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HomeMy WebLinkAbout183821 ORDINANCE NO. 18,382 2 3 AN ORDINANCE AUTHORIZING THE ISSUANCE 4 OF INDUSTRIAL DEVELOPMENT REVENUE BONDS s FOR THE PURPOSE OF FINANCING CERTAIN 6 INDUSTRIAL FACILITIES; AUTHORIZING A TRUST 7 INDENTURE SECURING THE BONDS; s AUTHORIZING A LEASE AGREEMENT BETWEEN 9 THE CITY OF LITTLE ROCK, ARKANSAS AND 10 DILLARD STORE SERVICES, INC.; AUTHORIZING 11 THE SALE OF THE BONDS; AUTHORIZING AND 12 PRESCRIBING OTHER MATTERS PERTAINING 13 THERETO; AND DECLARING AN EMERGENCY. 14 WHEREAS, the City of Little Rock, Arkansas (the "City"), is authorized and is empowered under the provisions of Title 1.4, Chapter 164, Subchapter 2 of the Arkansas 16 Code of 1987 Annotated (the "Act "), to issue revenue bonds and to expend the proceeds 17 thereof to finance the acquisition, construction and equipment of land, buildings or is facilities which can be used in securing or developing industry; and 19 WHEREAS, the corporate headquarters of Dillard's, Inc., a Delaware 20 corporation, is located within the City at 1600 Cantrell Road, Little, Rock, Arkansas; 21 and 22 WHEREAS, it is proposed that the City issue its revenue bonds under the Act for 23 the purpose of financing the cost of acquiring, constructing and equipping an expansion 24 to such headquarters, generally consisting of two separate buildings totaling 25 approximately 200,000 square feet, together with furniture, fixtures and equipment, and 26 related parking lots, which comprise the new Design, Production and Technology 27 Center (the "Project "), and paying the expenses of issuing such bonds; and 28 11l 0 0 1 WHEREAS, the Project will be leased by the City to, and operated by, Dillard 2 Store Services, Inc., an Arizona corporation (the "Company "), for lease rentals sufficient 3 to provide for the payment of the principal of and interest on the Bonds, as due; and 4 WHEREAS, pursuant to and in accordance with applicable provisions of s Arkansas law, a public hearing was held on the date hereof before the Board of e Directors on the question of the issuance of such revenue bonds under the Act; and 7 WHEREAS, after due consideration, the City is now prepared to proceed with s financing the Project and to issue and sell its revenue bonds under the provisions of the 9 Act in the aggregate principal amount of not to exceed $30,000,000 (the 'Bonds "), to 10 provide such financing; and 11 WHEREAS, copies of the hereinafter described Trust Indenture, Lease 12 Agreement, and Agreement for Payment in Lieu of Taxes have been presented to and 13 are before this meeting; 14 NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF 15 DIRECTORS OF THE CITY OF LITTLE ROCK, ARKANSAS: 16 Section 1. The Board of Directors hereby finds that the completion of the 17 Project, and the issuance of the Bonds to finance the same, will provide substantial 18 employment and payrolls and will thereby secure and develop industry in the City. 19 Section 2. The issuance of the Bonds is hereby authorized. The Bonds shall be 20 designated City of Little Rock, Arkansas Industrial Development Revenue Bonds 21 (Dillard Store Services, Inc. Project), Series 2000, and shall be issued in the aggregate 22 principal amount of $30,000,000, or such lesser amount as shall be requested by the 23 Company. The Bonds shall be in the forms and denominations, shall be numbered, 24 shall be dated, shall be payable, and shall be subject to redemption prior to maturity all 25 upon the terms and conditions recommended by the Company and to be set forth in the 2e Trust Indenture (hereinafter authorized) securing the Bonds. The Bonds shall mature 27 in the year 2030 and shall bear interest at a fixed rate per annum as shall be 28 recommended by the Company, but not to exceed 10% per annum. 121 0 0 1 Section 3. The Bonds shall be initially sold to Dillard's, Inc. or such other 2 purchaser as shall be designated by the Company (the "Purchaser ") for the purchase 3 price of 100% of par. 4 Section 4. To prescribe the terms and conditions upon which the Bonds are to s be executed, authenticated, issued, accepted, held and secured, the Mayor is hereby 6 authorized and directed to execute and acknowledge a Trust Indenture (the "Indenture ") 7 by and between the City and Regions Bank, Little Rock, Arkansas, as trustee thereunder s (the "Trustee "), and the City Clerk is hereby authorized and directed to execute and 9 acknowledge the Indenture and to affix the seal of the City thereto, and the Mayor and 10 City Clerk are hereby authorized and directed to cause the Indenture to be accepted, 11 executed and acknowledged by the Trustee. The Indenture is hereby approved in 12 substantially the form submitted to this meeting, and the Mayor is hereby authorized to 13 confer with the Trustee and others in order to complete the Indenture in substantially 14 the form submitted to this meeting with such changes as shall be approved by such 15 persons executing the document, their execution to constitute conclusive evidence of 16 such approval. 17 Section 5. There is hereby authorized the execution and delivery of a Lease Is Agreement (the "Lease Agreement ") by and between the City and the Company, 19 pursuant to which the Project will be leased to the Company, and the Mayor and City 20 Clerk are hereby authorized to execute, acknowledge and deliver the Lease Agreement 21 for and on behalf of the City. The Lease Agreement is hereby approved in substantially 22 the form submitted to this meeting, and the Mayor is hereby authorized to confer with 23 the Company and others in order to complete the Lease Agreement in substantially the 24 form submitted to this meeting with such changes as shall be approved by such persons 25 executing the document, their execution to constitute conclusive evidence of such 26 approval. 