HomeMy WebLinkAboutOrdinance 2499 J
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ORDINANCE 240 . 0(�t � EN�R�
AN ORDINANCE AUTHORIZING THE ISSUANCE OF
INDUSTRIAL DEVELOPMENT REVENUE BONDS FOR
THE PURPOSE OF PROVIDING PERMANENT FINANC-
ING FOR INDUSTRIAL FACILITIES ; AUTHORIZING
A TRUST INDENTURE SECURING THE BONDS ;
AUTHORIZING AN AGREEMENT FOR CONSTRUCTION ,
FINANCING , LEASING AND OPTION TO PURCHASE
BETWEEN THE CITY OF FAYETTEVILLE , ARKANSAS ,
AS LESSOR , AND McINTOSH CORPORATION , AS
LESSEE ; AUTHORIZING THE SALE OF THE BONDS ;
AUTHORIZING AND PRESCRIBING OTHER MATTERS
PERTAINING THERETO ; AND DECLARING AN
EMERGENCY .
WHEREAS , the City of Fayetteville , 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 to expend the proceeds
thereof to finance the acquisition , construction and equipment of
land , 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 ,
of the costs of a,quiring , constructing and equipping certain
industrial facilities consisting of lands , buildings , improve-
ments , machinery , equipment and facilities ( the " Project " ) ,
and that the City lease the Project to McIntosh Corporation , a
Delaware corporation (the " Company " ) ; and
WHEREAS , pursuant to and in accordance with the provisions
of the Act , the City is now prepared to issue and sell $ 6 , 000 , 000
in principal amount of its Industrial Development Revenue Bonds
( McIntosh Project ) , Series 1979 ( the " Bonds " ) , to provide such
permanent financing ; and
WHEREAS , copies of the hereinafter described Trust Indenture
and Agreement for Construction , Financing , Leasing and Option to
Purchase have been presented to and are before this meeting ;
983 710
MICROFILMED
DATE JUN 1 s IM
REEL, \42
NOW , THEREFORE , BE IT ORDAINED by the Board of Directors of
the City of Fayetteville , Arkansas .
Section 1 . That the issuance of the Bonds is hereby
authorized . The Bonds shall be issued in the forms and denomina-
tions , shall be dated , shall be numbered , shall mature , shall bear
interest and shall be subject to redemption prior to maturity all
upon the terms and conditions recommended by the Company and set
forth in the Indenture securing the Bonds ( hereinafter authorized ) .
Section 2 . That the Bonds be sold to The Travelers Indemnity
Company , Hartford , Connecticut ( the " Purchaser " ) , for the purchase
price of par for Bonds bearing interest , maturing , subject to
redemption and subject to the terms and conditions set forth in the
Indenture .
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 bank or trust company which 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 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 . The form of
Indenture shall be filed in the office of the City Clerk with this
Ordinance .
Section 4 . That there be , and there is hereby authorized
the execution and delivery of an Agreement for Construction ,
Financing , Leasing and Option to Purchase by and between the City
as Lessor , and the Company as Lessee ( the " 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
® 983 7.11
substantially in the form submitted to this meeting . The form of
Lease Agreement shall be filed in the office of the City Clerk
with this Ordinance .
Section 5 . If requested by Bond Counsel ( hereinafter
identified ) , the Mayor is authorized to execute on behalf of the
City an Official Statement or Bond Placement Memorandum describing
the City , the Bonds , the Indenture , the Lease Agreement , and
setting forth certain other information pertaining to the City ,
the Bonds and their security and other matters pertaining to the
Project and its financing .
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 obliga-
tions 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 Lease Agreement and the Indenture ,
the execution , sale and issuance of the Bonds , the execution ,
delivery and distribution of an Official Statement or Bond
Placement Memorandum , if any , 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 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 .
Section 7 . That the City is hereby involved with the
acquiring , constructing and equipping of complex industrial facilities
to meet the requirements of the Company in order to locate the
Project at the City , with the economic benefits flowing therefrom ,
and pursuant to applicable laws of the State of Arkansas , including
particularly the Act , any requirements for competitive bidding ,
if any , are hereby waived .
