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HomeMy WebLinkAbout7059:RESOLUTION NO. 7_,059 A RESOLUTION O] CITY OF LITTLE ENTRY INTO AN THE PURPOSE OF AN INDUSTRIAL CITY. ? THE BOARD OF DIRECTORS OF THE ROCK, ARKANSAS AUTHORIZING THE AGREEMENT TO ISSUE BONDS FOR ASSISTING IN THE FINANCING OF FACILITY WITHIN OR NEAR THE WHEREAS, the City of Little Rock, Arkansas, is authorized under the provisions of Act No. 9 of the First Extraordinary Session of the General Assembly of the State of Arkansas for the year 1960, as amended ( "Act No. 9 "), to acquire, construct, improve, and equip facilities to secure and develop industry and to assist in the financing thereof by the issuance of bonds payable from the revenues deriled from such facilities; and WHEREAS, FLPB Associates, an Arkansas general partnership (the "Company "), has evidenced its interest in acquiring, improving, and equipping an industrial facility within or near the City of Little Rock if the permanent financing can be provided through the issuance of bonds under the authority of Act No. 9; and WHEREAS, the City of Little Rock desires to assist the Company in order to secure and develop industry within or near the City of Little Rock, and to aid in the financing thereof under the provisions of Act No. 9; and WHEREAS, it is desirable that the City of Little Rock enter into an Agreement to Issue Bonds for such purpose; NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF LITTLE ROCK, ARKANSAS, that: 1. The Mayor and the City Clerk of the City of Little Rock, Arkansas, be authorized to enter into an Agreement to Issue Bonds in substantially the form and substance as follows: No M M M AGREEMENT TO ISSUE BONDS M 4 THIS AGREEMENT is made as of September _, 1983, by and between the City of Little Rock, Arkansas, a municipal corporation under the laws of the State of Arkansas (the "City "), and the Company Associates, an Arkansas general partnership (the "Company "), for the purpose of carrying out the purposes set forth in Act No. 9 of the First Extraordinary Session of the General Assembly of the State of Arkansas for the year 1960, as amended ( "Act No. 9 "). W I T N E S S E T H: WHEREAS, the City is authorized by Act No. 9 to own, acquire, construct, equip, operate, maintain, sell, lease, contract concerning, or otherwise deal in or dispose of any land, buildings, or facilities of any and every nature whatsoever that can be used iii securing or developing industry within or near the City; and WHEREAS, the City has determined that such purposes may be served by cooperation with the Company for the acquisition, improving, and equipping of an industrial facility within or near the City to be used for computer disassembly, refurbishment, and testing or as may be profitable to the Company (the "Project "); and WHEREAS, the City and the Company desire to cooperate in the acquisition, improving, and equipping of the Project and to have the costs of acquiring, improving, and equipping the Project financed from the proceeds of revenue bonds of the City (the "Bonds ") to be issued pursuant to Act No. 9 in an aggregate principal amount now estimated not to exceed $5,000,000 (excluding any bonds issued to refund the Bonds); and WHEREAS, the City and the Company contemplate that the Project will be leased to the Company, with an option to purchase, and the rental payments therefor together with other moneys available shall be sufficient to pay debt service on the Bonds and all related costs; NOW, THEREFORE, in consideration of the premises and other good and valuable consideration under the mutual benefits, covenants and agreements herein expressed, the City and the Company agree as follows: I . Proceedings. All proceedings in connection with the issuance of the Bonds shall be consistent with the requirements of Act No. 9, including notice to all state agencies, and the publication of notice as required by Act No. 9. All references contained herein to the issuance of the Bonds shall be subject to compliance with the formalities of Act No. 9 when the facts required to do so are determined. 2. Acquisition. The City and the Company will cooperate in causing to be commenced and continued the required acquisition, improving, and equipping of the Project, and the Company may provide, or cause to be provided, the necessary interim financing to permit such acquisition, improving, and equipping of the Project to commence pending the issuance of interim and /or permanent bonds. Not later than the time of issuance of the Bonds for any portion of the Project, the Company will convey and transfer or cause to be conveyed and transferred to the City, for an amount approximately equal to that then expended by the Company for the Project or portions thereof which are financed by the Bonds then issued (including at the Company's option any costs of interim financing), the Project or portions thereof to be then financed. There shall also be conveyed to the City any easements and rights -of -way necessary to permit acquisition and operation of the Project or such portion. 