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1 RESOLUTION NO. 111,439
2 A RESOLUTION AUTHORIZING THE ENTRY INTO AN
3 AGREEMENT TO ISSUE BONDS FOR THE PURPOSE OF
4 ASSISTING IN THE FINANCING OF INDUSTRIAL FACILITIES
5 WITHIN THE CITY OF LITTLE ROCK, ARKANSAS, TO BE
6 LEASED TO RAYTHEON AIRCRAFT COMPANY PURSUANT TO
7 THE AUTHORITY OF THE LAWS OF THE STATE OF ARKANSAS,
8 INCLUDING PARTICULARLY AMENDMENT 65 TO THE
9 ARKANSAS CONSTITUTION AND THE MUNICIPALITIES AND
10 COUNTIES INDUSTRIAL DEVELOPMENT REVENUE BOND LAW
11
12 WHEREAS, the City of Little Rock, Arkansas (the "City "), is authorized under the
13 provisions of Amendment 65 to the Arkansas Constitution and the Municipalities and Counties
14 Industrial Development Revenue Bond Law, Arkansas Code Annotated §§ 14- 164 -201 to -224
15 (Michie Repl. 1998 & Supp. 2001), as amended (the "Act'), to own, acquire, construct, equip,
16 and lease facilities to secure and develop industry and to assist in the financing thereof by the
17 issuance of bonds payable from the revenues derived from such facilities; and
18 WHEREAS, Raytheon Aircraft Company, a division of Raytheon Company, a Delaware
19 corporation (the "Company "), has evidenced its interest in acquiring, constructing, and equipping
20 an expansion of its industrial facilities at Little Rock National Airport within the City if the
21 permanent financing can be provided through the issuance of bonds under the authority of the
22 Act; and
23 WHEREAS, the City desires.to assist the Company in order to secure and develop
24 industry within the City, and to aid in the financing thereof under the provisions of the Act; and
25 WHEREAS, it is desirable that the City enter into an Agreement to Issue Bonds for such
26 purpose.
27 NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
28 THE CITY OF.LITTLE ROCK, ARKANSAS that:
29 Section 1. The Mayor and the City Clerk of the City are hereby authorized to enter into an
30 Agreement to Issue Bonds in substantially the form and substance as follows:
0
E
1 AGREEMENT TO ISSUE BONDS
2 THIS AGREEMENT is made as of 2002, by and
3 between the City of Little Rock, Arkansas, a city of the first class under the laws of the State of
4 Arkansas (the "City "), and Raytheon Aircraft Company, a division of Raytheon Company, a
5 Delaware corporation (the "Company "), for the purpose of carrying out the purposes set forth in
6 the Municipalities and Counties Industrial Development Revenue Bond Law, Arkansas Code
7 Annotated §§ 14- 164 -201 to -224 (Michie Repl. 1998 & Supp. 2001), as amended (the "Act ").
8 WITNESSETH:
9 WHEREAS, the City is authorized by Amendment 65 to the Arkansas Constitution and
10 the Act to own, acquire, construct, reconstruct, extend, equip, improve, operate, maintain, sell,
11 lease, or contract concerning, or otherwise deal in or dispose of any land, buildings, or facilities
12 of any and every nature that can be used in securing or developing industry within or near the
13 City; and
14 WHEREAS, the City has determined that such purposes may be served by cooperation
15 with the Company in the acquisition, construction, and equipping of industrial facilities located
16 at Little Rock National Airport in the City to be used in the Company's business of designing,
17 manufacturing, and installing completion of business jet aircraft and for other lawful purposes of
18 the Company as may be profitable to it; and
19 WHEREAS, the facility will be located at the Little Rock National Airport, Adams Field,
20 2400 David Grundfest Jr. Drive, Little Rock, Arkansas 72202, and will consist of acquiring,
21 constructing, and equipping an industrial facility consisting of expansion of existing buildings
22 and a new hangar and associated workspace for designing, manufacturing, and installing
23 completion of business jet aircraft (the "Project "); and
24 WHEREAS, the City and the Company desire to cooperate in the acquisition,
25 constructing, and equipping of the Project and to have the costs of the Project financed from the
26 proceeds of revenue bonds of the City (the "Bonds ") to be issued pursuant to the Act in an
27 aggregate principal amount now estimated not to exceed $25,000,000 (excluding any bonds
26 issued to refund the Bonds); and
29 WHEREAS, the City and the Company intend to enter into a Second Amendment to
30 Lease Agreement (the "Lease ") of the real and personal property constituting the Project, which
31 contemplate that the Project will be leased to the Company, with an option to purchase for a
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1 nominal price, and the rental payments therefor together with other moneys available shall be
2 sufficient to pay debt service on the Bonds and all related costs;
3 NOW, THEREFORE, in consideration of the premises and other good and valuable
4 consideration under the mutual benefits, covenants, and agreements herein expressed, the City
5 and the Company agree as follows:
6 1. Proceedings. All proceedings in connection with the issuance of the Bonds shall be
7 consistent with the requirements of the Act. All references contained herein to the issuance of the
8 Bonds shall be subject to compliance with the formalities of the Act when the facts required to
9 do so are determined.