® 983 71412
Section S . That the City Clerk is hereby authorized
and directed to file in the office of the City Clerk , 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 law firm of Friday , Eldredge &
Clark , Little Rock , Arkansas , is hereby appointed as Bond Counsel
in connection with the issuance and sale of the Bonds .
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 by declared to be invalid , such
declaration shall not affect the validity of the remainder of
the sections , phrases and provisions .
Section 11 . That all ordinances , resolutions and parts
thereof in conflict herewith are hereby repealed to the extent
of such conflict .
Section 12 . 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 unemploy-
ment 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 immediately upon and after its pas -
sage .
93 71 63
PASSED : 1979 ,
APPROVED :
ATTEST :
�� Z . � � r
5 �.
% City. Clerk
(SEAL )
CERTIFICATE
The undersigned , City Clerk of the City of Fayetteville ,
Arkansas , hereby certifies that the foregoing pages are a true
and compared copy of an Ordinance passed at a special session
of the Board of Directors held at the regular meeting place of
the Board at 4 : 00 o ' clock p . m , , on the 30th day of January , 1979
and that the Ordinance is of record in Ordinance Record Book
No . VII Page aJ5 _ , now in my possession ,
GIVEN under my hand and the seal of the City this 30th
day of January , 1979 .
�F ..... .. Fd'• . City plerk
fru /Ce
pl l:
v '
CERTIFICATE OF RECORD
State of Arkansas
City of Fayetteville ( SS
I, Suzanne C. Kennedy, City Clerk and
Ex-Officio recorder for the City of Fayetteville,
do hereby certify that the annese;l or foram
going is of record in my office and Hte same ape
Pears in Ordinance fa Resolution book
-- V-U —at page_? Witness my
hand and seal this �_� day of
City Clerk and E:c-Officio�.nr der
CERTIFICATE ,OF RECORD
STATE O' ARKANSAS ]
Washm, . Ce, rn ,. t SS.
I, Alma L. Kollrney::r. Circuit Clnr4 "ri Ex-Officio Recorder for
Washington County, do hereby :ei •,! annexed or fore-
going ins ument was filed for reCoro in -r.y o, : -3 on he 15, day
of i-_'(°�•�t�a�t ll:3�'clork A�_I,1, ,.n:, � . is ® �83 715
duly recorded in %kh 2 record 3 at {,�_,;
Witness my hand and seal this day -of 1 �
Circuit Clerk and
Ex-Offi 'o co. ed
BY
Deputy Clerk
STATE of ARKANSAS 1 .
'-'siTreZISMINANCE NWbb �""'tP IN" as atiin idw *"Act••L cohmw' County of Washington
"AN ORDINANCE AUTHORilliNO THE memrs bads to expand the proceeds
ISSUANCE OF INDUWMIUD Iheredto/lunntMa tem Comlruct
e0un1
MEW 'REVENUE BONDS FOR T .tion and equipment of Wed, buuNnp or _�
PURPOSE ' OP , PROVIDING •PERMA• facilities which an be used In Sea �� n
Searing Or 0 ` 0* `. -
NENT rVIANCINO'"It INDUSTRIAL. Aevala n Idwtry: ad - I, -_..----_____ _..-, hereby certify that I
FACILITIES: AUTHORIZING A TRUST GVRMAB, It ts proponsd that IM City .____........... ...___-.-_...._.-...._._----_---____----
INDEMPA SECURING THE BONDS;: ppmrovMMee permanent nuncio{, through Or am the Publisher of THE NORTHWEST ARKANSAS TIMES, a daily
AUTHORIZINO AN AGREEMENT Il l =m ofmenw MndsudertheAcLof
C�OpNSTRUCTION, FINANCING, LEAS. . the cats d acqubin8.. naalrueting add newspaper having a second class mailing privilege, and being not leas than
MG AND OPTION TO PURCHASE Bir• Iegdppn/ cerutn iMauiti focluf rs cisco four pages of five columna each, published at a fixed place of business and at
RT'
WEEN THE COF FAYSITI TL1E, sistktt d lands, Wildlnal. Improvmmts,
RS
ARKANSAS, .AS LSOR.=AND M<IN• ' eleeldwr7 equipment and facilities'line a fixed (daily) intervals continuously in the City of Fayetteville, County of
