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13847ORDINANCE NO. 13,847 AN ORDINANCE AUTHORIZING THE REFUNDING OF THE CITY OF LITTLE ROCK, ARKANSAS PARKING FACILITIES REVENUE BONDS, SERIES A, DATED APRIL 1, 1971; - REPEALING CERTAIN SECTIONS OF ORDINANCE NO. 12,452, ADOPTED 14AY 4, 1970; AUTHORIZING THE ISSUANCE OF HOTEL AND RESTAURANT GROSS RECEIPTS TAX BONDS (LITTLE ROCK CONVENTION CENTER PROJECT); AUTHORIZING A TRUST INDENTURE SECURING THE BONDS; AUTHORIZING THE SALE OF THE BONDS; AUTHORIZING AN OFFICIAL STATEMENT; AUTHORIZING AND PRESCRIBING OTHER MATTERS PERTAINING THERETO; AND DECLARING AN EMERGENCY. WHEREAS, the City of Little Rock, Arkansas (the "City ") is authorized, pursuant to Act No. 380 of the Acts of Arkansas of 1971, as amended ( "Act No. 380 "), to acquire, construct, equip and operate facilities including convention facilities for the securing and developing of tourism activities and tourist industry within the City; and WHEREAS, the City Advertising and Promotion Commission of the City (the "Commission "), in cooperation with the Board of Directors of the City (the "Board "), has formulated plans for the acquisition, construction and equipment of additional convention facilities to be located in the downtown area of the City (the "Project ") ; and WHEREAS, the Project will consist of the acquisition of land and air rights within the City along the Arkansas River, (bounded by Main Street, Ashley Street and Markham Street), the destruction of existing buildings thereon, the construct- ing and equipping thereon of convention facilities, the payment of a fee to the Developer and of certain preopening expenses as provided in the Development Agreement, and the pro- viding of $500,000 to pay a portion of the cost of proposed parking facilities to be located near the convention facilities. WHEREAS, pursuant to the recommendation of the Commis- sion, the Board has determined that it would be in the best interests of the City and its inhabitants to accomplish the -2- Project and, thereby, promote and enhance the development and growth of tourism activities and the tourism industry within the City; and WHEREAS, the City can finance a portion of the cost of accomplishing the Project from the proceeds of its City of Little Rock, Arkansas Hotel and Restaurant Gross Receipts Tax Bonds (Little Rock Convention Center Project), Series 1980 (the "Bonds "); and WHEREAS, the Bonds are to be issued in accordance with and to be secured as provided by the terms and conditions set forth in the Trust Indenture identified and approved here- inafter; and WHEREAS, a portion of the security for the Bonds is a pledge of revenues derived from collections of the City's tax upon the gross receipts or gross proceeds from hotel, motel, restaurant and other on- premises food consumption establishments within the boundaries of the City levied by Ordinance No. 12,353 as amended by Ordinance No. 13,527 of the ordinances of the City, pursuant to the authority of Act No. 185 of the Acts of Arkansas of 1965, as amended (the "Gross Receipts Tax "), a portion of such collec- tions of the Gross Receipts Tax having been pledged to secure certain of the City's Parking Facilities Revenue Bonds (the "Parking Facilities Revenue Bonds ") issued pursuant to Ordinance No. 12,452 of the ordinances of the City, adopted and approved May 4, 1980 ( "Ordinance No. 12,452 "); and WHEREAS, pursuant to the recommendation of the Commis- sion, the Board has determined that it would be in the best interests of the City and its inhabitants to refund the Parking Facilities Revenue Bonds and to discharge the City's pledge of -3- collections of the Gross Receipts Tax to secure those bonds made by Ordinance No. 12,425; and WHEREAS, the Board has determined that it would be in the best interests of the City and its inhabitants to accom- plish the Project, thereby promoting and developing the tourist industry and tourism activities within the City and stimulating and enhancing the economic growth and well -being of the City and its inhabitants; NOW, THEREFORE, BE IT ORDAINED by the Board of Directors of the City of Little Rock, Arkansas: Section 1. That the refunding of the Parking Facilities Revenue Bonds and the discharge of the City's pledge of revenues derived from collections of the Gross Receipts Tax made by Ordinance No. 12,452 be accomplished. In order to defease the lien of the Parking Facilities Revenue Bonds approximately $1,475,000 of the proceeds of the Bonds shall be deposited in an Escrow Account to be held by The City National Bank of Fort Smith, Fort Smith, Arkansas, trustee for the Parking Facilities Revenue Bonds, under an Escrow Agreement with the City. Such Escrow Agreement shall contain those terms and conditions acceptable to the Mayor, whose acceptance and approval thereof shall be deemed to be