10 2. Acquisition, Construction, and Equipping. The City and the Company will
11 cooperate in causing to be commenced and continued the required acquisition, construction, and
12 equipping of the Project, and the Company may provide, or cause to be provided, the necessary
13 interim financing to permit work on the Project to commence and continue expeditiously pending
14 the issuance of Bonds. Not later than the date of issuance of the Bonds, the Company will convey
15 and transfer or cause to be conveyed and transferred to the City, for an amount approximately
16 equal to that then expended by the Company (including at the Company's option any costs of
17 interim financing), the Project or portions thereof theretofore acquired, constructed, and
18 equipped. There shall also be conveyed to the City any easements and rights -of -way necessary to
19 permit construction, equipping, installation, operation, and maintenance of the Project or such
20 portion.
21 3. Lease. The City and the Company shall enter into the Lease under which the Company
22 will lease the Project, with an option to purchase for a nominal price, from the City for a term not
23 to exceed 20 years with respect to each Project and will agree to make rental payments sufficient
24 to pay the principal of and premium, if any, and interest on the Bonds, together with all charges
25 of any Trustee and/or any Paying Agent for the Bonds.
26 4. Sale of Bonds, Security. The City will take such steps as are necessary to issue, sell,
27 and deliver the Bonds, pursuant to the terms of the Act, for the purposes of financing the costs of
28 the Project, in each case only upon receipt of the written designation by the Company of the
29 purchaser(s) or underwriter(s) thereof, such Bonds to be in such principal amount, to mature in
30 such amount and times, to bear interest at such rate or rates, to be payable on such dates, and to
31 have such optional and mandatory redemption features and prices as are determined by the City
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and approved in writing by the Company. The City further agrees that it will enter into the Lease
and a trust indenture with a bank or trust company, qualified to exercise trust powers where
necessary, for the purpose of providing rental payments sufficient, with other amounts available
from the Company or directly or indirectly from the proceeds of the Bonds, to pay the principal
of and premium, if any, and interest on the Bonds as they become due together with the charges
of any Trustee and/or any Paying Agent for the Bonds, and pledging and /or otherwise securing
the payment of such rental payments for the benefit of the holder(s) of the Bonds. The Lease, the
trust indenture, other related documents, and the Bonds shall contain such terms and conditions
as are agreed upon by the City and the Company. The City will cooperate in consummating the
transactions so contemplated.
5. Bonds to be Special Obligations. The City shall have no financial responsibility with
respect to the Project, the Bonds, or the costs associated with either, and the Bonds shall be
special obligations of the City and shall never constitute a general obligation, indebtedness, or
pledge of the credit of the City within the meaning of any constitutional or statutory provision
and shall never be paid in whole or in part out of any funds raised or to be raised by taxation or
any other revenues or other funds of the City except those (including unexpended Bond
proceeds) derived from or in connection with the sale or lease of the Project as provided for
herein.
6. Conditions of Issuance. The Bonds may be issued either at one time or in several
series from time to time, in such aggregate principal amount or amounts as the Company shall
request in writing; provided, however, that all conditions of the Act shall have been met.
7. Costs to be Financed. The costs of the Project may include any costs permissible
under the Act, including but not limited to reasonable and necessary costs, expenses, and fees
incurred by the City in connection with the issuance of the Bonds or in connection with the
Project, such as out -of- pocket expenses incurred by any employee of the City; fees and out -of-
pocket expenses of Rose Law Firm, a Professional Association, as bond counsel; fees and
expenses of any trustee; fees and expenses, if any, required in connection with the underwriting
or placement of the Bonds; recording costs; rating agency's fees, if any; and printing costs. The
City will upon request provide or cause to be provided any data or information which may be
reasonably required to verify any of the costs, expenses, and fees enumerated above.
