ORD NO 09-1985 ORDINANCE NO. 7'194.r
AN ORDINANCE AUTHORIZING THE ISSUANCE OF
INDUSTRIAL DEVELOPMENT REVENUE BONDS FOR THE
PURPOSE OF PROVIDING PERMANENT FINANCING FOR
INDUSTRIAL FACILITIES; AUTHORIZING A TRUST
INDENTURE SECURING THE BONDS; AUTHORIZING A
LOAN AGREEMENT BETWEEN THE CITY OF VAN
BUREN, ARKANSAS, AND HOLLAND AND NOWOTNY,
INC.; AUTHORIZING THE SALE OF THE BONDS;
AUTHORIZING AND PRESCRIBING OTHER MATTERS
PERTAINING THERETO; AND DECLARING AN
EMERGENCY.
WHEREAS, the City of Van Buren, 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 and 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 issue its
revenue bonds under the Act and loan the proceeds thereof to
Holland and Nowotny, Inc., an Arkansas corporation (the
"Company for the purpose of financing a portion of the costs
of acquiring, constructing and equipping an industrial project
(the "Project at the Company's plant located within the
corporate limits of the City; 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 $1,000,000 in
aggregate principal amount of its Industrial Development Revenue
Bonds Holland and Nowotny, Inc. Project, Series 1985 (the
"Bonds to provide such financing; and
WHEREAS, the payment as due of the principal of and
interest on the Bonds will be guaranteed by the Department of
Industrial Development of the State of Arkansas pursuant to
applicable law; and
WHEREAS, the Company presently employs approximately
375 persons at its plant in the City, and the Company advises
that upon completion of the Project it expects to employ a total
of approximately 425 persons; and
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WHEREAS, copies of the hereinafter described Trust
Indenture and Loan Agreement have been presented to and are
before this meeting;
NOW, THEREFORE, BE IT ORDAINED by the City Council of
the City of Van Buren, Arkansas:
Section 1. The City Council hereby finds that the
acquiring, constructing and equipping of the Project, and the
issuance of the Bonds to finance the same, will provide a
substantial increase in employment and payrolls and will thereby
secure and develop industry within the City.
Section 2. That the issuance of the Bonds is hereby
authorized. The Bonds shall be issued in the forms and
denominations, shall be dated, shall be numbered 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.
The Bonds shall bear interest at the rates per annum, and shall
mature in each of the years, as set forth in the following
table:
Year Principal Amount Interest Rate
1986 $115,000 7.00%
1987 120,000 7.25
1988 130,000 7.50
1989 140,000 8.00
1990 150,000 8.25
1991 165,000 8.50
1992 180,000 8.75
Section 3. That the Bonds be sold to T. J. Raney
Sons, Inc. and Stephens Inc., both of Little Rock, Arkansas (the
"Purchasers for the purchase price of 97% of par, plus
accrued interest from the date of the Bonds to the date of
delivery, which price is recommended by the Company.
Section 4. 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 The State First National Bank of Texarkana,
Texarkana, Arkansas, as Trustee thereunder (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
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in substantially the form submitted to this meeting, and the
Mayor is hereby authorized to confer with the Trustee and others
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.
Section 5. 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 "Loan Agreement and the
Mayor and City Clerk be, and they are hereby, authorized to
execute, acknowledge and deliver the Loan Agreement for and on
behalf of the City. The Loan Agreement is hereby approved in
substantially the form submitted to this meeting, and the Mayor
is hereby authorized to confer with the Company and others in
order to complete the Loan 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 6. 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 in the name of the City, describing the City, the
Bonds, the Indenture, the Loan Agreement, and setting forth such
other information as may be determined to be necessary or
desirable by the Purchasers, the Company and the City. The
Mayor is authorized to execute such Official Statement on behalf
of the City.
Section 7. That the Mayor and 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 Loan Agreement and the performance
of all obligations of the City thereunder, the execution and
delivery of the Indenture and the performance of all obligations
of the City thereunder, the issuance, execution, sale and
delivery of the Bonds, 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 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 S. That the City is hereby involved with the
acquiring, constructing and equipping of industrial facilities,
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and pursuant to applicable laws of the State of Arkansas,
including particularly the Act, competitive bidding is waived.
Section 9. 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 the Loan Agreement, and such documents shall be on
file for inspection by any interested person.
Section 10. 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 11. 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 12. That all ordinances, resolutions and
parts thereof in conflict herewith are hereby repealed to the
extent of such conflict.
Section 13. 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
unemployment 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 passage.
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PASSED: April 15, 1984.
APPROV
ATTEST:
titafrek
Mayor
AIL
C. y
(SEAL)