HomeMy WebLinkAboutOrdinance 2627 ysy✓✓�^ R 3 F O
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ORDINANCE NO . � � ( C✓pCV CC(��✓T �?
AN ORDINANCE AUTHORIZING THE ISSUANCE OF TO ISMC�FR/f��RR�f,
REVENUE BONDS FOR THE PURPOSE OF PROVIDING PER-
MANENT FINANCING FOR TOURIST FACILITIES ; AUTHO-
RIZING A TRUST INDENTURE SECURING THE BONDS ;
AUTHORIZING A LOAN AGREEMENT BETWEEN THE CITY OF
FAYETTEVILLE , ARKANSAS , AND SUMNER & GREENER , A
TEXAS GENERAL PARTNERSHIP ; AUTHORIZING THE SALE
OF THE BONDS AND THE EXECUTION OF A BOND PURCHASE
AGREEMENT IN CONNECTION THEREWITH ; AUTHORIZIINNgGG�7�+
AND PRESCRIBING OTHER MATTERS PERTAIN
I�A�� JSILMED
AND DECLARING AN EMERGENCY .
WHEREAS , the City of Fayetteville , Arkansas ( the " City " ) ,
is authorized and empowered under the provisions of Act No . 380 of
the Acts of Arkansas of 1971 , as amended ( the " Act " ) ; to issue
revenue bonds and to expend the proceeds thereof to finance the
�V3 acquisition , construction and equipment of land , buildings or
facilities which can be used in securing or developing tourism ;
and -
WHEREAS , it is proposed that the City provide permanent
financing , through the issuance of revenue bonds under the Act ,
of the costs of acquiring , constructing and equipping certain
tourist facilities consisting of lands , buildings , improvements ,
machinery , equipment and facilities ( the "Project " ) , and that the
City make the bond proceeds available to Sumner & Greener , a
Texas general partnership ( the " Company " ) , to pay Project costs ;
and
WHEREAS , pursuant to and in accordance with the provisions
of the Act , the City is now prepared to proceed with financing the
Project and to issue and sell $ 9 , 850 , 000 in • pri.ncipal amount of its
Tourism Revenue Bonds - Sumner & , Greener Project , Series 1981 ( the
" Bonds " ) , to provide such financing ; and
WHEREAS , copies of the hereinafter described Trust Inden-
ture and Loan Agreement have been presented to and are before this
meeting ;
NOW , THEREFORE , BE IT ORDAINED by the: Board of Directors
of the City of Fayetteville , Arkansas :
® ssis 287
MlC,:
E TE ofl ED
Section 1 . That the issuance of the Bonds is hereby authorized .
The Bonds shall be issued in the forms and denomination , shall be dated ,
shall be numbered , shall mature (over a period of thirty ( 30 ) years ) ,
shall bear interest ( at a rate of ten percent ( 108 ) per annum) , and
shall be subject to redemption prior to maturity all upon the terms
and conditions recommended by the Company and to be set forth in the
Trust Indenture ( hereinafter authorized ) securing the Bonds .
Section 2 . That the Bonds be sold for the purchase price
of 1008 of the principal thereof . The bonds shall not be sold until
such time as Charles Greener and Alan Sumner and their spouses execute
a personal Guaranty Agreement under which they unconditionally guarantee
to the Trustee for the benefit of the holders from time to time of the
bonds and of the interest coupons appertaining thereto ( a ) the full and
prompt payment of the principal of and premium , if any , on the bonds
when and as the same become due , whether at the stated maturity
thereof , by acceleration , call for redemption or otherwise , and
(b ) the full and prompt payment of interest on , the Bonds when and as
the same becomes due . The Mayor is hereby authorized to confer with
Prospective Purchasers and the Company in order to complete a Bond
Purchase Agreement , and to execute and deliver the same on behalf
of the City .
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 substgntially the
form submitted to this meeting , and the Mayor is hereby authorized
to confer with the Trustee , the Company and the Purchaser in order
to complete the Indenture in substantially the form submitted to
this meeting with such changes as shall be approved by such persons
executing the document , their execution to constitute conclusive
evidence of such approval . = 10 16 288
�
Section 4 . That there be , and there is hereby authorized
the execution and delivery of a Loan Agreement by and between the
City and the Company ( the " Agreement " ) , and the Mayor and City Clerk
be , and they are hereby , authorized to execute , acknowledge and
deliver the Agreement for and on behalf of the City . The Agreement
is hereby approved in substantially the form submitted to this
meeting , and the Mayor is hereby authorized to confer with the
Company , the Trustee and the Purchaser in order to complete the
Agreement in substantially the form submitted to this meeting with
such changes as shall be approved by such persons executing the
document , their execution to constitute conclusive evidence of
such approval .