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1 8. Termination. In the event that the Bonds shall not be sold within five years from the
2 date hereof, this Agreement shall automatically terminate unless the parties hereto shall agree in
3 writing to its extension for a further period of time specified in such writing, which agreement on
4 the part of the City shall not be unreasonably withheld. The Company may unilaterally terminate
5 this Agreement without liability to the City (except for any amounts due and owing by the
6 Company to the City arising out of the transactions occurring on or before the time of such
7 termination, which shall be promptly paid by the Company to the City) by giving notice by
8 ordinary mail, postage prepaid, to the City specifying therein the date of termination, which may
9 be the date of the notice.
10 9. Protection to the City. The Company shall pay all of the City's costs and expenses
11 reasonably and necessarily incurred in connection with this Agreement or any other related
12 document or instrument. The Company will at all times indemnify and hold harmless the City
13 against any and all losses, costs, damages, expenses, and liabilities of whatsoever nature directly
14 or indirectly resulting from, arising out of, or related to matters in connection with this
15 Agreement. Such indemnification shall include, but is not limited to, all clean-up costs, litigation
16 costs, fines, or penalties resulting from or relating to the real property on which the Project are to
17 be located and from any activities of the Company thereon.
18 10. Ad Valorem Taxation Exemption. The City and the Company recognize that under
19 the Arkansas Constitution and decisions of the Supreme Court of Arkansas and in accordance
20 with Arkansas Code Annotated (Michie Repl. 1998 & Supp. 2001) §§ 14- 164 -701 to -703, the
21 Project will be exempt from ad valorem taxation. The City agrees that the Company shall be
22 required to enter into an Agreement for Payments in Lieu of Taxes ( "PILOT Agreement ") with
23 the City for payments in lieu of ad valorem taxes that would otherwise be levied by local public
24 bodies with taxing authority in substantially the form submitted to the Board of Directors at this
25 meeting. The Mayor is hereby authorized and directed to execute and acknowledge the PILOT
26 Agreement. The PILOT Agreement is hereby approved in substantially the form submitted at this
27 meeting, and the Mayor is hereby authorized to confer with the Company in order to complete
28 the PILOT Agreement with such modifications as shall be approved by the Mayor, his execution
29 to constitute conclusive evidence of such approval.
30 11. Purpose and Effect. The Bonds are to be issued, sold, and delivered under the
31 authority of the Act and all related actions and documents shall be in conformity therewith. The
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I City intends this Agreement to be the expression of its present intent, pursuant to the terms
2 hereof, to issue the Bonds up to $25,000,000 aggregate principal amount outstanding at any one
3 time, and also to issue additional Bonds if the Project costs exceed such amount, and to expend
4 the Bond proceeds to defray the costs of the Project.
5 12. Assignment. The Company may assign this Agreement in whole or in part to an
6 affiliate of the Company without the prior written consent of the City and may assign this
7 Agreement in whole or in part to an entity which is not an affiliate of the Company with the prior
8 written consent of the City, which consent shall not be unreasonably withheld. Notwithstanding
9 the foregoing, no assignment and no dealings or transactions between the City and any assignee
10 shall relieve the Company of any of its obligations under this Agreement.
11 IN WITNESS WHEREOF, the City of Little Rock, Arkansas, acting pursuant to a
12 Resolution of its Board of Directors, has caused its name to be hereunto subscribed by its Mayor
13 and the Company has caused its corporate name to be subscribed hereto by its duly authorized
14 officer, all as of the year and date first above written.
15 CITY OF LITTLE ROCK, ARKANSAS
16 By:
17 Mayor
WO,
19
20
RAYTHEON AIRCRAFT COMPANY
Chief Operating Officer
21 Section 2. This Resolution shall be in full force and effect from and after its adoption.
22 Section 3. Severability. In the event any title, section, paragraph, item, sentence, clause,
23 phrase, or word of this resolution is declared or adjudged to be invalid or unconstitutional, such
24 declaration or adjudication shall not affect the remaining portions of the resolution which shall
25 remain in full force and effect as if the portion so declared or adjudged invalid or
26 unconstitutional was not originally a part of the resolution.
27 Section 4. Repealer. All laws and parts of laws are hereby repealed to the extent of such
28 inconsistency.
