20094ORDINANCE NO. 20,094
AN ORDINANCE AUTHORIZING THE ISSUANCE OF
INDUSTRIAL DEVELOPMENT REVENUE BONDS TO
FINANCE CERTAIN INDUSTRIAL FACILITIES; AUTHORIZING
THE LEASING OF SUCH FACILITIES TO SAGE V FOODS, LLC;
AUTHORIZING A TRUST INDENTURE SECURING THE
BONDS; AUTHORIZING THE SALE OF THE BONDS;
AUTHORIZING AND PRESCRIBING OTHER MATTERS
PERTAINING THERETO; AND DECLARING AN EMERGENCY.
WHEREAS, the City of Little Rock, Arkansas (the "City "), is authorized and empowered
under the provisions of Title 14, Chapter 164, Subchapter 2 of the Arkansas Code of 1987 Annotated
(the "Act "), to issue revenue bonds and to expend the proceeds thereof to finance land, buildings or
facilities which can be used in securing or developing industry; and
WHEREAS, it is proposed that the City issue its revenue bonds under the Act for the purpose
of financing certain industrial facilities in the Little Rock Port Industrial Park (the "Project "),
generally consisting of a rice production facility, together with related land and machinery,
equipment and other tangible personal property, for use by Sage V Foods, LLC, a California limited
liability company (the "Company "), and paying the expenses of issuing the bonds; and
WHEREAS, after due consideration, the City has determined to proceed with financing the
Project and to issue and sell its revenue bonds in the aggregate principal amount of not to exceed
$15,000,000 (the "Bonds "), and in connection therewith to enter into a Trust Indenture (the
"Indenture ") between the City and Regions Bank, Little Rock, Arkansas, as Trustee (the "Trustee "),
to secure the Bonds; and
WHEREAS, the Issuer has heretofore issued its Taxable Industrial Development Revenue
Bonds (Sage V Foods, LLC Project), 2008 Series A, A -2, and B, in the aggregate principal amount of
$11,000,000, for the purpose of financing a portion of the cost of acquiring and constructing the real
property comprising the Project, and has leased such property to the Company pursuant to the
provisions of a Lease Agreement dated as of November 1, 2008, by and between the Issuer and the
Company; and
WHEREAS, the machinery, equipment and other tangible personal property comprising the
Project will be owned by the City and leased to the Company pursuant to the provisions of a Lease
Agreement (the "Lease Agreement ") between the City and the Company; and
WHEREAS, forms of the Indenture and Lease Agreement have been presented to and are
before this meeting;
NOW, THEREFORE, BE IT ORDAINED by the Board of Directors of the City of Little
Rock, Arkansas:
Section 1. The Board of Directors hereby finds that the accomplishment of the Project,
and the issuance of the Bonds to finance the same, will provide substantial employment and payrolls
and will thereby secure and develop industry within and near the City.
Section 2. The issuance of the Bonds in the aggregate principal amount of $15,000,000,
or such lesser amount as shall be requested by the Company, is hereby authorized. The Bonds shall
be designated "City of Little Rock, Arkansas Taxable Industrial Development Revenue Bonds (Sage
V Foods, LLC Project), Series 2009." The Bonds shall bear interest at the rate of 5% per annum and
shall mature in the year 2023, which terms are recommended by the Company. The Bonds shall be
in the forms and denominations, shall be numbered, shall be dated, and shall be subject to
redemption prior to maturity all upon the terms and conditions recommended by the Company and
set forth in the Indenture.
Section 3. The Bonds shall be sold to the Company or its designee for the purchase price
of 100% of par, which price is recommended by the Company.
Section 4. To prescribe the terms and conditions upon which the Bonds are to be
executed, authenticated, issued, accepted, held and secured, the Mayor and City Clerk are hereby
authorized and directed to execute and acknowledge the Indenture for and on behalf of the City. The
Indenture is hereby approved in substantially the form submitted to this meeting, and the Mayor is
hereby authorized to confer with the Trustee and others in order to complete the Indenture in
substantially the form submitted to this meeting with such changes as shall be approved by him, his
execution to constitute conclusive evidence of such approval.
Section 5. There is hereby authorized the execution and delivery of the Lease Agreement,
and the Mayor and City Clerk are hereby authorized to execute, acknowledge and deliver the Lease
Agreement for and on behalf of the City. The Lease Agreement is hereby approved in substantially
the form submitted to this meeting, and the Mayor is hereby authorized to confer with the Company
and others in order to complete the Lease Agreement in substantially the form submitted to this
meeting with such changes as shall be approved by him, his execution to constitute conclusive
evidence of such approval.
Section 6. The acquiring, constructing and equipping of the Project, and the issuance and
sale of the Bonds, are exceptional situations in which the City has no responsibility for payment of
the costs and expenses thereof, all of which are payable by the Company, and the Company's
recommendations with respect thereto are acceptable to the City. In particular the Board of Directors
finds that (i) the Project consists of industrial facilities within the meaning of the Act, and (ii) the
Company's selection of Bond Counsel is a nationally recognized firm in the field of municipal bonds,
familiar with the Company, the Act, and the policies of the City with respect to the issuance of bonds
of the type now being issued. Therefore, pursuant to applicable laws of the State of Arkansas,
including the Act and Section 14 -47 -138 of the Arkansas Code of 1987 Annotated, competitive
bidding is hereby waived.
Section 7. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized
and directed to do any and all things necessary to effect the execution and delivery of the documents
herein authorized and the performance of all obligations of the City thereunder, the issuance,
execution, sale and delivery of the Bonds, 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 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 8. 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 copies of the Indenture and the Lease Agreement, and such documents shall
be on file for inspection by any interested person.
Section 9. 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 the sections, phrases and provisions.
Section 10. All ordinances, resolutions and parts thereof in conflict herewith are hereby
repealed to the extent of such conflict.
Section 11. There is hereby found and declared to be an immediate need for the securing
and developing of industry in order to provide substantial employment and payrolls, thereby
alleviating unemployment and otherwise benefitting the public health, safety and welfare of the City
and the inhabitants thereof, and the issuance of the Bonds authorized hereby and the taking of the
other action 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 preservation of the public peace, health and safety shall be in force and effect
immediately upon and after its passage.
PASSED: March 31, 2009.
ATTEST:
(SEAL) rig 1
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APPROVED:
7,
Mayor