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HomeMy WebLinkAbout11460ORDINANCE NO. 113,460 AN ORDINANCE DIRECTING THE ISSUANCE OF WATER REVENUE BONDS OF 1964, SERIES B; AMENDING ORDINANCE NO. 11,450; AUTHORIZING AN AGREEMENT AMONG THE CITY, THE WATERWORKS COMMISSION AND MORGAN GUARANTY TRUST COMPANY OF NEW YORK; PRESCRIBING OTHER MATTERS RELATING THERETO; AND DECLARING AN EMERGENCY. BE IT ORDAINED by the Board of Directors of the City of Little Rock, Arkansas: Section 1. That the sale of City of Little Rock, Arkansas (called "City ") Water Revenue Bonds of 1964, Series B, dated February 1, 1964, in the principal amount of $9,797,000 to Halsey, Stuart & Company, Inc. & Associates, Raney Securities Company, Inc., Stephens, Inc., and Dabbs Sullivan Company, Inc. (called "Purchasers ") at a price of the principal amount of the bonds purchased, plus accrued interest and plus a premium of $1,077.67 for bonds bearing interest at the rates of 4k% per annum, 3k7o per annum, and 3.30% per annum, as hereafter set forth in detail, be, and the same is hereby approved and confirmed. Section 2. That the designation by the Purchasers of Union National Bank of Little Rock, Little Rock, Arkansas, as Alternate Paying Agent be, and the same is hereby, approved and confirmed. Section 3. That the issuance of City of Little Rock, Arkansas Water Revenue Bonds, Series B in the aggregate principal amount of $9,797,000 (called "Series B Bonds ") be, and the same is hereby, directed. Section 4. That Section 203 (B) of Article II of the Trust Indenture, the form of which is set forth as part of Section 3 of Ordinance No. 11,450, be and the same is hereby Cac? -3 "7 A - i amended to read as follows: "(B) There shall be issued bonds designated "City of Little Rock, Arkansas Water Revenue Bonds, Series B" in the aggregate principal amount of $9,797,000 (called "Series B Bonds "). The Series B Bonds shall be coupon bonds payable to bearer, but subject to registration as to principal only and shall be in substantially the form heretofore set forth in this Indenture for Series B Coupon Bonds. The Series B Bonds shall be dated February 1, 1964, and shall bear interest payable semiannually on February 1 and August 1 of each year, commencing August 1, 1964. The Series B Bonds shall be numbered consecutively from 1 to 1997, inclusive, and shall be in the denomination of $5,000 each except that the following shall be in the denomination of $1,000 each: BOND NUMBERS MATURITY 69, 70, 71, 72 1965 144 1966 218, 219, 2209 221 1967 298, 299 1968 419 1970 4612 4622 463 1971 551, 552, 553 1973 600 1974 6482 649, 650, 651 1975 7013, 702, 703 1976 755, 756, 757 1977 811, 812 1978 982, 983, 984 1981 1113, 1114, 1115 1982 1249 1983 15302 15312 1532, 1533 1985 1835 1987 1994, 19952 19962 1997 1988 The Series B Bonds shall bear interest as follows: Bonds numbers 1 to 144, inclusive, being the bonds maturing in the years 1965 and 1966, shall bear interest at the rate of 4k% per annum; Bonds numbers 145 to 1387, inclusive, being the bonds maturing in the years 1967 to 1984, inclusive, shall bear interest at the rate of 3k7. per annum; Bonds numbers 1388 to 1681, in- clusive, being the bonds maturing in the years 1985 and 1986, shall bear interest at the rate of 3.30% per annum; Bonds numbers 1682 to 1997, inclusive, being the bonds maturing in the years 1987 and 1988, shall bear interest at the rate of 3k7. per annum. The Series B Bonds shall mature serially on February 1 in each of the years set forth in and in the amount set opposite each year in the following schedule: YEAR BOND NUMBERS PRINCIPAL (FEBRUARY 1) (BOTH INCLUSIVE) AMOUNT 1965 1 - 72 $ 344,000 1966 73 - 144 356,000 1967 145 - 221 369,000 1968 222 - 299 382,000 1969 300 - 378 395,000 1970 379 - 419 201,000 1971 420 - 463 2089000 1972 464 - 506 21531000 1973 507 - 553 223,000 1974 554 - 600 231,000 1975 601 - 651 2392000 1976 652 - 703 2489000 1977 704 - 757 2589000 1978 758 - 812 267,000 1979 813 - 867 275,000 1980 868 - 923 280)000 1981 924 - 984 293,000 1982 985 - 1115 643,000 1983 1116 - 1249 6669000 1984 1250 - 1387 690,000 1985 1388 - 1533 7143,000 1986 1534 - 1681 740,000 1987 1682 - 1835 7669000 1988 1836 - 1997 794,000 None of the Series B Bonds will be fully registered bonds. In the case of any fully registered bonds that may be subsequently issued under