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ORDINANCE NO. 14,495
AN ORDINANCE AUTHORIZING THE SALE AND
ISSUANCE OF TEMPORARY AIRPORT REVENUE BONDS;
PRESCRIBING OTHER MATTERS RELATING THERETO;
AND DECLARING AN EMERGENCY.
WHEREAS, the City of Little Rock, Arkansas (the
"City "), acting through its Board of Directors (the "Board ") upon
the recommendation of the Little Rock Municipal Airport
Commission (the "Commission "), has adopted Ordinance No. 13,884,
as amended by Ordinance No. 13,899 (Ordinance No. 13,884, as so
amended, will be hereafter referred to as the "Permanent Bond
Ordinance "); and
WHEREAS, the Permanent Bond Ordinance authorized the
issuance of $1,500,000 City of Little Rock, Arkansas Airport
Revenue Bonds, Series 1983 (the "Permanent Bonds ") for the purpose
of financing certain improvements to the Little Rock Municipal
Airport, consisting of reroofing of the Timex building, reroofing
of the old airport terminal, expanding of the Air Cargo building
and constructing a vehicle maintenance and storage facility (the
"Initial Project "); and
WHEREAS, pending the sale and issuance of the Permanent
Bonds, the City has sold and issued its Temporary Airport Revenue
Bond, dated January 21, 1981, maturing January 21, 1982, in the
principal amount of not to exceed $600,000 (the "1981 Bond "), so
as to enable the Commission to proceed with the Initial Project;
and
WHEREAS, pending the sale and issuance of the Permanent
Bonds, the City has sold and issued its Temporary Airport Revenue
Bond, dated June 18, 1982, maturing June 18, 1983, in the
principal amount not to exceed $600,000 (the "1982 Bond "), so as
to enable the Commission to proceed with the Initial Project, and
use the proceeds to refinance the outstanding principal balance of
the 1981 Bond; and
WHEREAS, the Commission has requested that the scope of
the Initial Project be expanded to include land acquisition for
additional runways for the Airport (the Initial Project and such
land acquisition will be hereafter referred to as the "Project ");
and
WHEREAS, the actual principal amount of the 1982 Bond is
$200,000, such 1982 Bond is overdue, and it is now necessary that
the City sell and issue its Temporary Airport Revenue Bond in the
principal amount of not to exceed $1,500,000 (the "Temporary
Bond "), so as to refinance the outstanding principal balance of
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the 1982 Bond and so as to enable the Commission to continue with
the Project; and
WHEREAS, necessary arrangements have been made for the
sale and issuance of the Temporary Bond to First Commercial Bank,
National Association, Union National Bank of Little Rock, and
Worthen Bank & Trust Company, N.A. (with the Temporary Bond to be
sold and issued to First Commercial Bank, National Association,
which will be hereafter referred to as the "Purchaser," and with
the other banks to participate in accordance with an agreement
among the banks), at a price equal to 100% of the principal amount
thereof;
NOW, THEREFORE, BE IT ORDAINED by the Board of Directors
of the City of Little Rock, Arkansas:
Section 1. The Permanent Bonds shall be reoffered for
public sale at such future time or times as the Commission, with
the advice of the City's Director of Finance and Administration,
shall determine as appropriate in order to market the Permanent
Bonds with acceptable interest rates. The Permanent Bonds shall
be advertised for sale and the sale shall be authorized by
resolution of the Board, as provided in Section 1 of the Permanent
Bond Ordinance. A sufficient amount of the proceeds of the
Permanent Bonds will be applied to the retirement of the Temporary
Bond as hereafter provided. The Permanent Bond Ordinance, as
herein supplemented, shall continue in full force and effect.