3. Lease. The City shall enter into a lease, or leases, under which the Company will lease, with an option to purchase, from the City, such Project or portions thereof and will agree to make rental payments sufficient to pay the principal of, and premium, if any, and interest on the Bonds, together with all charges of any Trustee and /or any Paying Agent for the Bonds. 4. Sale of Bonds, Security. The City will take such steps as are necessary to issue, sell, and deliver, pursuant to the terms of Act No. 9, the Bonds for the purposes of financing the costs of the Project, in each case only upon receipt of the written designation by the Company of the purchaser(s) or underwriter(s) thereof, such Bonds to be in such principal amount, to mature in such amount and times, to bear interest at such rate or rates, to be payable on such dates, and to have such optional and mandatory redemption features and prices as are determined by the City and approved in writing by the Company. The City further agrees that it will enter into the lease and, if required, an indenture of trust 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 . u M M M M M " 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 owner(s) of the Bonds. The lease, the 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 transaction so contemplated and in attempting to realize the_ desire of the parties hereto that the interest on all Bonds be exempt from Federal income taxation. 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 and /or issues from time to time, in such aggregate principal amount or amounts as the Company shall request in writing; provided, however, that all conditions of Act No. 9 shall have been met. It is further agreed that the proceeds of the Bonds shall not be invested so as to constitute any of the Bonds as arbitrage bonds within the meaning of Section 103(c) of the Internal Revenue Code of 1954, as amended, and applicable regulations promulgated pursuant thereto. 7. Costs to be Financed. The costs of the Project may include any costs permissible under Act No. 9, 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 counsel for the City, Rose Law Firm, a Professional Association, bond counsel, and 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. M � M M M rr M M M 5r 8. Termination. In the event that the Bonds shall not be sold within three years from the date hereof, this Agreement shall automatically terminate unless the parties hereto shall agree in writing to its extension for a further period of time specified in such writing. The Company may unilaterally terminate this Agreement without liability to the City (except for any amounts due and owing by the Company to the City arising out of the transactions occurring on or before the time of such termination, which shall be promptly paid by the Company to the City) by giving notice by ordinary mail, postage prepaid, to the City specifying therein the date of termination which may be the date of the notice. 9. Protection to the City. The Company shall pay all of the City's costs and expenses reasonably and necessarily incurred in connection with this Agreement or any other related document or instrument. The Company will at all times indemnify and hold harmless the City against any and all losses, costs, damages, expenses, and liabilities of whatsoever nature directly or indirectly resulting from, arising out of, or related to matters in connection with this Agreement. 10. Paymt i enn Lieu of Taxes. The City recognize that under decisions of the Arkansas, the Project will be exempt from ad The Company agrees, however, to enter into the City for initial administrative administrative charges, and annual payments in such amounts and on such terms as shall the City. and the Company Supreme Court of valorem taxation. an agreement with charges, annual in lieu of taxes, be established by 11. Purpose and Effect. The Bonds are to be issued, sold, and delivered under the authority of Act No. 9 and all related actions and documents shall be in conformity therewith. The ;'City intends this Agreement to be the expression of its present / intent, pursuant to the terms hereof, to issue the Bonds up to $5,000,000 aggregate principal amount outstanding at any one time, and also to issue additional Bonds if the Project costs exceed such amount, and to expend the Bond proceeds to defray the costs of the Project. The City considers this Agreement to be an official action for all purposes of the Federal Income Tax Regulations. IN WITNESS WHEREOF, the City of Little Rock, Arkansas, acting pursuant to a resolution of its Board of Directors, has caused its name to be hereunto subscribed and the Company has r r� r r, r r r r r r r5gr■ caused its name. to be subscribed hereto by its duly authorized general partner, all as of the year and date first above written. ATTEST: By: City Clerk (S E A L) ATTEST: By: Title: (S -E A L) CITY OF LITTLE ROCK, ARKANSAS Usa Mayor FLPB ASSOCIATES By: Fausett Development Company, Its General Partner By: Title: President 2. This Resolution shall be in full force and effect from and after its adoption. ADOPTED this 20th day of September, 1983. ATTEST: C&ty Clerk jone Czech (S E A L) S Mayor W. Abnafteld