29 ADOPTED: November, 2002
30 ATTEST: APPROVED:
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3 Nancy (Wood, C(Xy Clerk
4 APPROVED AS TO LEGAL FORM:
5
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7 Thomas M. Carpenter, City Attoi@ey
8 H
9 H
94&4-&dLZ4
Jim D v y, Mayor
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As presentelSo City Board of Director* 1/1912002
SECOND RESTATED
PAYMENT IN LIEU OF TAXES AGREEMENT
City of Little Rock, Arkansas Date:
City Hall, Room 208
Little Rock, Arkansas 72201
Attention: Director of Finance
Re: City of Little Rock, Arkansas Industrial Development Revenue Bonds
(Arkansas Modification Center, Inc. Project), $2,540,000 1991 Series A and
$11,565,000 1991 Taxable Series B, dated January 1, 1991; (Arkansas
Aerospace, Inc. Project) $3,110,000 1991 Taxable Series C, dated May 1, 1991;
and (Raytheon Aircraft Company Project), $ 2003 Taxable Series
D, dated 1, 2003
Ladies and Gentlemen:
The City of Little Rock has issued the 1991 Series A Bonds, 1991 Taxable Series B Bonds,
and 1991 Taxable Series C Bonds described above under the provisions of Act No. 9 of the First
Extraordinary Session of the 62nd General Assembly of the State of Arkansas, approved
January 21, 1960, as amended (the "Act "), for the purpose of financing the cost of the acquisition
of a ground lease for real property owned by the Little Rock Municipal Airport Commission,
construction of buildings, including hangars, shops, and corporate offices, and purchasing
furnishings, fixtures, and equipment to be used in the business of designing, manufacturing, and
installing interiors of and avionics for airplanes and in the business of servicing and maintaining
airplanes (the "Original Project") to be located at the Little Rock National Airport. The City
proposes to issue the 2003 Taxable Series D Bonds described above under the provisions of the
Act for the purpose of financing an expansion to the Project by the acquisition, construction, and
equipping of an expansion of existing buildings and a new hangar and associated workspace for
designing, manufacturing, and installing completion of business jet aircraft (the "2003 Project ").
The Original Project and the 2003 Project are referred to collectively as the "Project ". The
Project has been leased by the City and the Little Rock Municipal Airport Commission to
Raytheon Aircraft Company (formerly, Arkansas Aerospace, Inc. and Arkansas Modification
Center, Inc.) (the "Company "), pursuant to a Lease Agreement, dated as of January 1, 1991, as
amended by a First Amendment to Lease Agreement, dated as of May 1, 1991, and a Second
Amendment to Lease Agreement, dated as of 1, 2003 (the "Lease ").
The 1991 Series A Bonds, 1991 Taxable Series B Bonds, 1991 Taxable Series C Bonds, and
2003 Taxable Series D Bonds (collectively, the "Bonds ") mature serially or are subject to
sinking fund redemption on January 1 in each year through 2022 and are payable at the offices of
UMA Bank, N.A., Kansas City, Missouri.
This Second Restated Payment in Lieu of Taxes Agreement restates and replaces that certain
First Restated Payment in Lieu of Tax Agreement, dated May 9, 1991, between the City of Little
Rock and the Company.
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Under the policies of the City applicable to industrial development bonds, the Company has
previously paid an administrative fee to the City of $12,053.75. The Company will pay an
administrative fee to the City of $2,500 in connection with the issuance of the 2003 Taxable
Series D Bonds, such amount to be payable on or before the adoption of an ordinance
authorizing the issuance of the 2003 Taxable Series D Bonds by the City's Board of Directors.
Additional amounts will be paid to the City annually for administrative expenses during a portion
of the time the Bonds are outstanding as hereinafter provided.
Article VI of the Lease provides that the Company is obligated to pay all taxes and
assessments levied and assessed on the Project during the term of the Lease. The Company is
informed and understands that, notwithstanding the provision of Article VI of the Lease, under
Article 16, Section 5 of the Constitution of the State of Arkansas and Act 497 of the Regular
Session of the 73`d General Assembly of the State of Arkansas, approved March 16, 1981 (Act
No. 497), the Project will be exempt from ad valorem taxes because it is owned by the City and
used for a public purpose within the meaning of the applicable Constitutional and statutory
provisions affording the exemption.
