ORD NO 38-2007 0 City of Van Buren, Arkansas
ORDINANCE NO. 3g
AN ORDINANCE AUTHORIZING THE ISSUANCE OF $10,000,000
WATERWORKS AND SEWER SYSTEM REVENUE CAPITAL
IMPROVEMENT BONDS, SERIES 2007, BY THE CITY OF VAN
BUREN, ARKANSAS; AUTHORIZING A TRUST INDENTURE
SECURING THE BONDS; AFFIRMING THE SALE OF THE
BONDS AND THE EXECUTION OF A BOND PURCHASE
AGREEMENT; PRESCRIBING OTHER MATTERS PERTAINING
THERETO; AND DECLARING AN EMERGENCY
WHEREAS, the City of Van Buren, Arkansas owns a water and sewer system which is
operated and maintained as a single, integrated municipal undertaking (the "System on behalf of
the City by the Van Buren Water and Sewer Commission (the "Commission and
WHEREAS, pursuant to the Constitution and laws of the State of Arkansas, including
particularly the Local Government Capital Improvement Revenue Bond Act of 1985, as amended,
the City is authorized to issue its bonds to finance capital improvements to the System and to
pledge the revenues of the System to the repayment of the bonds; and
WHEREAS, the City Council and the Commission have determined that the acquisition,
construction, and equipping of capital improvements to the System (the "Improvements is
necessary in order to make the services provided by the System adequate for the needs of the City;
and
WHEREAS, the City is authorized under Act No. 305 of the Acts of the General Assembly of
the State of Arkansas for the year 1967, as amended "Act 305 to pledge and cross pledge the
revenues of any City water or sewer utility to revenue bonds issued for constructing, reconstructing,
extending, improving, or equipping water and sewer utilities owned by the City at the time of such
pledge or cross pledge; and
WHEREAS, to provide moneys for accomplishing the Improvements, the City has determined
to issue its Waterworks and Sewer System Revenue Capital Improvement Bonds, Series 2007,
dated December 1, 2007 (the "Bonds in the principal amount of $10,000,000; and
WHEREAS, the City has made arrangements for the sale of the Bonds to Morgan Keegan
Company, Inc. (the "Underwriter'), pursuant to a Bond Purchase Agreement, which has been
executed on behalf of the City by the Mayor and is presented to and is before this meeting; and
WI-IEREAS, the City desires to affirm acceptance of the Underwriter's offer to purchase the
Bonds and to authorize the issuance of the Bonds and the execution and delivery of various
documents pertaining to the issuance of the Bonds; and
0 NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
VAN BUREN, ARKANSAS, as follows:
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SECTION 1. The Improvements shall be accomplished under the control and supervision of.
and all details in connection therewith shall be handled by, the Commission.
SECTION 2. The issuance of the Bonds in the aggregate principal amount of $10,000,000 is
hereby authorized for the purpose of accomplishing the Improvements, and the Mayor and City
Clerk are hereby authorized to execute, by manual or facsimile signature, and deliver the Bonds to
or upon the direction of the Underwriter. The Bonds shall be not general obligations of the City, but
shall be special obligations, payable from and secured by the revenues of the System on a parity of
security with the 2001 Bonds. The Bonds shall be dated December 1, 2007, and shall be issued in
the form and denominations, shall be numbered, and shall be subject to optional redemption prior to
maturity all upon the terms and conditions set forth in the Bond Purchase Agreement and Trust
Indenture, which are identified and authorized below. The Bonds shall mature on the dates and in
the amounts and shall bear interest at the rates as follows:
Due December 1 Principal Amount Interest Rate
2010 $390,000 4.000%
2011 405,000 4.000
2012 420,000 4.000
2013 440,000 4.000
2014 455,000 4.000
2015 475,000 4.000
2016 495,000 4.000
2017 515,000 4.000
2018 535,000 4.000
2019 555,000 4.000
2020 575,000 4.000
2021 600,000 4.000
2022 625,000 4.000
2023 650,000 4.050
2024 675,000 4.050
2025 700,000 4.100
2026 730,000 4.125
2027 760,000 4.150
SECTION 3. The Bonds have been sold pursuant to the specific terms and conditions set forth
in a Bond Purchase Agreement, dated November 13, 2007 (the "Bond Purchase Agreement
between the City and the Underwriter, for the purchase price of 98.65% of the principal amount
thereof, plus original issue premium and plus accrued interest to the date of purchase. The City
hereby affirms execution and delivery of the Bond Purchase Agreement by the Mayor on behalf of
the City in the form presented at this meeting. An executed copy of the Bond Purchase Agreement
shall be filed in the permanent records of the City and kept by the City Clerk.