Section 2. The Temporary Bond is hereby authorized and
ordered issued and the proceeds thereof shall be used by the
Commission for paying the costs of accomplishing the Project or
such portion thereof as the Commission shall determine. The
Temporary Bond shall be sold to the Purchaser for a purchase price
of 100% of the principal amount thereof, but the purchase price
shall be paid in multiple advances as moneys are needed for
payment of Project costs as determined by the Commission. The
amount of each advance shall bear interest from the date of
advance until paid at the rate or rates of interest determined as
hereafter provided in the form of Temporary Bond set out in
Section 4 hereof. The Temporary Bond shall be dated as of the date
of the first advance and shall mature one year from date. Interest
shall be payable quarterly, commencing three (3) months after the
date of the Temporary Bond.
Section 3. The Temporary Bond shall be executed on
behalf of the City by the Mayor and City Clerk and shall have
impressed thereon the seal of the City. The Temporary Bond will
not be a general obligation of the City but will be a special
obligation payable solely from revenues derived from the
operation of the Airport and from the proceeds of the Permanent
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Bonds and will not constitute an indebtedness of the City within
any constitutional or statutory limitation. The pledge of Airport
revenues to the Temporary Bond is subject to a prior and superior
pledge of Airport revenues to the presently outstanding bonds
payable from Airport revenues (described in the Temporary Bond
form and hereafter referred to as the "Prior Issues "). A special
fund is hereby created and designated "Temporary Airport Revenue
Bond Fund" (the "Bond Fund ") and the revenues required by the
provisions of this Ordinance to be placed into the Bond Fund are
hereby pledged and mortgaged for the payment of the Temporary
Bond, all in accordance with the provisions of this Ordinance.
Section 4. The Temporary Bond shall be in
substantially the following form, and the Mayor and City Clerk are
hereby expressly authorized and directed to make all covenants and
recitals contained therein:
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UNITED STATES OF AMERICA
STATE OF ARKANSAS
COUNTY OF PULASKI
CITY OF LITTLE ROCK
TEMPORARY AIRPORT REVENUE BOND
$1,500,000
KNOW ALL MEN BY THESE PRESENTS:
That the City of Little Rock, County of Pulaski, and
State of Arkansas (the "City "), acknowledges itself to owe and,
for value received, hereby promises to pay to First Commercial
Bank, National Association, or assigns (the "Payee "), one year
from the date hereof, the total principal outstanding as shown by
the Record of Payment of Advances attached hereto, but not to
exceed the principal sum of
ONE MILLION FIVE HUNDRED THOUSAND DOLLARS
in such coin or currency of the United States of America as at the
time of payment shall be legal tender for the payment of debts due
the United States of America, and to pay, in like coin or currency,
interest thereon from the date of each advance at the rate
hereafter specified. Interest shall be payable three months, six
months and nine months from the date hereof, and at maturity. This
Bond shall bear interest at a rate per annum equal to 75% of the
prime commercial lending rate of First Commercial Bank, National
Association, as announced from time to time by such bank;
provided, however, this Bond shall not bear interest during any
period at a rate per annum greater than 13.50% per annum. If at
any time a rate of interest provided for herein shall exceed
13.50% per annum, thereby causing the interest hereon to be
limited to 13.50% per annum as provided herein, any subsequent
reduction in the prime rate of First Commercial Bank, National
Association, shall not reduce the rate of interest below 13.50%
per annum until the total amount of interest accrued on the Bond
equals the amount of interest which would have accrued thereon if
the rate of interest had not been so limited to 13.50% per annum.
Payments of interest shall be made by check mailed by first class
mail to the Payee. Payment of the principal hereof shall be made
upon presentation and surrender of this Bond to the City.
