by this Ordinance. That the Mayor and the City Clerk
be, and they are hereby, further authorized and directed, for
and on behalf of the City, to execute all papers, documents,
certificates and other instruments that may be required for the
carrying out of such authority or to evidence the exercise
thereof.
Section 5. That since the City is here involved with the
constructi g and equipping of a complex industrial project,
requiring highly specialized work and specialized types of
machinery and equipment, it has been and is hereby determined
by the Board of Directors that competitive bidding be, and the
same is hereby, waived as to this particular industrial
project. This action is taken by the�Board of Directors
pursuant to applicable laws of the State of Arkansas, including
particularly Act No. 9.
Section 6. Rose Law Firm, a Professional Association, of
Little Rock, Arkansas, is hereby appointed as Bond Counsel with
respect to the issuance of said bonds, the fees and expenses of
which firm shall be costs of the Project.
Section 7. That the provisions o-f this Ordinance are
hereby declared to be severable, and if any section, phrase or
provision shall for any reason be declared to be invalid, such
declaration shall not affect the validity of the remainder of
the sections, phrases or provisions.
Section 8. That all ordinances, resolutions and parts
thereof in conflict herewith are hereby repealed to the extent
of such conflict.
Section 9. That there is hereby found and declared to be
an immediate need for the securing and developing of
substantial industrial operations in order to provide
additional employment, alleviate unemployment and otherwise
benefit the public health, safety and welfare of the City and
the inhabitants thereof, and the issuance of the Bonds
authorized hereby and the taking of the other action authorized
herein are immediately necessary in connection with the
securing and developing of substantial industrial operations
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and deriving the public benefits referred to above. It is,
therefore, declared that an emergency exists and this Ordinance
being necessary for the immediate preservation of the public
health, safety and welfare shall be in force and take effect
immediately upon and after its passage.
DATED: May 18 , 1982.
ATTEST:
ity Cler
(S E A L)
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Mayor