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HomeMy WebLinkAbout89-84 RESOLUTION• • RESOLUTION NO. 89-84 A RESOLUTION RATIFYING THE FAYETTEVILLE PUBLIC FACILITY BOARD'S RESOLUTION AUTHORIZING THE ISSUANCE OF REVENUE BONDS TO FINANCE CONSTRUCTION OF HOUSING AND HEALTH CARE FACILITIES BY BUTTERFIELD TRAIL VILLAGE, INC. WHEREAS, the Fayetteville Public Facilities Board has adopted a resolution authorizing the issuance of revenue bonds to finance the construction of housing and health care facilities by Butterfield Trail Village, Inc.; and WHEREAS, a copy of said resolution is attached hereto marked Exhibit "A" and made a part hereof; and WHEREAS, under Fayetteville Ordinance No. 2485, as amended by Ordinance No. 2991, said resolution must be ratified by the Fayetteville Board of Directors for the bonds to be issued. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE CITY OF FAYETTEVILLE, ARKANSAS: That the Board of Directors hereby ratifies the aforesaid resolution attached hereto marked Exhibit "A" and made a part hereof. PASSE AATD APPROVED this 21st day of August , 1984. `, p r•cAYE.I.- \. r. APPROVE /2 ale.‘,247/' By: •-." `1 7 Mayor c tk • • • tit • Y': • • RESOLUTION A RESOLUTION MAKING CERTAIN FINDINGS IN CONNECTION WITH A PROGRAM FOR THE FINANCING OF HOUSING AND HEALTH CARE FACILITIES IN THE CITY OF FAYETTEVILLE, ARKANSAS; AUTHORIZING THE ISSUANCE OF REVENUE BONDS; AUTHORIZING A TRUST INDENTURE SECURING THE BONDS; AUTHORIZING A LOAN AGREEMENT AND SECURITY AGREEMENT; AUTHORIZING THE SALE OF THE BONDS AND THE EXECUTION OF A BOND PURCHASE AGREEMENT; AND PRESCRIBING OTHER MATTERS PERTAINING THERETO. WHEREAS, pursuant to the Constitution and laws of the State of Arkansas, particularly Act No. 142 of the Acts of Arkansas of 1975, as amended (the "Act"), the Fayetteville Facilities Board (the "Board") is authorized to carry out the public purposes described in the Act by issuing its revenue bonds to provide financing for housing and health care facilities and by pledging the income from such facilities financed thereby as security for the payment of the principal of and interest on such revenue bonds and by entering into agreements made in connection therewith; and WHEREAS, Butterfield Trail Village, Incorporated, an Arkansas not for profit corporation (the "Borrower") has found that there is a need in the City of Fayetteville, Arkansas (the "City"), and the surrounding area, for housing facilities to serve the particular requirements of retired persons, with appurtenant health care facilities, and the Board has reviewed the findings of the Borrower and has reviewed the facilities as proposed to be developed by the Borrower (which consist, generally stated, of 248 residential units, a nursing care center with 40 beds, commons areas and related facilities) (the "Project"), concurs in the finding of the Borrower and has found that the Project will serve the needs of retired persons in the City and the surrounding area and will therefore serve a significant public purpose; and WHEREAS, the most efficient means for the financing of the Project, together with necessary reserves, funded interest, initial working capital, development and marketing costs, and costs of issuance of bonds, is by the issuance of the Board's Revenue Bonds, Series 1984 (Butterfield Trail Village Project), dated September 1, 1984, in the principal amount of $28,035,000 (the "Series 1984 Bonds"), to be secured pursuant to a Trust Indenture (the "Indenture") between the Board and Worthen Bank & Trust Company, N.A., Little Rock, Arkansas (the "Trustee") dated as of September 1, 1984, and to lend the proceeds of the Series EXHIBIL.A l • 1984 Bonds to the Borrower pursuant to the terms of a Loan Agreement and Security dated as of September 1, 1984 between the Board and the Borrower (the "Agreement"); and Purchase Statement Statement Board; WHEREAS, copies of the Agreement, the Indenture, the Agreement (identified hereinbelow), the Official (identified hereinbelow) and the Preliminary Official (identified hereinbelow) have been presented to the NOW, THEREFORE, be it resolved by The Fayetteville Public Facilities Board: Section 1. That the in the aggregate principal amount authorized. The Series 1984 Bonds and denominations, shall be dated, mature, shall bear interest at the to redemption prior to maturity conditions set forth in the Indenture. issuance of the Series 1984 Bonds of $28,035,000 is hereby shall be issued in the form shall be numbered, shall rates, and shall be subject all upon the terms and Section 2. That the Series 1984 Bonds be sold pursuant to the terms and conditions of a Bond Purchase Agreement, dated , 1984 (the "Purchase Agreement"), among the Board, the Borrower, Stephens Inc., and Merrill Lynch Capital Markets (the "Purchasers"), for the purchase price and upon the terms and conditions set forth therein. The Purchase Agreement is hereby approved in substantially the form heretofore presented, and the Chairman or Acting Chairman of the Board (the "Chairman") is hereby authorized to execute the Purchase Agreement on behalf of the Board, with such insubstantial changes as he may approve. Section 3. That to prescribe the terms and conditions upon which the Bonds are to be executed, authenticated, delivered, issued, accepted, held and secured, the Chairman is hereby authorized and directed to execute and acknowledge the Indenture, and the Secretary is hereby authorized and directed to execute and acknowledge the Indenture and to affix the seal of the Board thereto, and the Chairman and Secretary 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 heretofore presented, and the Chairman and Secretary are hereby authorized to execute the Indenture on behalf of the Board, with such insubstantial changes as may be approved by them. Section 4. That the Agreement is hereby approved in substantially the form heretofore presented, and the Chairman 2 • • and Secretary are hereby authorized to execute the Agreement with such insubstantial changes as shall be approved by them. Section S. That there is hereby authorized, ratified and confirmed the preparation and distribution to various prospective and actual purchasers of the Bond of the Official Statement and Preliminary Official Statement, in the name of the Board, describing the Board, the Series 1984 Bonds, the Indenture and the Agreement, and setting forth such other information as may be determined to be necessary or desirable. The Chairman, for and on behalf of the Board, is authorized to execute such Official Statement, with such insubstantial changes as may be approved by him. The Preliminary Official Statement, in the form heretofore presented, is hereby approved. Section 6. That the Chairman and Secretary, for and on behalf of the Board, are hereby authorized and directed to do any and all things necessary to effect the execution and delivery of the Agreement, the execution and delivery of the Indenture, the issuance, execution, sale and delivery of the Series 1984 Bonds, the execution and delivery of the Purchase Agreement, the execution, delivery and distribution of an Official Statement and the performance of all acts of whatever nature necessary, to effect and carry out the authority conferred by this Resolution. The Chairman and the Secretary are hereby further authorized and directed, for and on behalf of the Board, 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. Pursuant to the provisions of the Act, competitive bidding is hereby waived. Section 8. The law firm of Friday, Eldredge & Clark, Little Rock, Arkansas, is hereby appointed Bond Counsel to the Board and James N. McCord is hereby confirmed as Counsel to the Board in the issuance of the Series 1984 Bonds. Section 9. That the Secretary shall maintain, as a part of the minutes of the meeting'at which this Resolution is adopted, and the permanent records of the Board, for inspection by any interested person, a copy of the Indenture, the Agreement, the Purchase Agreement, the Official Statement and the Preliminary Official Statement. 3