Thus, the Company understands that it, as Lessee of the Project owned by the City, will, in
fact, pay no ad valorem taxes on the Project property under the provisions of Article VI of the
Lease. The City has indicated a reluctance to lose all tax revenues which would otherwise be
received by it if the property involved was privately owned.
Therefore, to induce the City to proceed with the issuance of the Bonds for the purpose
indicated, which will inure to the benefit of the Company, and for other valuable consideration,
the receipt of which is hereby acknowledged, the Company agrees with the City as follows:
1. (a) To defray the City's administrative expense and as compensation for services
rendered, and to be rendered, the Company will pay to the City the sum of $3,000 annually
during each calendar year through 2022, payable on or before June 30 of each year.
(b) In lieu of ad valorem property taxes, the Company will pay to the City the annual sums
set forth below continuing through the year 2032 (unless otherwise provided), payable not later
than October 10 of each year:
October 10
(Dates Inclusive) Amount
1992-1994
$ 26,485
1995-1999
52,969
2000
—2004
79,454
2005
—2009
105,938
2010
—2012
132,423
Commencing with the year 2013 and continuing through the year 2022, as long as the
Company occupies the Project, the Company will pay to the City an annual sum equal to
$132,423 plus 35% of the amount which would be payable as ad valorem taxes on the
Company's interest in the 2003 Project were the 2003 Project not exempt from ad valorem
taxation, payable not later than October 10 each year. From and after the year 2023, the
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Company will pay to the City an annual sum equal to the amount which would be payable as ad
valorem taxes on the Company's interest in the Project were the Project not exempt from ad
valorem taxation, payable not later than October 10 each year.
(c) Payments not paid when due shall bear interest at 6.25% per annum until paid.
2. Payments hereunder are not intended to be in lieu of (i) any licenses, occupation or
privilege tax, or fee imposed upon the Company for or with respect to its right to carry on its
business in the State of Arkansas, (ii) any special benefit or local improvement tax or
assessment, or (iii) fees or charges for utility services rendered, such as for water or sewer
services.
3. If by reason of a change in the Constitution of the State of Arkansas, a change by the
Supreme Court of the State of Arkansas in its interpretation of the Constitution, a change by the
General Assembly of the State of Arkansas, or otherwise the Company is required to pay any tax
for which the payments specified in paragraph I(b) are intended to be in lieu, the Company may
deduct the aggregate of any such payments made by it from any amount herein agreed to be paid
under paragraph 1(b); provided, however, there shall be no deduction from the amount required
to be paid to the City under paragraph 1(a).
4. The agreement herein made by the Company shall terminate and be of no further force
and effect from and after the date that the Lease shall terminate for any purpose other than a
default on the part of the Company. If such termination shall be at a point constituting a portion
of a year, the Company shall pay for the year in which termination occurred that portion of the
specified annual payment that the number of days in such year that the Project was exempt prior
to the terminations bears to 365 days.
5. This Agreement shall be binding upon the successors and assigns of the Company, but no
assignment shall be effective to relieve the Company of any of its obligations hereunder unless
expressly authorized and approved in writing by the City.
When executed, this instrument shall constitute a valid and binding contract between the
Company and the City.
Very truly yours,
RAYTHEON AIRCRAFT COMPANY
By:
3
Chief Operating Officer
9
ACCEPTED:
CITY OF LITTLE ROCK, ARKANSAS
By:
Jim Dailey, Mayor
Date:
APPROVED:
PULASKI COUNTY, ARKANSAS
By:
Floyd G. "Buddy" Villines, County Judge
Date:
APPROVED:
LITTLE ROCK SCHOOL DISTRICT OF
PULASKI COUNTY, ARKANSAS
By:
T. Kenneth James, Superintendent of
Schools
Date:
APPROVED:
Richard Weiss, Chief Fiscal Officer
Date:
APPROVED:
Jim Pickens, Director of the Department of
Economic Development
Date:
0
As presente *o City Board of Director* 1/1912002
SECOND RESTATED
PAYMENT IN LIEU OF TAXES AGREEMENT
City of Little Rock, Arkansas Date:
City Hall, Room 208
Little Rock, Arkansas 72201
Attention: Director of Finance
Re: City of Little Rock, Arkansas Industrial Development Revenue Bonds
(Arkansas Modification Center, Inc. Project), $2,540,000 1991 Series A and
$11,565,000 1991 Taxable Series B, dated January 1, 1991; (Arkansas
Aerospace, Inc. Project) $3,110,000 1991 Taxable Series C, dated May 1, 1991;
and (Raytheon Aircraft Company Project), $ 2003 Taxable Series
D, dated 1, 2003
Ladies and Gentlemen:
The City of Little Rock has issued the 1991 Series A Bonds, 1991 Taxable Series B Bonds,
and 1991 Taxable Series C Bonds described above under the provisions of Act No. 9 of the First
Extraordinary Session of the 62nd General Assembly of the State of Arkansas, approved
January 21, 1960, as amended (the "Act'), for the purpose of financing the cost of the acquisition
of a ground lease for real property owned by the Little Rock Municipal Airport Commission,
construction of buildings, including hangars, shops, and corporate offices, and purchasing
furnishings, fixtures, and equipment to be used in the business of designing, manufacturing, and
installing interiors of and avionics for airplanes and in the business of servicing and maintaining
airplanes (the "Original Project') to be located at the Little Rock National Airport. The City
proposes to issue the 2003 Taxable Series D Bonds described above under the provisions of the
Act for the purpose of financing an expansion to the Project by the acquisition, construction, and
equipping of an expansion of existing buildings and a new hangar and associated workspace for
designing, manufacturing, and installing completion of business jet aircraft (the "2003 Project').