evidenced conclusively, by the execution of such Escrow Agreement, provided, however, that such Escrow Agreement shall contain provisions requiring that except for any portion of the Escrow Agreement held as uninvested cash, the Escrow Account will be used under the Escrow Agreement to purchase direct obligations of the United States of America (the "Federal Securities "); that the uninvested cash, the Federal Securities, as they mature, and the interest earned thereon, must be sufficient, without reinvestment, to pay, -4- when due, the principal of, redemption premium, and interest on .. the Parking Facilities Revenue Bonds; that the trustee for the Bonds shall have no power to sell, transfer, otherwise dispose of or request the redemption of the Federal Securities or to sub- stitute therefor any other obligations; that the trust fund created pursuant to the Trust Indenture (hereinafter identified) and the Escrow Agreement shall be irrevocable; and that the holders of the Parking Facilities Revenue Bonds shall have an express lien on all moneys and Federal Securities held in the Escrow Account until paid out and used in accordance with the Trust Indenture and the Escrow Agreement. In order to accomplish the purposes of this Section 1, the Mayor and the Clerk of the City are hereby authorized to take all action and to execute all instruments necessary or desirable therewith. Section 2. That upon the delivery of the proceeds of the Bonds to The City National Bank of Fort Smith, trustee for the Parking Facilities Revenue Bonds, and the deposit thereof in the Escrow Account created under the Escrow Agreement between such trustee and the City, the City's pledge of revenues derived from collections of the Gross Receipts Tax made by Section 12 of Ordinance No. 12,452 is hereby discharged and cancelled and Section 12 of Ordinance No. 12,452 is hereby repealed. Further, upon such delivery and deposit of funds, adequate provisions will have been made for the payment of the Parking Facilities Revenue Bonds and for the protection of the holders thereof and the provisions of all other ordinances and parts of ordinances pertaining to such purposes, including, without limitation, Sections 6, 7, 8,'9, 10, 11, 17, 18, 19 and 20 of Ordinance No. 12,452, should be and are hereby repealed. Section 3, That upon the delivery of the proceeds of the Bonds to The City National Bank of Fort Smith, trustee for the Parking Facilities Revenue Bonds, and the deposit thereof in the Escrow Account created under the Escrow Agreement between such trustee and the City, the balance of all amounts deposited in the several funds created pursuant to those sections of Ordinance No. 12,452 repealed herein shall be transferred to the Bond Reserve Fund created pursuant to the Trust Indenture (hereinafter identified). -5- Section 4. That the issuance of the Bonds is hereby authorized. The Bonds shall be issued in the principal amount not to exceed $28,650,000, in the forms and denominations, shall be dated, shall be numbered, shall mature (over a period not to exceed forty (40) years), shall bear interest, and shall be subject to redemption prior to maturity all upon the terms and conditions to be set forth in the Trust Indenture (hereinafter authorized) securing the Bonds. The rate or rates of interest which the Bonds shall bear shall not exceed ten percent (100) per annum, and such rate or rates shall be established upon the recommendation of the Underwriters,(hereinafter identified) as approved and accepted by the Mayor and such other members of the Board who shall be selected by the Board to consult with the Underwriters for the purpose of establishing such rate or rates. Section 5. That the Bonds be sold to E. F. Hutton & Company, Inc. and T. J. Raney & Sons, Inc. (collectively, the "Underwriters ") for the purchase price and upon the terms and conditions set forth in a Contract of Purchase to be entered into between the City and the Underwriters (the "Contract of Purchase "). The Contract of Purchase is hereby approved in substantially the form submitted to this meeting and the Mayor is hereby authorized to confer with the Underwriters and with the Commission in order to complete the Contract of Purchase and is authorized to execute and deliver the Contract of Purchase on behalf of the City in sub- stantially the form presented to this meeting, with such changes as shall be approved by those persons executing the document, whose execution shall constitute conclusive evidence of such approval. Section 6. To prescribe the terms and conditions upon which the Bonds are to be executed, authenticated, issued, accepted, held and secured, the Mayor is hereby authorized and directed to execute and acknowledcre a Trust Indenture by and between the City and the City Clerk or the Assistant City Clerk are hereby authorized and