16031• •
ORDINANCE NO. 16,031
AN ORDINANCE AUTHORIZING THE ISSUANCE OF INDUSTRIAL
DEVELOPMENT REVENUE BONDS UNDER ARKANSAS CODE ANNOTATED
SECTIONS 14- 164 -201 to -224 (1987) FOR THE PURPOSE OF
SECURING AND DEVELOPING INDUSTRY (THE PARTICULAR
INDUSTRIAL PROJECT IS DESCRIBED IN THE ORDINANCE);
AUTHORIZING THE EXECUTION AND DELIVERY OF A BOND PURCHASE
AGREEMENT PROVIDING FOR THE SALE OF THE BONDS;
AUTHORIZING THE EXECUTION AND DELIVERY OF A FIRST
SUPPLEMENTAL TRUST INDENTURE SECURING THE BONDS;
AUTHORIZING AND PRESCRIBING CERTAIN MATTERS PERTAINING TO
THE INDUSTRIAL PROJECT, THE ACQUISITION, CONSTRUCTION,
AND EQUIPPING THEREOF, AND THE FINANCING THEREOF;
AUTHORIZING A FIRST AMENDMENT TO LEASE AGREEMENT BETWEEN
THE CITY AND THE LITTLE ROCK MUNICIPAL AIRPORT COMMISSION
AS LESSOR AND ARKANSAS MODIFICATION CENTER, INC., AS
LESSEE; AUTHORIZING THE EXECUTION AND DELIVERY OF THE
FIRST AMENDMENT TO LEASE AGREEMENT; AUTHORIZING THE
EXECUTION AND DELIVERY OF A FIRST RESTATED AGREEMENT FOR
PAYMENT IN LIEU OF TAXES; PRESCRIBING MATTERS RELATING
THERETO; AND DECLARING AN EMERGENCY.
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WHEREAS, the City of Little Rock, Arkansas, is authorized by
Arkansas Code Annotated Sections 14- 164 -201 to -224 (1987) to
acquire lands, construct and equip industrial buildings,
improvements, and facilities, and incur costs and expenses and make
expenditures incidental to and for the implementing and
accomplishing of the conduct of industrial operations; and
WHEREAS, the City is authorized by the Act to issue industrial
development revenue bonds payable from revenues derived from the
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industrial project so acquired and constructed and secured by a
lien thereon and security interest therein; and
WHEREAS, the City has previously issued its industrial
development revenue bonds under the provisions of the Act, being
$2,540,000 principal amount Industrial Development Revenue Bonds
(Arkansas Modification Center, Inc. Project), 1991 Series A, and
$11,565,000 principal amount Industrial Development Revenue Bonds
(Arkansas Modification Center, Inc. Project), 1991 Taxable Series
B; and
WHEREAS, the 1991 Series A Bonds and the 1991 Series B Bonds
were issued under and secured by a Trust Indenture, dated as of
January 1, 1991, by and between the City and Twin City Bank, as
Trustee; and
WHEREAS, the proceeds derived from the sale of the 1991 Series
A Bonds and the 1991 Series B Bonds are being used by the City to
finance the acquisition of a leasehold estate in real property
located at the Little Rock Regional Airport and the acquisition,
construction, and equipping of a substantial industrial project
thereon consisting of hangars, shops, and corporate offices and
related furnishings, fixtures, and equipment to be used in the
business of repairing and maintaining airplanes (the "Airport
Project ") and in the business of designing, manufacturing, and
installing interiors of and avionics for airplanes (the
"Manufacturing Project ") (the Airport Project and the Manufacturing
Project are collectively referred to as the "Projects "), and the
Projects are being leased to Arkansas Modification Center, Inc., an
Arkansas corporation (the "Company ") , for use in the Company's
business pursuant to the provisions of a Lease Agreement, dated as
of January 1, 1991, wherein the City and the Little Rock Municipal
Airport Commission (the "Commission ") are lessor and the Company is
lessee; and
WHEREAS, the necessary arrangements have been made with the
Company for the acquisition, construction, and equipping of an
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additional hangar and related furnishings, fixtures, and equipment
to be part of the Manufacturing Project; and
WHEREAS, permanent financing of the costs of the addition to
the Manufacturing Project, 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 the Act in the principal amount of
$3,110,000, to be designated 1991 Taxable Series C; and
WHEREAS, the City, proposes to enter into a Bond Purchase
Agreement with Stephens Inc., approved by the Company, to sell the
1991 Taxable Series C Bonds under the Act for the purposes
hereinafter described for the benefit of the Company; and
WHEREAS, an open public hearing on the question of the
issuance of the 1991 Taxable Series C Bonds was held before the
Board of Directors of the City on March 19, 1991, following
publication of notice in the Arkansas Democrat on February 25,
1991;
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 issuance of the 1991 Taxable
Series C Bonds in the principal amount of $3,110,000 and the sale
of the 1991 Taxable Series C Bonds to Stephens Inc. for a price of
$3,047,800 plus accrued interest to date of delivery. The 1991
Taxable Series C Bonds shall mature on January 1, 2006, and shall
bear interest at the rate of 9.63 percent per annum. To provide
the terms and conditions upon which the 1991 Taxable Series C Bonds
are to be sold to the Underwriter, the Mayor is hereby authorized
and directed to execute at the request of the Company a Bond
Purchase Agreement on behalf of the City, dated April 2, 1991, by.