The Original Project and the 2003 Project are referred to collectively as the "Project'. The
Project has been leased by the City and the Little Rock Municipal Airport Commission to
Raytheon Aircraft Company (formerly, Arkansas Aerospace, Inc. and Arkansas Modification
Center, Inc.) (the "Company "), pursuant to a Lease Agreement, dated as of January 1, 1991, as
amended by a First Amendment to Lease Agreement, dated as of May 1, 1991, and a Second
Amendment to Lease Agreement, dated as of 1, 2003 (the "Lease ").
The 1991 Series A Bonds, 1991 Taxable Series B Bonds, 1991 Taxable Series C Bonds, and
2003 Taxable Series D Bonds (collectively, the "Bonds ") mature serially or are subject to
sinking fund redemption on January I in each year through 2022 and are payable at the offices of
UMA Bank, N.A., Kansas City, Missouri.
This Second Restated Payment in Lieu of Taxes Agreement restates and replaces that certain
First Restated Payment in Lieu of Tax Agreement, dated May 9, 1991, between the City of Little
Rock and the Company.
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Under the policies of the City applicable to industrial development bonds, the Company has
previously paid an administrative fee to the City of $12,053.75. The Company will pay an
administrative fee to the City of $2,500 in connection with the issuance of the 2003 Taxable
Series D Bonds, such amount to be payable on or before the adoption of an ordinance
authorizing the issuance of the 2003 Taxable Series D Bonds by the City's Board of Directors.
Additional amounts will be paid to the City annually for administrative expenses during a portion
of the time the Bonds are outstanding as hereinafter provided.
Article VI of the Lease provides that the Company is obligated to pay all taxes and
assessments levied and assessed on the Project during the term of the Lease. The Company is
informed and understands that, notwithstanding the provision of Article VI of the Lease, under
Article 16, Section 5 of the Constitution of the State of Arkansas and Act 497 of the Regular
Session of the 73`d General Assembly of the State of Arkansas, approved March 16, 1981 (Act
No. 497), the Project will be exempt from ad valorem taxes because it is owned by the City and
used for a public purpose within the meaning of the applicable Constitutional and statutory
provisions affording the exemption.
Thus, the Company understands that it, as Lessee of the Project owned by the City, will, in
fact, pay no ad valorem taxes on the Project property under the provisions of Article VI of the
Lease. The City has indicated a reluctance to lose all tax revenues which would otherwise be
received by it if the property involved was privately owned.
Therefore, to induce the City to proceed with the issuance of the Bonds for the purpose
indicated, which will inure to the benefit of the Company, and for other valuable consideration,
the receipt of which is hereby acknowledged, the Company agrees with the City as follows:
1. (a) To defray the City's administrative expense and as compensation for services
rendered, and to be rendered, the Company will pay to the City the sum of $3,000 annually
during each calendar year through 2022, payable on or before June 30 of each year.