directed to execute and acknowledge the Trust Indenture and to affix the seal of the City thereto, and the Mayor and the City Clerk or the Assistant City Clerk are hereby authorized and directed to cause the Trust Indenture to be accepted, executed and acknowledged by the Trustee. The Trust Indenture is hereby approved in sub- stantially the form submitted to this meeting, and the Mayor is hereby authorized to confer with the Trustee, the Commission and the Underwriters in order to complete the Indenture in sub- stantially the form submitted to this meeting, with such changes as shall be approved by those persons executing the Trust Indenture, whose execution shall constitute conclusive evidence of such approval. Section 7. The City hereby expressly pledges, and covenants to use, revenues derived from collections of the Gross Receipts Tax to the extent that such revenues may be required, together with revenues derived from other sources, to secure the payment of the Bonds and any Additional Bonds (as defined in the Trust Indenture), the deposits required to be made pursuant to the Trust Indenture and the payment of the Budgeted Commission Expenses (as defined in the Trust Indenture). In this regard, the Commission is hereby authorized to use from time to time all of the revenues derived from the Gross Receipts Tax for any purpose authorized by Act No. 185 of the Acts of Arkansas of 1965, as amended, or as authorized from time to time by any applicable law or ordinance, subject in all instances to the priority of pledge and claim on such revenues as made by this Section 7 and by this Ordinance. All references herein to "City" in connection with the Gross Receipts Tax, or in connection with the functions of the Commission, shall, where applicable, be deemed to mean or include the Commission. The City and the Commission covenant and agree that they will at all times while any of the Bonds are outstanding, continue to collect the Gross Receipts Tax in at least the amount necessary to enable the City to discharge its obligations set forth in this Section 7 and in this Ordinance. -7- Section 8. That there be, and there is hereby authorized the preparation and distribution to various prospective and ac Purchasers of the Bonds of an Official actual cial Statement and a preliminary Official Statement in the name of the City, describing the Cit the Bonds y� the Trust Indenture and such other instruments and documents relating to the Project J and setting forth such other information as may be determined to be necessary or desirable the Underwriters and the Commission. The Mayor is authorized y ed to approve and execute such Official Statement on behalf of the City, and his execution thereof shall constitute conclusive evidence Of such approval. Section 9. That the Mayor and the City Clerk or the _i Assistant 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 and delivery of the Trust Indenture, the performance of all obligations of the City under and pursuant to the Trust Indenture, the issuance execution, sale and delivery of the Bonds, the execution and delivery of the Contract of Purchase, the execution, delivery and distribution of an Offical Statement, and the performance of all acts of whatever nature necessary to effect and carry out the authority conferred by this Ordinance. The Mayor and City Clerk or the Assistant City Clerk, shall 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 10. That the City Clerk is hereby authorized and directed to file in the office of the City Clerk, as a part of the minutes of the meeting at which this Ordinance is adopted, for inspection by any interested person, a copy of the Trust Indenture and the Contract of Purchase. Section 11. That the law firm of Friday, Eldredge & Clark, Little Rock, Arkansas be and is hereby appointed to act as Bond Counsel on behalf of the City in connection with the issuance and sale of the Bonds. A R we Section 12. That the provisions of this Ordinance are hereby declared to be separable, 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 sections, phrases and provision hereof. Section 13. That all ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict except as amended hereby. Section 14. That there is found and declared to be an immediate need for the promoting and developing of the tourist industry and tourism activities within the City in order to stimu- late and enhance the economic growth and well -being of the City and its inhabitants, and the issuance of the Bonds authorized hereby and the taking of the other actions authorized hereby are immediately necessary for the accomplishing of these public benefits and purposes. 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 be in force and effect immediately upon and after its passage. PASSED: August 5, 1980 ATTEST: <:: '0_1 - Assi ant City C erk (SEAL)