this Indenture, in accordance with the provisions hereof pertaining thereto, payments of principal and interest and prepayments of principal made in respect of any fully registered bond may be made to the registered owner thereof or to his designated agent, without surrender of such fully registered bond and all such payments shall fully discharge the obligations of the City in respect of such fully registered bond to the extent of the payments so made. The Trustee and Paying Agent shall keep a Payment Record of the payments so made and upon request the registered owner of any fully registered bond shall present the same to the Trustee and Paying Agent so that the proper notation of the payments can be made on the Payment Record attached to the fully registered bond. The City covenants and agrees that within ninety (90) days after the receipt by the City of the written request of the registered owner of any fully registered bond, the City will, at its own expense, prepare and cause to be executed coupon bonds payable to bearer, but registrable as to principal only in such denomin- ations as may be requested in an aggregate principal amount equal to the unpaid principal amount of such fully registered bonds, with coupons annexed thereto, maturing after the date to which interest on any such fully registered bond shall have been paid; and the City shall cause such coupon bonds to be authenticated by the Trustee and delivered to the registered owner of such fully registered bond upon surrender and cancellation of such fully registered bond. The City shall, at the time of any such written request for an exchange of a fully registered bond for coupon bonds, deliver to the Trustee a certificate certifying the principal amount then unpaid on any such fully registered bond and the date to which interest on such fully registered bond shall have been fully paid. Any fully registered bond so surren- dered shall be cancelled by the Trustee and delivered to the City. The Trustee shall be fully protected in relying upon any certificate or ordinance or resolution delivered to it under the provisions of this Section. There shall be no privilege on the part of the holders and registered owners of coupon bonds to exchange the same for fully registered bonds." Section 5. That Section 301 B. of the Trust Indenture, the form of which is set forth as part of Section 3 of Ordinance No. 11,450, be, and the same is hereby, amended to read as follows: "B. The Series B Bonds will be non - callable prior to February 1, 1972. On and after February 1, 1972, the Series B Bonds will be callable for payment prior to maturity, at the option of the City, on any interest paying date, from funds from any source, in whole or in part, in inverse numerical order, at a price of the principal amount of the bonds being redeemed plus interest to date of redemption and plus a premium as follows: 5% if redeemed February 1, 1972 or August 1, 1972 4k% if redeemed February 1, 1973 or August 1, 1973 4% if redeemed February 1, 1974 or August 1, 1974 3k% if redeemed February 1, 1975 or August 1, 1975 3% if redeemed February 1, 1976 or August 1, 1976 2k% if redeemed February 1, 1977 or August 1, 1977 2% if redeemed February 1, 1978 or August 1, 1978 11% if redeemed February 1, 1979 or August 1, 1979 1% if redeemed February 1, 1980 or August 1, 1980 k% if redeemed February 1, 1981 or August 1, 1981 No premium if redeemed thereafter" Section 6. That Section 401 of Article IV of the Trust Indenture, the form of which is set forth as part of Section 3 of Ordinance No. 11,450, be, and the same is hereby, amended to read as follows: "Section 401. None of the Series A Bonds shall be authenticated and delivered by the Trustee unless it shall receive a written release executed by the Trustee for the 1936 Bonds (Morgan Guaranty Trust Company of New York) in form satis- factory to the City (as evidenced by a writing signed by the Mayor and delivered to the Trustee at the closing) releasing the 1936 Indenture, so that the 1936 Indenture shall be cancelled and of no further force and effect as of the date of the delivery of the initial bonds under this Indenture. Arrangements have been made with the holders of the outstanding 1936 Bonds for an exchange of an equal principal amount of Series A Bonds for 1936 Bonds. There shall be furnished the