TOSH CORPORATION AS,- LESSEZ: ^Pro)eel' i,ad lhatihe Clty Nits the Pro, Washington, Arkansas for more than a period of twelve months, circulated
AUTHORIZING THE hR OF-THE 'led in McIntosh Corporation. a Delaware
BONDS • ' IAUTJIORIZING 'IAND tlantlhs "CompanY"I:and :. eV and distributed from an established place of business to subscribers and
PRESCRiB➢VO OTHER MATTMSPER. .readers generally of all classes In the City & County for a definite price for
TAMING THERETO; ANDDK1a1RQ10 <ordum with lid proHslOwdtM AC , tM
AN 6Meach copy, or a fixed price per annum, which price was fixed at what is
HBRiuA6
W , tM 'd4 ,>f-: eYSa�. gA/W.000 la prlrecipal stnowl d Its Ico considered the value of the publication, based upon the news value and
Arkansas ItM 'N:tY'L b autirciesd s datrial pveloprarM1 Ilesenw Bolt
emof Act Ne. (Me1MaM pro)eetl, Sides l%k tIM service value it contains, that at least fifty percent of the subscribers
k d ftFirst LlbAad 8wlm of the ••Bads..), -,to provide such : perm.wi
SlaVborOraf Oeaesal ArmIr10V Of Ur Ilancwjg and �.: _ _' thereto have paid cash for their subscriptions to the newspaper or its agents
Spa of AlEensak.-iaplored.UrwlT!1, .WHEREAS. implies of the Mninafter or through recognized news dealers over a period of at least six months;
Section 0. U requested by Bae Cou sel, described TYust Idenduro and Agreement
ilderalaaRer : idenfifledt: the •Me Is (a Cwtmtion FSwncing, Ing and and that the said newspaper publishes an average of more than forty percent
autlmised Is exeab m behalf d the CIV Option to Purchase have been pmentd to news matter.
an official Statement Or sod Placement and are before this ,
Mememadum desk bin Ilr CIV, IMI NOW,THEREFORE, B ITORDAINED
yy the Board d Directors d the Clty�d I further certify that the legal notice hereto attached is the matter of
Bade, the ndectun, tr Leaes Agrees aYeUIe. Arkatwa > ;�'... J.
mant. and keuln{{ forth out Other In geeam I. TMI IM Isswme d the Bads y �' ,-r/ 9
formation poria g to lid City.the Berdds s hereby auWoefzed. The Bads sun be Q
and tMtr sacuriryp ad other mangers pin,, to are form and deromWliw,
taping to the ProP"and its financial
Section a.TMI The Maine and the CIV tumshall M dated Shan te amMrd, You -
CMA, raadddbehaBaftheClbry,be, and. pyrte •�dredmmption puna to mol tY nd she" it
shay nes Mroby;su things
nameand" to offset
W the armsad caditlw reeanmetd• was published in the regular daily issue of said newspaper for---...�.____._.....
the any and aU red de amnery a effect ��, tr =ay and ad forth in the In• e"ntl insertion' as follows:
Agerneuton sed delivery d IM Lwn �r(as the Band, thereinafter ����
Agreemml lid perfarmsner d aU obfiga• hutherasd>. : ..... . ,
glans d the CIV under lir Use Alps• Bortlal Y. That the Sada M quid b 1'ha ---- ------
Company. day of ..-. 19....
dentoia. the pertormanm d all owiPtwm teat TIM "Purehaaer' 1, fee the
d the City oder and purawm to the Lana FpprrA<1_paes � d Dartos Sonde Marin[fn• .
Agresmeel and 1M' Indenture, flee esaeV•' leresL mslurtng, subject b rdemgkn the second insertion on the ---.__.__-_.-_-.-_.-- day of ---.__-.-_._—----- 19--
ludi slas and Issuance Of the Rental the an'
ficiall d so a<tsdwent Orals d Place n hold subject
tothe
prterms and o ter wast
Mem ad es Iartn ti Icon Idmtu c -: -:: a -.
aavnia, delivery and dlatrlbutlan d on Of-1 ietint l To tens. tlr Items and the third Insertion on the ..-....-_....-_-_.—.-. day of ....-._._.-__--
Ilea upon which dM Bands m p M
Mamoredum, it any, and the performagnto a �, eutantleeld, Wad, eeeeptd.