This Bond is being issued for the purpose of financing
improvements to the Little Rock Municipal Airport, and is issued
pursuant to and in full compliance with the Constitution and laws
of the State of Arkansas, including particularly Act No. 53 of the
Acts of Arkansas for the year 1949, as amended, and Act No. 175 of
the Acts of Arkansas for the year 1959, as amended, and pursuant to
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Ordinance No. , adopted and approved on the day of
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does not constitute an indebtedness of the City within any
constitutional or statutory limitation. This Bond is not a
general obligation of the City but is a special obligation payable
solely from revenues derived from the operation of the Municipal
Airport. The pledge of Airport revenues in favor of this Bond is
subject to prior and superior pledges of Airport revenues to the
outstanding Municipal Airport Revenue Bonds, dated May 1, 1966,
March 1, 1971, March 1, 1975, March 1, 1976, and November 1, 1977
(collectively the "Prior Issues "). A special fund has been
created by and identified in the Authorizing Ordinance as the
"Temporary Airport Revenue Bond Fund" (the "Bond Fund ") and
reference is hereby made to the Authorizing Ordinance for a
detailed statement of the nature and extent of the security and of
the rights and obligations of the City and Payee, including,
without limitation, the covenant of the City to impose and collect
such charges for the use of the Airport and its facilities as will
always produce sufficient revenues to provide for the operation,
maintenance and repair of the Airport, to provide for the payment
of the principal of and interest on the Prior Issues and the
interest on this Bond, as the same become due (there is no
provision for required deposits out of the revenues into the Bond
Fund for the payment of principal of this Bond prior to maturity,
but the City hereby covenants that it will, on or before the
maturity date of this Bond, issue permanent bonds in a sufficient
amount and use the proceeds thereof to pay the principal hereof),
for making the required deposit for depreciation and for
maintaining all funds at required levels, all in accordance with
the provisions of the ordinances authorizing the Prior Issues and
the Authorizing Ordinance.
The principal of this Bond shall be subject to
prepayment prior to maturity at the option of the City, in whole
but not in part, at a price of 100% of the outstanding principal
hereof plus interest accrued and unpaid thereon, from funds from
any source, at any time.
Notice of prepayment shall be given at least fifteen
(15) days prior to the date fixed for such prepayment by first
class mail to the Payee specifying the amount and date of such
prepayment.
This Bond may be assigned, and upon such assignment, the
assignor shall promptly notify the City by registered mail, and
the assignee shall surrender the same to the City in exchange for a
new Bond of like tenor and effect. Every assignee shall take this
Bond subject to all payments and prepayments of principal and
interest.
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IT IS HEREBY CERTIFIED, RECITED AND DECLARED that all
acts, conditions and things required to exist, happen and be
performed precedent to and in the issuance of this Bond, have
existed, have happened and have been performed in due time, form
and manner, as required by law; that the indebtedness represented
by this Bond does not exceed any constitutional or statutory
limitation; and that sufficient revenues have been pledged to and
will be set aside for the payment of the principal of and interest
on the Bond.
IN WITNESS WHEREOF, the City of Little Rock, Arkansas,
by its Board of Directors, has caused this Bond to be signed by the
Mayor and City Clerk thereof and sealed with the seal of the City,
all as of the day of , 1983, which is the
date of the first advance and the date of this Bond.
ATTEST:
/s/ Jane Czech
(SEAL)
CITY OF LITTLE ROCK, ARKANSAS
By /s/ J.W. Benafield
Mayor
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RECORD OF PAYMENT OF ADVANCES
Signature of Manager,
Amount of Total Principal Little Rock Municipal
Date of Advance* Advance Outstanding Airport
*The date of each advance shall be the interest commencement date
from which the principal amount of such advance bears interest.
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Section 5. That the City and the Commission hereby
covenant with the Payee of the Temporary Bond that there will be
imposed and collected such charges for the use of the Airport and
its facilities as will at all times produce sufficient revenues at
least to provide for operation, maintenance and repair expenses of
the Airport, to provide for the payment of the principal of and
interest on all bonds of the Prior Issues, and for the payment of
interest on the Temporary Bond, as the same become due, to provide
for Paying Agent's fees, to make the required deposits for
depreciation, and to maintain all funds at required levels, all as
set forth in the ordinances authorizing such bonds. The above
covenant shall include the agreement and obligation to increase
the charges from time to time as and to the extent necessary to
produce sufficient revenues to meet the above requirements.