Trustee at the closing a letter of instructions signed by the Mayor of the City specifying the principal amount (by bond numbers and maturities) of the Series A Bonds that are to be exchanged for the 1936 Bonds. The Trustee shall be entitled to rely upon said letter of instructions, and pursuant thereto the Trustee shall, upon receipt of the Series A Bonds executed and sealed in accordance with the provisions of this Indenture, authenticate those of the Series A Bonds specified in said letter of instructions and deliver them to the holders of the 1936 Bonds in exchange for the 1936 Bonds held by each holder, provided all coupons appertaining to the 1936 Bonds so received in exchange maturing subsequent to February 1, 1964 are attached thereto. In the event that all of the 1936 Bonds are not available for exchange, such fact shall be specified in said letter of instructions with the 1936 Bonds that are not available to be identified therein by number and maturity, and the Trustee shall hold unauthenticated the Series A Bonds not delivered in exchange for 1936 Bonds and shall authenticate and deliver any of said Series A Bonds in exchange for a like principal amount of 1936 Bonds having maturity dates five years subsequent to the maturity dates of the 1936 Bonds at any time after February 1, 1964 up to and including February 1, 1966. In the event of any such exchange, the Trustee shall clip and cancel all coupons on the Series A Bonds so delivered in exchange which mature on or which have matured prior to the date of ex- change and all 1936 Bonds so received and exchanged must have attached all coupons maturing after the date of exchange. 1936 Bonds and coupons so received in exchange shall be cancelled and delivered to the City Clerk. All Series A Bonds not delivered in exchange for 1936 Bonds by February 1, 1966, together with all coupons appertaining thereto, shall be cancelled and returned to the City Clerk. The Trustee shall advise the City Clerk and the Manager of the Waterworks System from time to time as to the Series A Bonds so exchanged, and as soon as practicable after February 1, 1966, the Trustee shall execute a certifi- cate certifying as to the Series A Bonds exchanged for 1936 Bonds up to and including February 1, 1966, and as to the Series A Bonds and coupons cancelled because they were not delivered in exchange on or before February 1, 1966, and shall place a copy of the certificate in its files and forward a copy thereof to the City Clerk, a copy to the City Treasurer and a copy to the Manager of the Waterworks System. There shall be deposited with the Trustee for the 1936 Bonds such amount from available moneys, as defined in this Indenture, to insure the avail- ability of sufficient moneys to pay the principal of, interest on and Paying Agent's fees in connection with the unexchanged 1936 Bonds to their respective maturities but not to exceed the amount necessary therefor. In its capacity as Trustee for the 1936 Bonds, Morgan Guaranty Trust Company of New York shall enter into a trust or escrow agreement with the City which shall include appropriate provisions covering the holding, investing and disbursing of the moneys so held by Morgan Guaranty Trust Company of New York to insure that said moneys shall be used solely for accomplishing the payment and retirement at or before maturity of the unexchanged 1936 Bonds and the remitting of all moneys, if any, after the same shall have been accomplished to the Waterworks Commission for deposit in the Water Fund. An executed copy of said agreement shall be filed with the Trustee and shall be filed in the office of the City Clerk." Section 7. That Section 402 of Article IV of the Trust Indenture, the form of which is set forth as part of Section 3 of Ordinance No. 11,450 be, and the same is hereby, amended to read as follows: "Section 402. When the Series B Bonds have been executed and sealed as in this Indenture provided, they shall be delivered to the Trustee which shall authenticate them and deliver them to the purchaser, or order, specified in the ordinance or resolution of the Board of Directors of the City approving the sale and awarding the bonds upon payment of the purchase price specified in said ordinance or resolution. The purchase price together with available moneys, shall be used to accomplish the refunding