Section 5 . . That there be , and there is hereby , authorized
the preparation and distribution to various prospective and actual
purchasers of -the Bonds of an official statement ( and preliminary
official statement) , in the name of the City , describing the City ,
the Bonds , the Indenture , the Agreement , and setting forth such
other information as may be determined to be necessary or desirable
by the Purchaser and the Company . The Mayor is authorized to
execute such official statement on behalf of the City .
Section 6 . That the Mayor and City Clerk , for and on
behalf of the City , be , ' and they are hereby , authorized and di -
rected to do any and all things necessary to effect the execution
and delivery of the Agreement , the performance of all obligations
of the City under the Agreement , the execution and delivery of the
indenture , the performance of all obligations of the City under
and pursuant to the Indenture , the issuance , execution , sale
and delivery of the Bonds , the execution and delivery of the
Bond Purchase Agreement , the execution , delivery and distribution
of an official statement , and the performance of all - acts of what-
ever nature necessary to effect and carry out the . authority con-
ferred by this Ordinance . That the Mayor and the 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 .
=N16 289
Section 7 . 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 ,
Agreement , and Bond Purchase Agreement , and such documents shall
be on file for inspection by any interested person .
Section S . That the law firm of Friday , Eldredge &
Clark , Little Rock , Arkansas , be appointed to act as Bond Counsel
on behalf of the City in connection with the issuance and sale
of the Bonds .
Section 9 . 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 and provisions .
Section 10 . That all ordinances , resolutions and parts
thereof in conflict herewith are hereby repealed to the extent
of such conflict .
Section 11 . That there is hereby found and declared to
be an immediate need for the securing and developing of tourism
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 autho-
rized 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 .
PASSED : / 57 19&.
APPROVED :
ATTE5T /�
or
,• ty ,C 'erk
" E4L.> ®iQi6 290
J
.f1
T
CERTIFICATE
R
The undersigned , City Clerk of the City of Fayetteville ,
Arkansas , hereby certifies that the foregoing pages are a true and
perfect copy of Ordinance No . to , adopted at a
In
session of the Board of Directors of the City of Fayetteville , Arkansas ,
held at the regular meeting place in the City at 7. 30o ' clock P . m . ,
k
on the ��day of �L. , 19 �Qv and that the Ordinance is of u
record in Ordinance Record Book No . , at page , now ;
in my possession .
GIVEN under my hapc$ . and seal on this oe) Q -A y of
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CIFiTt1II ICAT OF .RECORD
Stdtc of Arkansas a
.4 City, of Fayette ' le SS
ae
J tM ' \r - nl +E ; o r lrCity . CTerk and Ex-
1r recorder for the City of Fayetteville
'b d4, fhereby certify that the anae eel or fore.
CERTIFICATE OF RECORD t , t.. &ngjis of record in my office and the same
STATE OF ARKANSAS I :; .p` ,e� .� :k aAPe>rr i5 Ordinance Resolution book
Washington County SS. .# v ., -• h`
page 3 4 a dness my
I, Alma L Kollm_yer, Circuit Clerk and Ex Ofhcio Record (or ` t x °
Washington county, do herebycertify a•* }fari�\ an Sell t;li3 . : ay Of Y
Y that the annexed or r o
going in ument Was filed for req din my office on thtltta � . l92 O '
of s ,� I �.
9�c� — 0'clod2M, and the Same isJC�O_y_.te,s_s _
duly recorded in record
Witness my hand and seal this at peg City Clerk and Ex-Of Rcc der
-L .day of
19� e. .
n
Circuit clerk and
i .
Officio Recorded
aY ® 1916 291
Deputy Clerk
a
. a
tt
wrchasers and the Cumpunr m ouz�i er
' to complete a Bond Purchase
- Agreement. and to execute and deliver gTATF. of ARKANIIA l
the same can behalf of the Cil). separableam if any section, phrase JL
Section ]. To prescribe the terms and or provision shall for any reason be -
conditionsuponuhicktheBondsareto declared 'tobe'Inealid. such declara-
be executed, authenticated, issued, ac- tionshall not affect the validity of the
cepted, held and secured, the Mayor is remainder of the sections• phrmes and -
hereby authorized and directed to ex. provisions.
ecum and acknowledge a Trust Inden- Section la. Thal all ordinances.
