ORD NO 25-1979 ORDINANCE NO. 25 1979
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 A LEASE AND AGREEMENT BETWEEN
THE CITY OF VAN BUREN, ARKANSAS, AS LESSOR,
AND SOUTHWESTERN GLASS COMPANY, INC., AS
LESSEE; AUTHORIZING TIIE SALE OF TIIE BONDS
AND THE EXECUTION OF A BOND PURCHASE AGREE
MENT IN CONNECTION THEREWITH; 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 provide permanent
financing, through the issuance of revenue bonds under the Act,
for an expansion of its existing manufacturing plant consisting
of lands, buildings, improvements, machinery, equipment and
facilities (the "Project"), and that the City lease the Project to
Southwestern Glass Company, Inc., an Arkansas corporation (the
"Company as part of an industrial plant to be operated by the
Company (or its successors or assigns) at 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 $600,000 in principal amount of
its Industrial Development Revenue Bonds Southwestern Glass
Project, Series 1979 (the "Bonds to provide such financing; and
WHEREAS, copies of the hereinafter described Trust
Indenture, Lease and Agreement, and Bond Purchase 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. 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 (over a
period not to exceed thirty (30) years), shall bear interest (at
a rate or rates not to exceed ten percent (10%) 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 securing the Bonds (hereinafter
authorized).
Section 2. That the Bonds be sold to Powell Satterfield,
Inc., Little Rock, Arkansas (the "Purchaser for the purchase price
recommended by the Company and upon the terms and conditions
set forth in a Bond Purchase Agreement to be entered into be-
tween the City and the Purchaser (the "Bond Purchase Agreement
The Bond Purchase Agreement is hereby approved in substantially
the form submitted to this meeting, and the Mayor is hereby
authorized to confer with the Purchaser and the Company in
order to complete the Bond Purchase Agreement, and to execute
and deliver the same on behalf of the City in substantially the
form presented 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 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
ilk 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, 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.
Section 4. That there be, and there is hereby authorized
the execution and delivery of a Lease and Agreement by and be-
tween 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 substantially in 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 Lease Agree-
ment 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 Lease 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 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 obligations 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 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 whatever nature necessary to effect and carry out the
authority conferred 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.
Section 7. That the City is hereby involved with the
acquiring, constructing and equipping of industrial facilities,
and pursuant to applicable laws of the State of Arkansas, in-
cluding particularly the Act, competitive bidding is waived.
Section 8. 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,
Lease Agreement, and Bond Purchase 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, be appointed to act as Bond Counsel
on behalf of the City 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.
PASSED: July 16, 1979.
APPROVED:
ATTEST:
die Mayor
City C'erk
(SEAL)
CERTIFICATE
The undersigned, City Clerk of the City of Van Buren,
Arkansas, hereby certifies that the foregoing pages are a true
and perfect copy of Ordinance No. 25,1973 adopted at a regular
session of the City Council of the City of Van Buren, Arkansas,
held at the regular meeting place in the City at 7:00 o'clock p.m.,
on the 16th day of July, 1979, and that the Ordinance is of record
in Ordinance Record Book No. at page 155 now in my
possession.
GIVEN under my hand and seal on this 16th day of July,
1979.
eu. S -s
City erk
(SEAL)