18872I
PA
ORDINANCE NO. 18,872
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3 AN ORDINANCE TO PROVIDE FOR THE ISSUANCE AND SALE OF
4 AIRPORT REVENUE REFUNDING BONDS FOR THE PURPOSE OF
5 REFUNDING OUTSTANDING AIRPORT REVENUE REFUNDING
6 BONDS; TO PROVIDE FOR THE PAYMENT OF THE PRINCIPAL
7 AND INTEREST ON THE BONDS; TO AUTHORIZE THE
8 EXECUTION AND DELIVERY OF A SUPPLEMENTAL TRUST
9 INDENTURE; AND TO PRESCRIBE OTHER MATTERS RELATING
10 THERETO; AND DECLARING AN EMERGENCY.
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12 WHEREAS, the Little Rock National Airport and its related properties and
13 facilities (the "Airport ") are being operated, managed, and maintained by the Little
14 Rock Airport Commission (the "Commission "), which was created pursuant to Act No.
15 53 of the Acts of Arkansas of 1949, as amended, and Initiated Ordinance No. 8511 of the
16 City of Little Rock, Arkansas (the "City"); and
17 WHEREAS, Ordinance No. 16,745 of the City authorized the issuance and sale in
18 multiple series the total principal amount of $12,500,000 City of Little Rock, Arkansas
19 Airport Revenue Refunding Bonds and the execution of a Master Trust Indenture dated
20 as of October 1, 1994 (the "Master Trust Indenture "). The initial series of bonds was
21 issued in the principal amount of $4,935,000 under the Master Trust Indenture and a
22 Supplemental Trust Indenture dated as of October 1, 1994 (the "Series 1994 Bonds ").
23 WHEREAS, Ordinance No. 16,951 of the City authorized the issuance and sale of
24 a second series of bonds under the Master Trust Indenture and a Supplemental Trust
25 Indenture dated as of September 1, 1995 in the principal amount of $5,300,000 (the
26 "Series 1995 Bonds ").
[PAGE 1 OF 51
Ordinance
To provide for iv utnoo and sale of
Airport Revenue Refunding Bonds
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WHEREAS, the Commission has requested that the Board of Directors of the City
(the 'Board of Directors') authorize the sale and issuance of airport revenue refunding
bonds for the purposes of refunding the prior bonds, establishing a Debt Service
Reserve Funds and paying expenses and bond issuance costs incidental thereto; and
WHEREAS, the bonds will be issued in the total principal amount not exceeding
$8,000,000, (the "Series 2003 Bonds'); and
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS
OF THE CITY OF LITTLE ROCK, ARKANSAS:
Section 1: Under the Authority of the Constitution and laws of the State of
Arkansas, including particularly Act No. 53 of the Acts of Arkansas of 1949, as
amended, and Act No. 974 of the Acts of Arkansas of 1985, as amended, City of Little
Rock, Arkansas, Airport Refunding Revenue Bonds (the "Series 2003 Bonds ") are
hereby authorized and ordered sold and issued in the total principal amount not to
exceed $8,000,000. The Bonds shall not be general obligations of the City, but shall be
special obligations payable solely from Airport revenues and certain other funds more
specifically identified in a Master Trust Indenture dated as of October 1, 1994, as
supplemented and amended by the Series 2003 Supplemental Indenture (identified
hereinafter.
Section 2: The issuance of the Bonds is hereby authorized for the purposes of (i)
providing funds to refund the prior bonds; (ii) to fund the Series 2003 Debt Service
Reserve Subaccount, and (iii) to pay the costs of issuance of the Series 2003 Bonds. The
Bonds will mature, bear interest and be subject to redemption in accordance with the
provisions of the Series 2003 Supplemental Indenture. The 2003 Bonds will be issued on
a parity of security with each other and all other bonds, if any, previously issued or to
be issued under the Master Trust Indenture.
[PAGE 2 OF 51
Ordinance
To provide for issuance and sale of
Airport Revenue Refunding Bonds
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Section 3: The Bonds shall be sold to Crews & Associates, Inc. and Herenton
Capital Partners, Inc. (collectively the "Underwriters "). The Underwriters propose to
purchase the Bonds pursuant to a bond purchase agreement in substantially the form
submitted to the meeting at which this Ordinance is adopted (the 'Bond Purchase
Agreement'). All actions heretofore taken by the Mayor, City Clerk, and Director of
Finance in connection with the offering of the Bonds, including the preparation and
distribution of the Preliminary Official Statement, preparation of the Official Statement,
and preparation of this Ordinance (the "Authorizing Ordinance ") are hereby in all
respects ratified and approved. The Official Statement is deemed a final Official
Statement for purposes of the Securities and Exchange Commission Rule 15c2 -12. The
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
shall deem advisable is hereby authorized and approved and the Treasurer shall sign
and deliver such final Official Statement to the Underwriters for distribution to the
owners of the Series 2003Bonds and other interested persons.
Section 4: The appointment of Regions Bank, N.A., to serve as trustee for the
Series 2003 Bonds is hereby approved (the "Trustee ")
Section 5: To prescribe the terms and conditions upon which the Series 2003
Bonds are to be executed, issued, accepted, held and secured, the Mayor is hereby
authorized and directed to execute and acknowledge a Series 2003 Supplemental Trust
Indenture (the "Series 2003 Supplemental Indenture ") between the City and the Trustee,
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 the City Clerk are
hereby authorized and directed to cause the Series 2003 Supplemental Indenture to be
accepted, executed and acknowledged by the Trustee. The Series 2003 Supplemental
Indenture is hereby approved in substantially the form submitted to this meeting with
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Ordinance
To provide for issuance and sale of
Airport Re enua Refunding Bonds
I such changes as shall be approved by such persons executing the document, their
2 execution to constitute conclusive evidence of such approval.
3 Section 6: The Mayor, the City Clerk, the Director of Finance and the
4 Commission, for and on behalf of the City, are authorized and directed to do any and
5 all things necessary to effect the execution and delivery of the Indentures, the
6 performance of all obligations of the City under the Indentures, the issuance, execution,
7 sale and delivery of the Bonds, and the performance of all acts of whatever nature
8 necessary to effect and carry out the authority conferred by this Ordinance. The Mayor,
9 City Clerk, the Director of Finance and the Commission are further authorized and
10 directed, for and on behalf of the City, to execute all papers, documents, certificates and
11 other instruments that may be required for the carrying out of such authority or to
12 evidence the exercise thereof.
13 Section 7: The appointment of Wright, Lindsey & Jennings LLP and Ivory Law
14 Firm as Co -Bond Counsel is hereby approved and ratified.
15 Section 8: It is hereby found and declared that an immediate need exists for
16 refunding of the prior bonds in order to achieve the most cost effective financing for the
17 City's Airport facilities. It is, therefore, declared that an emergency exists. This
18 Ordinance, being necessary for the immediate preservation of the public peace, health
19 and safety, shall take effect and be in force from and after its passage.
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21 ADOPTED: June 3, 2003
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23 ATTEST:
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26 Nano Woo . , City Clerk
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[PAGE 4 OF 51
Jim ailey, Mayor
ordinanee
To provide for issuance and sale of
Airport Revenue Refunding Bonds
I APPROVED AS TO FORM:
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4 Thomas M. Carpenter, CityAttorney
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[PACE 5 of 51
Ordinance
To provide for issuance and sale of
Airport Revenue Refunding Bonds