Carry at the au lam cater Ord aenrred. the May la hereby and the fourth insertion on the .-_._--..__.-.--. day of .._-.-_..__.- 19—
rod lay Nit Ordinance. That
an her MayorandLutheflaed e a rstIdirected p execute and
& ry a M, dlild they an r and y.a behalf �aha�e Cit a Trust bank
or erst trust and M- k�l
of the City,
d0 exa, fa adenMhat 'weenlirlactadeweltareUrro. psaled ' 1
d lid , cerci .eses a OR WRre.' a of then aciesTwtee ndseuh a "Inatd
stmu
documents, certificates be and Other hI: t " lid dere a the Soda dthe "Icor e y
cauments IMI may ll authority
far Usti rythori and the City Clerk a Zhired
carrying owl d ash aullrotlly �a ,ta ackateeed and indenture
to esea led
evM iia Menercbe mend.
c"-ll inolve, a<krovkege Uw City
and inaffixthe Sworn to and subscribed before me on this ...._�--------_.- day of ..----
9aUm7.th That ua city Is hereby Tondo•. esal d The City to here and The Meyd add
et with it acquirinComplex Industrial<wtfinotavi ad CIV ed to en IrrcIn nure W ad 9
egulppivg d equine k thefacilities directed xe suttee and
Indenture a Mas
In the StspmatAA nu�ncWdipt at the Cpery I�� . The led atu apkm hereby
a by is __._.--.._. _ _—_-_ 19_._L-
to mal Ur requirements d IM camparV
with the moomk . heroflts flowdpg Tlwles, iMlythefaetshembyadproved
therafrom, end purswntteapplImblelaws N eti t h lY lid ( p lbntumgbaln"Imlitted to Nts -
d t _ ad Inth rhe ramdR�nwneMnhilk
ed la alts dram d the c+i Clgt with lMa - --
pGvlaAyy the A<L any rany, am alts for Ordtune. : . •.- :syr - • � Not`rY Public
<anpedlur. MaaIK,` Ir .ny. .n-hat
wdved. . :Yv: :. r",'r ••• b{• ! d
Section e. That themthe
ae. and nen b
hereby
hebY
Section L Thal the City Clark b baby authari:ed iM esacutlon and
authorized and directed b fib m the office �livvvyy of an Agreement for Construction,
dtto it Oerk, ou partdtM miwlad Finawu. Leasing and option to Purchase My 'Commlasion Expires:
the rnettlns at whkh mb Ordlana h , by and between the City as Lester. and the
adopted 'for i Iden by any interested Company es teases the "Una A
penin a copy d the indenture and Losse ment"h. and the Mayor and City Clark be. . t/' ��"• '�
AgtpMent and such documents shell be an and they arc hereby, authorized 10 exeale, ✓
rIM fa kapxdlan 6YY any Inlenatd�parrwtorM1t. acknowledge and deliver IM Learn Agree-
Section 9. That IM law firm Of PTiday, 'Imen! fa and on MMI at the City. Thr ' ,
E hemL & Clark. Lulls Ra , m
Rack. Ark. Lease Asreeenl b hereby approved
Is y appointed as Bad Ca sed In sides in the lam submitted to this
Fees for Printing -..-.... =...-1 2.
caurcten with the imam AM all of the meeting. The form of Lena Agreement ))II
gads ill, .w.+,i, . t shall be flied lvlM dflmdlhe CllY �eskl
Section lis. That the pmbbu d lthis On wilhCost of ProofthlaOdiwnn. +... '', ..... ....._... ;-------_---____
finance are hereby declared to be alleviate unemployment and otherwia •?
separable, and It any section, phrase a benefit the public health, ssfdy and Total ........_.....
provision shall fa any nun be daciard welfare d The City and the inhabitants
to be Invalid. such declaration spall not of- Ihemd• and the uswnm of the Bods ,
feed the validity of the remainder of the authorized herby and the taking of the
sallow, phrow and p ismA a,.,•.•, 49 Carter Bell= authorized hereby an Im•
Section 11. That all Ordinances, redo- medtaleh necessary for the accomplishing
that and pares thereof In conflict herewith of thew pumilt is, Inciter". declared that
art bushy repeated to this extent of such an emerpn<y exerts ad this Onfins" •• t
Conflict. ::-v. ' • -, . . . . %• 'Vr= .,'-. , t,YBjbetng rte awry fee the Immediate preaer,.+
e albn d the public pram. health and arta- r
Section eU.d That then b IsmbY fad 1 shall be In tam and effect Immediately
i -
ad declared n M rev Immediate need fa Y Y
The securing and deselepin/ d ladwtry is upon ad DRer
nuesr.p..pm40e empbytwnt and psYAlh;( . passage.