Section 6. All funds created by Ordinances of the City
authorizing and securing the outstanding bonds of the Prior Issues
shall remain unchanged by this Ordinance and shall continue to be
maintained by the City as required by and pursuant to the
provisions of said Ordinances. Also, all of the covenants,
restrictions, conditions and provisions set forth in said
Ordinances, except where expressly inconsistent with the
provisions of this Ordinance, are hereby, each and all, ratified
and confirmed, and shall continue in force and inure to the
security and benefit of the Temporary Bond, as fully and as
effectively as if herein set out in full, it being the intention of
this section to give the Temporary Bond the full benefit of all
such covenants, restrictions, conditions and provisions as well
as the full benefits of all applicable provisions of the
Constitution and laws of the State of Arkansas, and of this
Ordinance, subject to the priority of pledge in favor of the Prior
Issues.
Section 7. Temporary Airport Revenue Bond Fund.
(a) There is hereby established with a bank or banks,
holding membership in the Federal Deposit Insurance Corporation,
to be designated by the Commission from time to time, a special
trust fund in the name of the City designated "Temporary Airport
Revenue Bond Fund" (the "Bond Fund ") which shall be maintained as
long as the Temporary Bond is outstanding and unpaid, and into
which there shall be paid the sums in the amounts and at the times
hereinafter set forth in subparagraph (b) for the purpose of
providing funds for the payment of the interest on the Temporary
Bond.
(b) Beginning on the first business day of the first
month after the delivery of the Temporary Bond and continuing on
the first business day of each month thereafter there shall be
paid into the Bond Fund from Airport revenues a sum equal to one-
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third (1/3) of the estimated amount of the next installment of
interest. Additional amounts of Airport revenues shall be
deposited into the Bond Fund as and to the extent necessary to
provide moneys sufficient to pay interest on the Temporary Bond as
due.
Section 8. The principal of the Temporary Bond shall be
subject to prepayment in accordance with the terms set out in the
face of the Bond form in Section 4 of this Ordinance.
Section 9. So long as the Temporary Bond is outstanding
the City shall continuously operate the Airport as a revenue -
producing undertaking and shall not issue or attempt to issue any
bonds or incur any obligations claimed to be entitled to a
priority of pledge of, Airport revenues over the pledge in favor
of the Temporary Bond, including revenues derived from the herein
authorized and any and all future improvements to the Airport.
Furthermore, the City shall not authorize or issue any additional
bonds or incur any additional obligations ranking on a parity of
security with the Temporary Bond.
Section 10. (a) If there be any default in the payment
of the principal of or interest on the Temporary Bond, or if the
City defaults in any Bond Fund requirements or in the performance
of any covenants set forth in this ordinance, the Payee may by
proper suit compel the performance of the duties of the officials
of the City under the Constitution and laws of the State of
Arkansas and under this ordinance. And, in the case of a default
in the payment of the principal of or interest on any Temporary
Bond the Payee may apply in a proper action to a court of competent
jurisdiction for the appointment of a receiver to administer the
Airport on behalf of the City with power to charge and collect (or
by mandatory injunction or otherwise to cause to be charged and
collected) rates sufficient to provide for the payment of the
expenses of operation, maintenance and repair, to pay principal
and interest on the bonds of the Prior Issues and the Temporary
Bond and to apply the revenues in conformity with the Constitution
and laws of the State of Arkansas and with the provisions of this
ordinance. When all defaults in principal and interest payments
have been cured, the custody and operation of the Airport shall
revert to the City.
(b) No remedy herein conferred upon or reserved to the
Payee is intended to be exclusive of any other remedy or remedies
herein provided, and each and every such remedy shall be
cumulative and shall be in addition to every other remedy.