SECTION 4. To prescribe the terms and conditions upon which the Bonds are to be executed,
authenticated, delivered, issued, accepted, held, and secured, the Mayor is hereby authorized and
directed to execute and acknowledge a Trust Indenture, dated as of December 1, 2007, by and
between the City and Citizens Bank Trust Co., as Trustee. and the City Clerk is hereby
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authorized and directed to execute and acknowledge the Trust Indenture and to affix the seal of the
City thereto, and the Mayor and City Clerk are hereby authorized and directed to cause the Trust
Indenture to be accepted, executed, and acknowledged by the Trustee. The Trust Indenture is hereby
approved in substantially the form submitted at this meeting, and the Mayor and City Clerk are
hereby authorized, upon the advice of bond counsel, to confer with the Trustee and the Underwriter
in order to complete the Trust Indenture with such modifications as shall be approved by the Mayor
and City Clerk, their execution to constitute conclusive evidence of such approval.
SECTION 5. There is hereby authorized the preparation and distribution to various prospective
and actual purchasers of the Bonds of the Official Statement dated November 13, 2007 in the name
of the City, describing the City, the Bonds, the System, and the Trust Indenture and setting forth
such other information as may be determined to be necessary or desirable. The Mayor, for and on
behalf of the City, is authorized to execute the Official Statement, an executed copy of which shall
be filed in the permanent records of the City.
SECTION 6. The appointment of Citizens Bank Trust Co. to serve as Trustee is hereby
approved.
SECTION 7. All actions heretofore taken by the City and the Underwriter in connection with
the offer and sale of the Bonds are hereby in all respects ratified and approved.
SECTION 8. The Mayor and City Clerk, for and on behalf of the City, are hereby authorized
and directed to do any and all things necessary to effect the execution and delivery of the Bonds, the
Bond Purchase Agreement, and the Trust Indenture; the execution, delivery, and distribution of the
Official Statement; the execution and delivery of such other papers and documents necessary to
effect the issuance of the Bonds, including, particularly, an undertaking to make provide annual
disclosure reports and to provide notice of certain events; and the performance of all acts of
whatever nature necessary to effect and carry out the authority conferred by this Ordinance. The
Mayor and the City Clerk 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 9. The City Clerk shall maintain, as a part of the minutes of the meeting at which
this Ordinance is adopted, and in the permanent records of the City, for inspection by any interested
person, a copy of the Trust Indenture, the Official Statement, and the Bond Purchase Agreement.
SECTION 10. The City hereby declares its expectation and intention that bonds issued and to
be issued by the City during calendar year 2007 will not in the aggregate exceed $10,000,000 in
principal amount, and the City hereby declares the Bonds to be "qualified tax- exempt obligations"
within the meaning of section 265(b) of the Internal Revenue Code of 1986, as amended.
SECTION 11. Emergency Clause. The City Council hereby determines that the Improvements
must be accomplished as soon as possible in order to make the System adequate for the needs of the
City and its inhabitants and to insure the continued operation of the System; that an appropriate way
to accomplishment the Improvements is by the issuance of revenue bonds payable from revenues of
the System as authorized by the Act; and that this ordinance shall be given immediate effect so that
such savings may be secured as soon as possible. Therefore, an emergency is hereby declared to
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exist and this ordinance, being necessary for the immediate preservation of the public health, safety,
and welfare, shall be in full force and effect from and after its passage and approval.
ADOPTED: November 19, 2007
By
Mayor
ATTEST: a
B �W
City Clerk
(S E A L)
o
0
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