lure by and between the City and a resolutions and parts thereof in con- hereby certify that I
bank or trust company whirls will act Dict herewith are hereby repealed to THE NORTHWEST ARKANSAS TIMES, a daily
as Trustee thereunder. dated as of the Iheextentofsuch conflict. Orad CI888 malting privilege, and b01IIg not lace than
date of the Bonds (the 'Indenture"). Section ❑. Thal iM1ere is hereby
and the City Clerk is hereby authorized found and declared to be an immediate Y)ns each, published at a flied place Of business and at
and directed to execute and need for the securing and developing of
acknowledge the Indenture a rad to affix .tourism in order to provide eari Is continuously in the City Of Fayetteville, County of
the seal of the City thereto, and the ment and payrolls, alleviate for more than a period of twelve months, circulated
ORDINANCENO. Ms Mayor and City Clerk are hereby unemployment and otherwise benefit
AN ORDINANCE AUTHORIZING authorized and directed to cause the the public health. safety and welfare of an established place of business to subscribers and
THE ISSUANCE OF TOURISM Indenture to be accepted, executed the City and the inhabitants thereof. I classes in the. City & County for a definite price for
REVENUE BONDS FOR THE PUR- and acknowledged by the Trustee. The and the issuance of the Bonds authoriz.
POSE OF PROVIDING PERMANENT Indenture is hereby approved in ed hereby and the laking W the other price per annum, which price was fixed at what is
FINANCING - FOR TOURIST substantially the form aubmilled to action authorized hereby are im. of theublication, based upon the news value and
FACILITIES: AUTHORIZING ' A this meeting, and the Mayor is hereby mediately 0eceswry for the ac p p
TRUST INDENTURE SECURING authorized to confer with the Trustee, onmplishing of these public benefits mins, that at least fifty percent 01 the subscribers
THE IRAN BONDS:
AGREEMENTNO IZING A the BETWEEN orderDtopcomplete the
Indenture in that an eser in and emmergency exists anddttis0 for their subscriptions t0 the newspaper or its agents
THE CITY OF FAYEITEVILLE. substantially the farm submitted to dhnance being necessary for the im-i news dealers over a period of at least six months ;
ARKANSAS., . AND SUMNER 6 this meeting with such changes as mediate preservation of the public '
GREENER. A - TEXAS GENERAL shall be approved by web persons ex peace, health and wifely shall be in paper publishes an average of more than forty percent
PARTNERSHIP; AUTHORIZING crating the document. their execution force amt effect immediately upon and
THE SALE OF THE BONDS AND to constitute conclusive evidence of afleritspassage.
THE EXECUTION OF A BOND PUR- such approval. PASSED: April 15,1980
CHASE AGREEMENT IN CONNEC• $eCli^^ s. That them be, and there is - APPROVED: t the legal notice hereto attached In the matter Of
-TION THEREWITH: AUTHORIZING hereby authorized the execution and John Toddi _
.AND PRESCRIBING OTHER MAT- delivery of a loan Agreement by and " Mayor ' /- �7
TERS PERTAINING ' THERETO: between the City and the Company ,ATTEST: �/ // L� /
AND DECLARING AN EMERGEN- Ithe "Agreement"). and the Mayor Angela Medlock ',- ' - IIUYY/ /
Cy. : , -- 1'., and City Clerk be, and they am Cily Clerk -
WHEREAS. the�City UFayetteville, hereby. authorized to execute, SEAL '1
Arkansas (the."City"), is authorized acknowledge and deliver the Agree I tc78
and empowered under the provisions menu for and on behalf of the City. The ..•-...-,... ._ ._- egular daily Issue o1 Auld newspaper for
of Act No. Ow W N[ Acts of Arkansas Agreement is hereby approved in consecutive insertions as follows:
of IWI. as amended (the "Act"), to substantially the form submitted to
issue revenue bonds and to expend the this meeting. and the Mayor is hereby 11 7(
proceeds thereof to finance the N. authorized to comer with the Com- The first Insertion on the day of v/✓ 19 CJ O
quisdion, construction and equipment pany. the Trusteeandthe Purchaserm
of land, buildings or facilities which order to complete the Agreement in '
can be used in securing or developing substantially the form submitted to the second insertion on the day of 19
tourism; and this meeting with such changes as
WHEREAS, it is proposed that the shall be approved by such persons ex. -
City provide permanent financing, crating the document, their execution
underthrough IAA Act,
of the
of menus bonds
to constitute conclusive evidence of the third insertion on the . day o[ 19
under the Act, of the casts p acquir. such approval. I
ins•- consWding and equipping ver- Section S. That mere a pand reparation and Min tourist facilities mos eine s • hereby, authorized the preparation • and the fourth 1IIsertlOII On the day Of 79
lands, buildings, improvements, and actual
pi n to rchase of the Bonds ve
of
machinery. equipment and faeilCity .and actual purchasers n the Bonds ry
tine 'the bo t"), oral sthat' the
vaila City on officialtatstatement). in the
preliminary
make the bond proceeds available to official
=ributenl h in ity name o the
Sumner hi Greener, o Texan general City, describing Al City, the Bonds,
Projectcontsthe "Company 'I, . pay theIndenture,
such
the othereement. and as
pWHE hefts: and , _ ung form such other information or Sworn to and subscribed before me On this G
WHEREAS, pursuant to and In ac, ^t^Y he determined to be necessary w day Of
cordarae with the provisions of Ibe desirable by the Purchaser and the
Act. the City is now prepared 10 pro;Company. The Mays is authorized to
reed with financing the Project and to execute such official statement an,
issue and sell 69,850,00) in principal behalf of the City. 19 i
amount of its Tourism Revenue Bonds '•'tion 6: That the Mayor and City
— Sumner — Greener Project, Series Clerk, for and on behalf of the City, be.