(c) No delay or omission of the Payee to exercise any
right or power accrued upon any default shall impair any such
right or power or shall be construed to be a waiver of any such
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default or an acquiescence therein; and every such power and
remedy given by this ordinance to the Payee may be exercised from
time to time and as often as may be deemed expedient.
(d) No waiver of a default hereunder shall extend to or
affect any other existing or any subsequent default or defaults or
impair any rights or remedies consequent thereon.
Section 11. That after the Temporary Bond has been
executed by the Mayor and City Clerk and the seal of the City
impressed as herein provided, the Manager of the Little Rock
Municipal Airport shall endorse the Record of Payment of Advances
to reflect the first advance. The Temporary Bond shall be
delivered to First Commercial Bank, National Association, in
exchange for the 1982 Bond, which shall be canceled. The Record of
Payment of Advances attached to the Temporary Bond shall be
endorsed, as of the date of its delivery, to show that the first
advance is $200,000 (being the principal amount of the 1982 Bond
exchanged for the Temporary Bond), and the accrued interest on the
1982 Bond shall be paid in cash. Subsequent advances shall be made
from time to time upon notice by the Commission and the Airport
Manager shall endorse the Record of Payment of Advances to reflect
each advance. All proceeds of the Temporary Bond (all such
advances) shall be remitted to the Treasurer of tho Commission and
the Treasurer shall deposit the proceeds in a special account in
the name of the Commission designated "Little Rock Municipal
Airport Commission 1980 Construction Fund" in a bank that is a
member of the Federal Deposit Insurance Corporation. The moneys
in the Construction Fund shall be disbursed solely for paying the
cost of accomplishing the Project and paying expenses incurred in
connection with the authorization and issuance of the Temporary
Bond. Moneys held in the Construction Fund may, at the option of
and pursuant to the direction of the Commission, be invested and
reinvested in direct obligations of, or obligations the principal
of and interest on which are unconditionally guaranteed by the
United States of America, in obligations of agencies of the United
States of America, or Bank Certificates of Deposit which shall
mature, or which shall be subject to redemption by the holder
thereof, at the option of the holder, not later than the date or
dates when the moneys held for the credit of the Construction Fund
will be required for accomplishing the Project, as determined by
the Commission in its discretion. Any profit realized from
investment of moneys in the Construction Fund may be used by the
Commission for any lawful purpose.
Section 12. The City expressly covenants with the
Payee that it will, on or prior to the maturity date of the
Temporary Bond, issue the Permanent Bonds and apply a sufficient
amount of the proceeds thereof to retire, on or prior to maturity,
the Temporary Bond.
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Section 13. It is understood and agreed that the
Commission, acting for and on behalf of the City, has custody of
and control over the Airport, operates, maintains and repairs the
Airport and collects and handles Airport revenues. Therefore, it
is understood and agreed that all references herein to the City
shall, when appropriate in view of the authority and
responsibility of the Commission, be construed to include the
Commission. To this end, the Commission, by resolution, has
expressly adopted and approved this Ordinance and the provisions
hereof and has thereby agreed to perform all covenants and
obligations with reference to the Airport and Airport revenues,
set forth herein, the performance of which are within its
authority and jurisdiction.
Section 14. The provisions of this Ordinance are
hereby declared to be separable and if any provision shall for any
reason be held illegal or invalid, such holding shall not affect
the validity of the remainder of the Ordinance.
Section 15. That all ordinances, resolutions and parts
thereof in conflict herewith are hereby repealed to the extent of
such conflict.
Section 16. That there is hereby ascertained and
declared that an immediate need exists for the Project to be
financed from the proceeds of the Temporary Bond, in order to have
adequate facilities at the Airport. It is, therefore, declared
that an emergency exists, and this Ordinance being necessary for
the immediate preservation of the public peace, health and safety,
shall take effect and be in force from and after its passage.
PASSED: August 16 , 1983.
APPROVED: ,
ATTEST:
ayor M W. Be afield
Pity ClerRo Jane Czech
(SEAL)
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