herein authorized, as follows: (1) The Trustee shall disburse the moneys received as proceeds of the Series B Bonds in accordance with instructions to it specified in a letter of instructions to be delivered to the Trustee at the closing; and (2) There shall be paid out of available moneys, as in this Indenture defined, either to the Trustee or directly to the proper recipient (in which event satisfactory evidence of payment shall be furnished the Trustee) such amounts as shall be necessary, together with the Series B Bond proceeds, to make the payments specified in the letter of instructions referred to in (1) above and to pay the principal maturities of the 1936 Bonds due February 1, 1964, the interest on the 1936 Bonds due February 1, 1964 and Paying Agent's fees due thereon on February 1, 1964." Section 8. That the Trust Indenture, the form of which is set forth as a part of Section 3 of Ordinance No. 11,450, was authorized and approved by and made a part of said Ordinance No. 11,450 with the form thereof to be substantially as set forth in said Section 3 of Ordinance No. 11,450. In addition to the changes in the form thereof heretofore set forth in this Ordinance, there have been other changes throughout the Trust Indenture which are of a minor and unsubstantial nature. Therefore, it is hereby determined and declared that the exact form of such changes need not be set forth in this Ordinance. However, a copy of the final form of the Trust Indenture is on file in the office of the City Clerk and may be inspected by any interested person. Section 9. That the Mayor and City Clerk be, and they are hereby, authorized and directed for and on behalf of the City to execute and deliver an agreement among the City, the Waterworks Commission of the City, and Morgan Guaranty Trust Company of New York, dated February 1, 1964, which agreement is being executed and delivered pursuant to Section 401 of the Trust Indenture, with the form and contents of such agree- ment to be in compliance with the provisions of said Section 401 and in substantial compliance with the form presented to the Board of Directors at this meeting, a copy of which form is on file in the office of the City Clerk for inspection by any interested person. Section 10. 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 affect the validity of the remainder of the sections, phrases, or provisions. Section 11. That all Ordinances and Resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict. In this regard, Ordinance No. 11,450, which Ordinance constitutes the basic authorization in regard to the matters dealt with in said Ordinance No. 11,450 and in this Ordinance, shall continue in full force and effect as amended and supplemented hereby. Section 12. That there is hereby found and declared to be an immediate need for the refunding of the outstanding Water Revenue Bonds of the City being refunded by Bonds authorized by Ordinance No. 11,450, as amended and supplemented by this Ordinance, in order that the City may realize the public benefits to be derived as a result of the accomplishing of said refunding, including without limitation, the removal of certain restrictive provisions contained in the Indentures securing said Bonds being refunded, and an immediate need for making proper provisions for financing the construction of extensions, betterments, and im- provements to the Waterworks System in order that safe, adequate and sufficient water may be made available to the water users of the City upon terms and conditions in the best interest of the City and said water users, all of which is found and declared to be immediately necessary for the preservation of public health, safety and welfare of the City, its inhabitants and water users, and that the sale and issuance of the Bonds authorized by Ordinance No. 11,450,as amended and supplemented by this Ordinance and the taking of the other action authorized by said Ordinance, as amended and supplemented hereby, are necessary for the accomplishment of the public purposes set forth above. It is, therefore, declared that an emergency exists and this Ordinance, being necessary for the immediate preservation of the public health, safety and welfare shall be in force and take effect from and after its passage. PASSED January 20, 1964. ATTEST: City Clerk ( SEAL) APPROVED: Mayor