27 Section 6. There is hereby authorized the execution and delivery of an 28 Agreement for Payments in Lieu of Taxes between the City and the Company (the 131 0 0 1 "PILOT Agreement "), and the Mayor is hereby authorized to execute and deliver the 2 PILOT Agreement for and on behalf of the City. The PILOT Agreement is hereby 3 approved in substantially the form submitted to this meeting, and the Mayor is hereby 4 authorized to confer with the Company and others in order to complete the PILOT s Agreement in substantially the form submitted to this meeting with such changes as e shall be approved by such persons executing the document, their execution to constitute 7 conclusive evidence of such approval. 8 Section 7. The acquiring, constructing and equipping of the Project, and the 9 issuance and sale of the Bonds, are exceptional situations in which the City has no 10 responsibility for payment of the costs and expenses thereof, all of which are payable by 11 the Company, and the Company's recommendations with respect thereto are acceptable 12 to the City. In particular the Board of Directors finds that (I) the Project consists of 13 industrial facilities within the meaning of the Act, and (ii) the Company's selection of 14 Bond Counsel is a nationally recognized firm in the field of municipal bonds, familiar 15 with the Company, the Act, and the policies of the City with respect to the issuance of 16 bonds of the type now being issued. Therefore, pursuant to applicable laws of the State 17 of Arkansas, including the Act and Section 14 -47 -138 of the Arkansas Code of 1987 is Annotated, competitive bidding is hereby waived. 19 Section 8. The Mayor and City Clerk, for and on behalf of the City, are hereby 20 authorized and directed to do any and all things necessary to effect the execution and 21 delivery of the documents herein authorized and the performance of all obligations of 22 the City thereunder, the issuance, execution, sale and delivery of the Bonds, and the 23 performance of all acts of whatever nature necessary to effect and carry out the authority 24 conferred by this Ordinance. The Mayor and City Clerk are hereby further authorized 25 and directed, for and on behalf of the City, to execute all papers, documents, certificates 26 and other instruments that may be required for the carrying out of such authority or to 27 evidence the exercise thereof. 141 0 • 1 Section 9. The City Clerk is hereby authorized and directed to file in the office 2 of the City Clerk, as a part of the minutes of the meeting at which this Ordinance is 3 adopted, for inspection by any interested person copies of the Indenture, the Lease 4 Agreement, and the PILOT Agreement, and such documents shall be on file for 5 inspection by any interested person. 6 Section 10. Severability. In the event any title, subtitle, chapter, subchapter, 7 section, subsection, subdivision, paragraph, subparagraph, item, sentence, clause, 8 phrase, or word of this ordinance is declared or adjudged to be invalid or 9 unconstitutional, such declaration or adjudication shall not affect the remaining portions 10 of the ordinance which shall remain in full force and effect as if the portion so declared I or adjudged invalid or unconstitutional was not originally a part of the ordinance. 12 Section 11. Repealer. All laws, ordinances, resolutions, or parts of the same, 13 that are inconsistent with the provisions of this resolution are hereby repealed to the 14 extent of such inconsistency. 15 Section 12. Emergency Clause. There is hereby found and declared to bean immediate 16 need for the securing and developing of industry in order to provide substantial employment and 17 payrolls, thereby alleviating unemployment and otherwise benefz'tting the public health, safety and 18 welfare ofthe City and the inhabitants thereof, and the issuance of the Bonds authorized hereby and 19 the taking of the other action authorized'hereby are immediately necessary for the accomplishing 20 of these public benefits and purposes. It is, therefore, declared that an emergency exists and this 21 Ordinance being necessary for the preservation ofthe public peace, health and safety shall be in force 22 and effect immediately upon and after its passage. 23 PASSED: October 17, 2000 24 ATTEST: APPROVED: 2s 26 v 27 Nancy W od, City Clerk Ji ailey, Mayor 28 151 0 0 1 APPROVED AS TO LEGAL FORM: 2 3 4 Thomas M. Carpenter, Ci Attorney 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 [6] 0 0 1 2 CERTIFICATE 3 4 STATE OF ARKANSAS) 5 ) ss 6 COUNTY OF PULASKI) 7 8 9 The undersigned, City Clerk of the City of Little Rock, Arkansas, hereby certifies 10 that the foregoing pages are a true and perfect copy of Ordinance No. j 11 adopted at a regular session of the Board of Directors of the City of Little Rock, 12 Arkansas, held at the regular meeting place of the City at 6:00 o'clock p.m., on the 17th 13 day of October, 2000, and that the Ordinance is of record in Ordinance Record Book 14 No. at page —, now in my possession. 15 16 17 18 19 20 21 22 23 24 25 26 27 (SEAL) 28 29 30 31 32 33 34 35 36 GIVEN under my hand and seal on this ) - day of October, 2000. pre _ a �v N cy W od, City Clerk Date: / ,�Q Z '