139460
ORDINANCE NO. 13,946
AN ORDINANCE AUTHORIZING THE ISSUANCE OF
INDUSTRIAL DEVELOPMENT REVENUE BONDS FOR
THE PURPOSE OF PROVIDING PERMANENT
FINANCING FOR INDUSTRIAL FACILITIES;
AUTHORIZING A TRUST INDENTURE SECURING THE
BONDS; AUTHORIZING A LEASE AND AGREEMENT
BETWEEN THE CITY OF LITTLE ROCK, ARKANSAS,
AS LESSOR, AND NATIONAL BY- PRODUCTS, INC.,
AS LESSEE; 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 Act No. 9
of the First Extraordinary Session of the Sixty- Second General
Assembly of the State of Arkansas, approved January 21, 1960,
as amended (the "Act "), to issue revenue bonds and to expend
the proceeds thereof to finance the acquisition, construction
and equipment of lands, buildings or facilities which can be
used in securing or developing industry; and
WHEREAS, it is proposed that the City provide permanent
financing, through the issuance of revenue bonds under the Act,
for the costs of acquiring, constructing and equipping certain
industrial facilities consisting of lands, buildings,
improvements, machinery, equipment, vehicles and facilities
(the "Project "), and that the City lease the Project to
National By- Products, Inc., an Iowa corporation (the
"Company "), as part of an industrial plant to be operated by
the Company (or its successors or assigns) at the City; and
WHEREAS, the City by enactment of Resolution No. 6,456 on
October 21, 1980 (the "Inducement Resolution ") declared its
intent to assist a new industry now identified as the Company
in the financing of the Project pursuant to the provisions of
the Act; and
WHEREAS, pursuant to and in accordance with the provisions
of the Act, the City is now prepared to proceed with financing
the Project and to issue and sell up to $1,500,000 in principal
amount of its Industrial Development Revenue Bonds - National
By- Products, Inc. Project (the "Bonds ") , to provide such
financing; and
WHEREAS, copies of the hereinafter described Trust
Indenture and Lease and Agreement have been presented to and
are before this meeting;
WHEREAS, the Bonds are to be sold and delivered in one
series, in the principal amount of up to $1,500,000, dated,
bearing interest, maturing and subject to redemption as
hereinafter set forth in the form of Indenture authorized by
the Ordinance;
NOti r THEREFORE, BE IT ORDAINED by the Board of Directors
of the City of Little Rock, Arkansas:
.S_Q9_UQIl_l. That the issuance of the Bonds is hereby
authorized. The Bonds shall be issued in the forms and
denominations, shall be dated, shall be numbered, shall mature
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(ove.r a period not to exceed thirty [30] years) , shall bear
interest (at a rate or rates not to exceed ten percent [10 %]
per annum), and shall be subject to redemption prior to
maturity all upon the terms and conditions recommended by the
Company and to be set forth in the Trust Indenture (hereinafter
authorized) securing the Bonds.
Section 2. That the Bonds be sold to a firm or firms,
institution or institutions designated by the Company and
others (the "Purchasers ") for the purchase price recommended by
the Company and upon the terms and conditions set forth in the
Bond Purchase Agreement(the "Bond Purchase Agreement "). The
Mayor and City Clerk are hereby authorized and directed to
cause the Bond Purchase Agreement to be accepted, executed and
delivered to the Company and the Purchasers.
.Section 3. 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 acknowledge a Trust Indenture by and
between the City and a banking institution with trust powers
located within or without the state and authorized by law to
act as a trustee (the "Trustee ") which banking institution will
act as Trustee thereunder, dated as of the date of the Bonds
(the "Indenture "), 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 City Clerk are
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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, and the Mayor is hereby authorized
to confer with the Trustee, the Company and the Purchasers in
order to complete the 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.
Section A. That there be, and there is hereby authorized
the execution and delivery of a Lease and Agreement by and
between the City as Lessor, and the Company as Lessee (the
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"Lease Agreement "), and the Mayor and City Clerk be, and they
are hereby, authorized to execute, acknowledge and deliver the
Lease Agreement for and on behalf of the City. The Lease
Agreement is hereby approved substantially in the form
submitted to this meeting, and the Mayor is hereby authorized
to confer with the Company, the Trustee and the Purchasers in
order to complete the 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.
Section 5-. That there be, and there is hereby authorized
the preparation and distribution to the various prospective and
actual purchasers of the Bonds an Official Statement in the
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name-of the City, describing the City, the Company, the
Project, the Bonds, the Lease Agreement and the Indenture, and
setting forth such other information as may be determined to be
necessary or desirable by the Purchasers and the City. The
Mayor is authorized to execute such Official Statement on
behalf of the City.
section 6. That the Mayor and the 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 Lease Agreement, the performance
of all obligations of the City under the Lease Agreement, the
execution and delivery of :the Indenture, the performance of all
obligations of the City under and pursuant to the Indenture,
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.
That the Mayor and the City Clerk 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.
2g-Ction 7-• That the City is hereby involved with the
acquiring, constructing and equipping of industrial facilities,
and pursuant to applicable laws of the State of Arkansas,
including particularly the Act, competitive bidding is waived.
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Section 8. That the City Clerk is hereby authorized and
directed to file in the office of the City Clerkl 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
Indenture and Lease Agreement, and such documents shall be on
file for inspection by any interested person.
Section 9. 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 of fect the validity of the remainder of
the sections, phrases and provisions.
Section IA. That all ordinances, resolutions and parts
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thereof in conflict herewith are hereby repealed to the extent
of such conflict.
Section U. That there is hereby found and declared to
be an immediate need for the securing and developing of
industry in order to provide employment and payrolls, alleviate
unemployment and otherwise benefit 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 immediate preservation of the
public peace, health and safety shall be in force and effect
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immediately upon and after its passage.
PASSED: December 16, 1980.
ATTEST: APPROVED:
Gamy-, &Xed�-
City C1 rk M or
(SEAL)
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