and between the City and the Underwriter; and the Bond Purchase
Agreement is hereby approved in substantially the form submitted to
this meeting, and the Mayor is hereby authorized to confer with the
Company and the Underwriter in order to complete the Bond Purchase
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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 the Act, a copy of the Bond
Purchase 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.)
(b) The acquisition, construction, and equipping of the
addition to the Manufacturing 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 addition to the
Manufacturing Project; and
(c) The performance of all obligations of the City under
the Lease Agreement, as amended, pertaining to the acquisition,
construction, and equipping of the addition to the Manufacturing
Project and the performance of all obligations of the City under
the Bond Purchase Agreement.
Section 2. That to provide the terms and conditions upon
which the 1991 Taxable Series C Bonds are to be secured, executed,
authenticated, issued, accepted, and held, the Mayor is hereby
authorized and directed to execute and acknowledge a First
Supplemental Trust Indenture, dated as of May 1, 1991, by and
between the City and Twin City Bank, in the City of North Little
Rock, Arkansas, as trustee, and the City Clerk is hereby authorized
and directed to execute and acknowledge the First Supplemental
Trust Indenture and to affix the seal of the City thereto, and the
Mayor and City Clerk are hereby authorized and directed to cause
the First Supplemental Trust Indenture to be accepted, executed,
and acknowledged by the Trustee. The First Supplemental Trust
Indenture is hereby approved in substantially the form submitted to
this meeting, and the Mayor is hereby authorized to confer with the
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Trustee, the Company, and the Underwriter in order to complete the
First Supplemental Trust 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 the Act, a copy of the
First Supplemental Trust 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 and
directed the execution and delivery of a First Amendment to Lease
Agreement, dated as of May 1, 1991, by and between the City and the
Little Rock Municipal Airport Commission as Lessor and the Company
as Lessee, and the Mayor and City Clerk are hereby authorized to
execute, acknowledge, and deliver the First Amendment to Lease
Agreement for and on behalf of the City. The First Amendment to
Lease Agreement is hereby approved in substantially the form
submitted to this meeting, and the Mayor is hereby authorized to
confer with the Company, the Trustee, the Commission, and the
Underwriter in order to complete the First Amendment to 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 the Act, a copy of the
First Amendment to 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. That there be, and there is hereby, authorized and
directed the execution and delivery of a First Restated Payment in
Lieu of Taxes Agreement, dated as of May 1, 1991, by and between
the City and the Company (the "PILOT Agreement ") , and the Mayor and
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City Clerk are hereby authorized to execute, acknowledge, and
deliver the PILOT Agreement for and on behalf of the City. The
PILOT Agreement is hereby approved in substantially the form
submitted to this meeting, and the Mayor is hereby authorized to
confer with the Company, the Trustee, and the Underwriter in order
to complete the PILOT 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 the Act, a copy of the
PILOT 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 5. That 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 First
Amendment to Lease Agreement, the performance of the City's
obligations under the Lease Agreement, as amended, the execution
and delivery of the First Supplemental Trust Indenture, its
execution and acceptance by the Trustee, the performance of all
obligations of the City under and pursuant to the Trust Indenture,
as supplemented, the execution and delivery of the PILOT Agreement,
as restated, the execution and delivery of the Bond Purchase
Agreement, the execution and delivery of the 1991 Taxable Series C
Bonds, and the performance of all other acts of whatever nature
necessary to effect and carry out the authority conferred by this
Ordinance. The Mayor and the City Clerk are 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 6. That since the City is here involved with the
acquisition, constructing, and equipping of a complex industrial
project, requiring highly specialized work and specialized types of
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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 the Act.
Section 7. That Rose Law Firm, a Professional Association, of
Little Rock, Arkansas, is hereby appointed as Bond Counsel with
respect to the issuance of the 1991 Taxable Series C Bonds, and
Stephens Inc., of Little Rock, Arkansas, is hereby appointed
Underwriter with respect to the 1991 Taxable Series C Bonds, the
fees and expenses of which firms shall be costs of the addition to
the Manufacturing Project.
Section S. That the provisions of 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 9. That all ordinances, resolutions, and parts
thereof in conflict herewith are hereby repealed to the extent of
such conflict.
Section 10. 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 1991 Taxable series C 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 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.
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PASSED: April 2, 1991.
ATTEST:
Robbie Hancock, City Clerk
(S E A L)
APPROVED AS TO FORM:
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Thomas M. Carper, er, Acting
City Attorney
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Sharon Priest, Mayor
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