PASSED: January W. 1979. ,
r;_y APPROVED: I
t„1 _ Dared H. Yfakee '
ATTEST: ;e(;_,• : mayor t
'y AnplaSldbck v:';.R •GtiS v.St -�•:-,.
• �-,
SEAL, ”
ties Cyn-Ir. y �IrtP.ri'tll's !»1:
STATE of ARKANSAS
N�� > County of Washington } se.
!rL4WZ7o1uW7rAff
s ob Ovaaw rleewitles dr 9o•rEa Dlrs ndtMky�ttavwa..Ark•a.•vtM cl e• apuueauen d tM adopnm d an iutnmldnp Iha,Dtuanc• d •p _._1✓ ti .�_ z ...... ---- -. ... .�__I. _. . ...., hereby certlfy that I
ell $Coslo,w'lit industrial —'-"--
Baal• uhe am the Publlaher of THE NORTHWEST ARKANSAS TIMES, a dally
oader tlN •MMeI Ad Naa newspaper having a second class mailing privilege, and being not less than
of Piro tatnaNwry Session d the;
ty4�AykDenerwI Anemsy. d the four pages of five columns each, published at a lined place of business and at
hIM us nansapproV30 It"" the a fixed (dally) intervals continuously in the City of Fayetteville, County of
h c��iAing tfind1;� w ofa, Washington, Arkansas for more than a period of twelve months, circulated
d•ctuMnp sell aalauap d�.nda,: and distributed froom an established place of business to subscribers and
�4dldstpa, " Itnpronnons g Of nra';
aappWyIp�e�1 and facilities % Ro).at L- readers generally of all classes In the City & County for a definite price for
TM ProJ•er`'sl si owa0 sp Dw Cltr •M
Jka� jo meintaah Capmauun. "la each copy, or a fixed price per annum, which price was fixed at what to
zDals Necormamgfer karetVdaI wh considered the value of the publication, based upon the news value and
ilched to prerde lm IM paymatt d the
#ileladpal of pnntune, d any, and Interest service value it contains, Chat at least fifty percent of the subscribers
tten the 9eetb. My Prince latenntd fay thereto have paid cash for their subscriptions to the newspaper or its agents
n
7 selethe Baan d Dunton an the
flDts day of January, tfA, ori/:m o'clock or through recognized news dealers over a period of at least six months ;
I NWDm used emi mining
gY plant
nd pe loft Use and that the said newspaper publishes an average of more than forty percent
11lor ard
mapaWttMWueen of theamds, At news matter.
7uch Marinyp a9 ahJecuau•M
dem
ww�aWxn
`W1MMan and aalderW aMtMse•rd I further certify that the legal notice hereto attached in the matter of
:of Directors Will Wu axh actlou nate ,
!clamedpoperintMpremlow�1 •r+.�•- — .
•;DAT®ND tethdardJ , Im. .
• At, . V . htedlak
Clerk /I G, OOd oe
/Citye
was published in the regular daily Issue of said newspaper for-------- ---—_..------
censecutWe Insertion/as follows :
The first Insertion on th ...�. ..._ day of
the second insertion on the .--.__..---_----- day o[ ....-__....—...... 19.—
the third insertion on the ..-.....__----------—.--- day of .....__-----—_ 19---
and the fourth insertion on the --_----_-..-._----_ day of .._-- 19—.r e�
Sworn tooj� and subscribed! before me on this ---- ..---.-.-. day of
l __--_
�L /
Notary Public
My Commission Expires:
Fees for Printing ........ ;...
Cost of Proof ........_._... j....-..�—
Total ...._.._.-..
1 ,