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ORDINANCE NO. 17,817
AN ORDINANCE PROVIDING FOR THE ISSUANCE AND SALE OF CAPITAL
IMPROVEMENT REVENUE BONDS FOR THE PURPOSE OF FUNDING THE
ACQUISITION AND CONSTRUCTION OF STREET, SIDEWALK, CURB,
GUTTER, DRAINAGE AND OTHER RELATED INFRASTRUCTURE
IMPROVEMENTS IN THE CITY OF LITTLE ROCK, ARKANSAS; PROVIDING
FOR THE PAYMENT OF THE PRINCIPAL OF AND INTEREST ON THE
BONDS; AUTHORIZING THE EXECUTION AND DELIVERY OF A MASTER
TRUST INDENTURE AND A SUPPLEMENTAL TRUST INDENTURE; AND
PRESCRIBING OTHER MATTERS RELATING THERETO; AND DECLARING
AN EMERGENCY.
WHEREAS, the City of Little Rock ( "City"), acting through the Board of Directors of the City,
has previously acknowledged the need for acquiring, constructing, equipping, renovating, expanding and
refurbishing certain street, sidewalk, curb, gutter, drainage and other related infrastructure facilities of the
City (the "Improvements "); and
WHEREAS, the City is authorized and empowered under the laws of the State of Arkansas,
including particularly Arkansas Code Annotated Title 14, Chapter 164, Subchapter 4, as amended (the
"Act "), to issue revenue bonds for the purpose of financing the Improvements; and
WHEREAS, in order to finance the acquisition, renovation and construction of the Improvements,
the City intends to issue its Capital Improvement Revenue Bonds (Infrastructure Improvements) (the
"Bonds ") in multiple series, and from time to time, pursuant to the provisions of the Act and the Master
Trust Indenture hereinafter described; and
WHEREAS, in order to finance the initial stages of the acquisition and construction of the
Improvements, the City intends to issue its Capital Improvement Revenue Bonds (Infrastructure
Improvements), Series 1998A (the "Series 1998A Bonds ") in an aggregate principal amount of
$19,000,000; and
WHEREAS, the City will pledge its franchise fees charged to public utilities for the privilege of
using the City's streets and rights -of -way pursuant to the authority contained in Arkansas Code Annotated
Title 14, Chapter 200, as more specifically defined hereinafter, to secure the payment of the principal of
and interest on the Bonds.
NOW THEREFORE, BE IT ORDAINED by the Board of Directors of the City of Little Rock,
Arkansas:
Section 1. The acquisition and construction of the Improvements are hereby authorized and
approved.
Section 2. Under the authority of the Constitution and laws of the State of Arkansas, including
particularly Arkansas Code Annotated Title 14, Chapter 164, Subchapter 4, the Series 1998A Bonds are
hereby authorized and ordered sold and issued in the total principal amount of $19,000,000. The Series
1998A Bonds shall bear interest, and shall mature and be subject to sinking fund redemption in the
amounts and on the dates set forth in Addendum A attached hereto and made a part hereof. The Bonds
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shall not be general obligations of the City, but shall be special obligations payable solely from revenues
received by the City from all franchise fees charged to public utilities for the privilege of using the City's
streets and rights -of -way pursuant to the authority contained in Arkansas Code Annotated Title 14,
Chapter 200 specifically including, but not limited to, all interest, profits or other income derived from
the investment of any moneys held pursuant to the Master Trust Indenture and required to be paid into the
Revenue Fund (collectively, the "Revenues"). Revenues not needed to pay debt service on the Series
1998A Bonds or other Bonds, may be released from the lien of the Indenture (hereinafter defined) and
used by the City for any lawful purpose, at the times and in the manner provided in the Indenture.
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Section 3. The issuance of the Series 1998A Bonds is hereby authorized for the purposes of (i)
providing funds to finance a portion of the cost of the acquisition and construction of the Improvements,
including payment of a portion of the interest on the Series 1998A Bonds during the construction and
acquisition period; (ii) to fund the Series 1998A Debt Service Reserve Fund (as defined in the Indenture),
and (iii) to pay the costs of issuance of the Series 1998A Bonds, including payment of the premium for
municipal bond insurance. The Series 1998A Bonds will be subject to redemption in accordance with the
provisions of the Indenture.