(b) In lieu of ad valorem property taxes, the Company will pay to the City the annual sums
set forth below continuing through the year 2032 (unless otherwise provided), payable not later
than October 10 of each year:
October 10
(Dates Inclusive) Amount
1992-1994
$ 26,485
1995—
1999
52,969
2000 —2004
79,454
2005 —2009
105,938
2010 —2012
132,423
Commencing with the year 2013 and continuing through the year 2022, as long as the
Company occupies the Project, the Company will pay to the City an annual sum equal to
$132,423 plus 35% of the amount which would be payable as ad valorem taxes on the
Company's interest in the 2003 Project were the 2003 Project not exempt from ad valorem
taxation, payable not later than October 10 each year. From and after the year 2023, the
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Company will pay to the City an annual sum equal to the amount which would be payable as ad
valorem taxes on the Company's interest in the Project were the Project not exempt from ad
valorem taxation, payable not later than October 10 each year.
(c) Payments not paid when due shall bear interest at 6.25% per annum until paid.
2. Payments hereunder are not intended to be in lieu of (i) any licenses, occupation or
privilege tax, or fee imposed upon the Company for or with respect to its right to carry on its
business in the State of Arkansas, (ii) any special benefit or local improvement tax or
assessment, or (iii) fees or charges for utility services rendered, such as for water or sewer
services.
3. If by reason of a change in the Constitution of the State of Arkansas, a change by the
Supreme Court of the State of Arkansas in its interpretation of the Constitution, a change by the
General Assembly of the State of Arkansas, or otherwise the Company is required to pay any tax
for which the payments specified in paragraph 1(b) are intended to be in lieu, the Company may
deduct the aggregate of any such payments made by it from any amount herein agreed to be paid
under paragraph 1(b); provided, however, there shall be no deduction from the amount required
to be paid to the City under paragraph 1(a).
4. The agreement herein made by the Company shall terminate and be of no further force
and effect from and after the date that the Lease shall terminate for any purpose other than a
default on the part of the Company. If such termination shall be at a point constituting a portion
of a year, the Company shall pay for the year in which termination occurred that portion of the
specified annual payment that the number of days in such year that the Project was exempt prior
to the terminations bears to 365 days.
5. This Agreement shall be binding upon the successors and assigns of the Company, but no
assignment shall be effective to relieve the Company of any of its obligations hereunder unless
expressly authorized and approved in writing by the City.
When executed, this instrument shall constitute a valid and binding contract between the
Company and the City.
Very truly yours,
RAYTHEON AIRCRAFT COMPANY
ki
Chief Operating Officer
0
ACCEPTED:
CITY OF LITTLE ROCK, ARKANSAS
By:
Jim Dailey, Mayor
Date:
APPROVED:
PULASKI COUNTY, ARKANSAS
By:
Floyd G. "Buddy" Villines, County Judge
Date:
APPROVED:
LITTLE ROCK SCHOOL DISTRICT OF
PULASKI COUNTY, ARKANSAS
By:
T. Kenneth James, Superintendent of
Schools
Date:
APPROVED:
Richard Weiss, Chief Fiscal Officer
Date:
APPROVED:
Jim Pickens, Director of the Department of
Economic Development
Date:
11
ROSE IAW FIRM
A PROr 1: S fi I ON TL Asti O CI AT ION
WRITRR's TELEPHONE
(501) 377 -0312
Ms. Nancy D. Wood
City Clerk
City Hall, Room 203
500 West Markham Street
Little Rock, AR 72201
Re: Raytheon Aircraft Company
Dear Nancy:
ATTORNEYS
120 East Fourth Street
Little Rock, Arkansas
72201 -2893
501 -375 -9131
501- 3754309 FAX
www.roselawfirm.com
November 13, 2002
C�
WRITER's ELECTRONIC MAIL
jdickey@roselawfirm.com
Enclosed for your file please find copies of Receipts signed by Kenneth James and Richard
Weiss for Notice of Approval of In- Lieu -of -Tax Payments. Also enclosed, is a copy of the Notice of
Public Hearing and Affidavit of publication.
Sincerely,
M. J e Dickey
MJD:nr
Enclosures
cc: Ms. Barbara I. Pardue
0
0
NOTICE OF APPROVAL OF IN- LIEU -OF -TAX PAYMENTS
Notice is hereby given that the Board of Directors of the City of Little Rock, Arkansas, may
take action regarding approval of in- lieu -of -tax payments by Raytheon Aircraft Company in
connection with the issuance of not to exceed $Z-, ;000,000 in aggregate principal amount of
Taxable Industrial Development Revenue Bonds (Raytheon Aircraft Company Project) by the City
under the authority of the Municipalities and Counties Industrial Development Revenue Bond
Law, as amended. The Bonds will be issued to provide funds to finance the cost of acquiring,
constructing, and equipping an industrial facility consisting of expansion of existing buildings and a
new hangar and associated workspace for designing, manufacturing, and installing completion of
business jet aircraft, to be located at the Little Rock National Airport, Adams Field, 2400 David
Grundfest Jr. Drive, Little Rock, Arkansas 72202. The Project will owned by the City and leased to
and operated by Raytheon Aircraft Company. A draft of the proposed agreement is submitted with
this Notice.