ISM (the "Bonds"), to proide such and they Yee hereby, authorized and '
fimi
ncing rid direcled_W .do any and all things
WHEREAS, coples of the hereinafter . necessary to effect the execution undtery Public
deurTrustmt
ed Trust indenture aLoan delivery of the Agreement, the Per-
Agreement have been presented to and formance of all obligations of the City
are before this meeting; under the Agreement, the execution
NOW. THEREFORE. BE R OR. std delivery of the Indenture. the per. , My Commission Expires:
DAINED by the Board of Directors of formanee of ell obligations of the City
the City of Fayetteville, Arkansas: under the pursuant to the Indenture,
Section 1. That the issuance of the [be -issuance, execution, sale and 0 J
Bonds is hereby authorized. The Bonds delivery of the Bonds, the execution '
shall be issued in the forms and and delivery of the Bond purchase i•�� '
numbered.
umbs ed.sh, shall ur dated, shall be Agreement. the execution, delivery j� -2 2O '.\ s
deromieQwnos all be rovers rind and Agreement,
distribution the a ec official mate „ J ' t ��` l vJ
of thirty tab) veinal, shag bear Int ment, and the performance of all acts Fees LOC Pelntiag �.[,�� ' 'Ihnlnn'ns
terest (at a rate of len percent (10 per. of whatever nature necessary to died
cent) ppeer anent, and stall be subject 8m*carry nut the authority comerred
to redemptlon prior to maturity all by this Ordinance. That the Mo or and Cost of Proof
upon the term% and conditions recons the City Clerk be, and they are hereby,
mended by the Company and to be ail further authwixed and direcled, 'for
forth in the Trust Indenture =andon behalf ofthe City, to execute all Total
(hereinafter authorized) securing that.PODers; document, cerlilicnles and
Bout'. r ,.i. : other uaiano that `maY be re-
- Sectlon x. NTMI ted Bonds be sold for' quired for the carrying out of such
the purchase price of lop percent of the authority or to evidence the exercise
prindpel thereof. The bonds shall not thereof. : ' , e+ .
6e aWd until web time as ChailesSection 7. That the City Clerk Is
Greener and Alan Sumner and their. hereby authorized and directed to file
spaces execute a personal Guaranty In me office W the City Clerk, as mpert
Agreement under which they uneundi. of the minutes of the meeting at which
homily guarantee to the Trustee for the Ordinance is adopted, for Imptee-
the benefit of the holders (mm time to tion by and interested person a copy of
time of the bonds and of the interest the Indenture, Agreement, and Bond '
coupons appertaining thereto las the Purchase Agreement. and such
full and prompt payment of thgiprtn- documents shall be m file for inspec-
cipal Wand premium, if anY, ddii the lion by any interested person.
bonds when and As the same became Section 8. That the law firm of Fri-
due, whether at the slated maturity day. Eldredge 6 Clark, Little Rock.
thereof, by acceleration, call for Arknosax, be appointed to act As Bond
redemption or otherwise. W ml the Counsel on behalf of the City In cone-
fug and prompt payment of interest on Uott with Use issuance and sale of the _
the Bonds when and as the same Bonds. -
becomes due. The Mavor is herebv Scelion 9. That this provisions of this
authorized to comer wibl Prospective Ordinance are hereby declared to be
1