Section 4. The Series 1998A Bonds shall be sold to Morgan Keegan & Co., Inc. and Weems &
Company, Inc. pursuant to a Bond Purchase Agreement in substantially the form submitted to the meeting
at which this Ordinance is adopted (the "Bond Purchase Agreement "), with such changes, omissions,
insertions and revisions as the Mayor, City Clerk, and Director of Finance and Treasurer shall deem
advisable, the execution and delivery by the Mayor of such Bond Purchase Agreement to constitute
conclusive evidence of the City's acceptance and approval thereof. All actions heretofore taken by the
Mayor, City Clerk, and Director of Finance and Treasurer in connection with the offering of the Series
1998A Bonds, including the preparation of the Preliminary Official Statement, preparation of the
Indenture, and preparation of this Ordinance (the "Authorizing Ordinance ") are hereby in all respects
ratified and approved. The Mayor is hereby authorized and directed to take such action, at such time, with
respect to the Preliminary Official Statement as is necessary to cause the Preliminary Official Statement to
be deemed final for purposes of the Securities and Exchange Commission Rule 15(c)2 -12. The
Preliminary Official Statement of the City in the form presented at this meeting with such changes,
omissions, insertions and revisions as the Mayor, City Clerk, and Director of Finance and Treasurer shall
deem advisable is hereby authorized and approved and the Mayor or Treasurer shall sign and deliver the
final Official Statement for distribution to the owners of the Bonds and other interested persons.
Section 5. Metropolitan National Bank, Little Rock, Arkansas is hereby appointed to serve as
Trustee for the Series 1998A Bonds (the "Trustee ").
Section 6. To prescribe the terms and conditions upon which the Bonds are to be executed,
accepted, held and secured, the Mayor is hereby authorized and directed to execute a Master Trust
Indenture and a Supplemental Trust Indenture, each dated as of October 1, 1998 (collectively, the
"Indenture "), by and between the City and the Trustee, and the City Clerk is hereby authorized and
directed to 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, with such changes, omissions, insertions and revisions as the Mayor, City Clerk, and
Director of Finance and Treasurer shall deem advisable, the execution and delivery by the Mayor and
City Clerk of such Indenture to constitute conclusive evidence of the City's acceptance and approval
thereof.
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Section 7. The Mayor, the City Clerk and the Director of Finance and Treasurer, for and on
behalf of the City, are authorized and directed to do any and all things necessary to effect the preparation,
execution and delivery of the Indenture, the performance of all obligations of the City under the
Indenture, the issuance, execution, sale and delivery of the Series 1998A Bonds, the use of a portion of
the proceeds from the Series 1998A Bonds to commence construction and acquisition of the
Improvements and the performance of all acts enumerated in this Ordinance and all other acts of whatever
nature necessary to effect and carry out the authority conferred by this Ordinance. The Mayor, City
Clerk, and the Director of Finance and Treasurer 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 8. The appointment of Wright, Lindsey & Jennings LLP as Bond Counsel is hereby
approved and ratified.
Section 9. It is hereby found and declared that an immediate need exists for the infrastructure
improvements in order to achieve the most cost effective financing for the development of the City's
metropolitan infrastructure. It is, therefore, declared that an emergency exists. 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: September 1, 1998
ATTEST:
ROBBIE HANCOCK, CITY CLERK
APPROVED AS TO FORM
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THOMAS M. CARPENTER
CITY ATTORNEY
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APPROVED:
JI AILEY, MAYOR
October 1
Of the Year
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013*
2014*
2015
2016*
2017*
2018*
2019
• • 456
ADDENDUM A
Schedule of Maturities
Principal
Amount
* Reflects mandatory sinking fund redemption.
49525
$615,000
640,000
665,000
695,000
720,000
750,000
785,000
820,000
855,000
890,000
930,000
975,000
1,020,000
1,065,000
1,120,000
1,175,000
1,230,000
1,295,000
1,360,000
1,395,000
A -1
Interest
Rate %
3.80%
3.95
4.00
4.10
4.20
4.25
4.35
4.40
4.45
4.45
4.55
4.65
4.70
4.90
4.90
4.90
5.00
5.00
5.00
5.00