Dated this 6th day of November, 2002.
ancy City Jerk
RECEIPT ACKNOWLEDGED: LI ood,
LITTLE ROCK SCHOOL DISTRICT OF
PULASKI COUNTY, ARKANSAS
By: /
T. Kenneth Jafnes, Superintend nt of
Schools
Date: 7 O
RECEIPT ACKNOWLEDGED:
STATE OF ARKANSAS
0
Richard Weiss, Chief Fiscal Officer
Date:
Delivery Instructions:
Deliver to Dr. James and Mr. Weiss on or before Friday, November 8, 2002.
0
7
NOTICE OF APPROVAL OF IN- LIEU -OF -TAX PAYMENTS
Notice is hereby given that the Board of Directors of the City of Little Rock, Arkansas, may
take action regarding approval of in- lieu -of -tax payments by Raytheon Aircraft Company in
connection with the issuance of not to exceed $,-�S, 000,000 in aggregate principal amount of
Taxable Industrial Development Revenue Bonds (Raytheon Aircraft Company Project) by the City
under the authority of the Municipalities and Counties Industrial Development Revenue Bond
Law, as amended. The Bonds will be issued to provide funds to finance the cost of acquiring,
constructing, and equipping an industrial facility consisting of expansion of existing buildings and a
new hangar and associated workspace for designing, manufacturing, and installing completion of
business jet aircraft, to be located at the Little Rock National Airport, Adams Field; 2400 David
Grundfest Jr. Drive, Little Rock, Arkansas 72202. The Project will owned by the City and leased to
and operated by Raytheon Aircraft Company. A draft of the proposed agreement is submitted with
this Notice.
Dated this 6th day of November, 2002.
ancy ood, Ctty Jerk
RECEIPT ACKNOWLEDGED:
LITTLE ROCK SCHOOL DISTRICT OF
PULASKI COUNTY, ARKANSAS
0
T. Kenneth James, Superintendent of
Schools
Date:
RECEIPT ACKNOWLEDGED:
STATE OF ARKANSAS
By:
Ri hard Weiss, Chief Fiscal Officer
O
Date: /% — " 0 L
Delivery Instructions:
Deliver to Dr. James and Mr. Weiss on or before Friday, November 8, 2002.
ULM
STATEMENT OF LEGAL ADVERTISING
ROSE LAW FIRM
120 E FOURTH ST
LITTLE ROCK AR 72201
ATTN: Nadine Roller
DATE 11/08/02 INVOICE #: 6813
ACCT #: LB29408 P.O. #:
STATE OF ARKAITSAS,
COUNTY OF PULASKI, I ss.
I, Elizabeth Myers do solemnly swear that I am the
Legal Billing Clerk of the Arkansas Democrat -
Gazette, a daily newspaper printed and published
in said County, State of Arkansas; that I was so
related to this publication at and during the
publication of the annexed legal advertisement in
the matter of:
PUBLIC HEARING
pending in the Court, in said County, and
at the dates of the several publications of said
advertisement stated below, and that during said
periods and at said dates, said newspaper was
printed and had a bona fide circulation in said
County; that said newspaper had been regularly
printed and published in said County, and had a
bona fide circulation therein for the period of
one month before the date of the first publication
of said advertisement; and that said advertisement
was published in the regular daily issues of said
newspaper as stated below.
DATE DAY LINAGE RATE DATE DAY LINAGE RATE
11/08 Fri 70 1.25
TOTAL COST ----------------- - - - - -- 87.50
Billing Ad #: 11612833
:o" 1V .,
oQ•S• •1 y•.
v NCTARY� I
P�USLIIC Q
REMIT TO:
ARKANSAS DEMOCRAT - GAZETTE, INC.
P.O. BOX 2221
LITTLE ROCK, AR 72203
BII.LING QUESTIONS CALL 378 -3812
AD COPY