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ORD NO 08-1974 ORDINANCE NO, V.Ci 1 7 7" AN ORDINANCE AUTHORIZING TI IE ISSUANCE OF INDUSTRIAL DEVELOPMENT REVENUE BONDS UNDER ACT NO. 9 OF TI-IE FIRST EXTRAORDINARY SESSION OF THE SIXTY SECOND GENERAL ASSEMBLY OF THE STATE OF ARKANSAS, APPROVED JANUARY 21, 1960, AS AMENDED, FOR THE PURPOSE OF PROVIDING PERMA- NENT FINANCING OF TEE COSTS OF SECURING AND DEVELOPING INDUSTRY (TUE PARTICULAR INDUSTRIAL PROJECT IS DESCRIBED IN THE ORDINANCE); AUTHORIZING THE EXECUTION AND DELIVERY OF A TRUST INDENTURE SECURING THE BONDS; AUTHORIZING AND PRESCRIBING OTHER MATTERS PERTAINING TO THE INDUS- TRIAL PROJECT, THE ACQUIRING, CONSTRUCTING AND EQUIPPING THEREOF AND THE FINANCING; AND.DECLARING AN EMERGENCY WHEREAS, the City of Van Buren, Arkansas (the "City is authorized by 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 "Act No. 9 to acquire, construct and equip lands, buildings, improvements and facilities and to incur other costs and expenses and make other expenditures incidental to and for the securing and developing of industrial operations; and WHEREAS, the City is authorized by Act No. 9 to issue Industrial Development Revenue Bonds payable from revenues derived from the Industrial Project involved and secured by a lien thereon and security interest therein; and WHEREAS, the necessary arrangements havebeen•made with S& H, Inc., an Arkansas corporation "S H for a substantial industrial project consisting of lands, buildings, improvements, equipment and facilities for an industrial plant (the "Project and to lease the Project to S& H, pursuant to the terms of a Lease and Agreement subsequently identified herein and referred to as the "Lease Agreement and 0 WHEREAS, permanent financing of the Project costs, necessary costs and expenditures incidental thereto and the expense of issuing bonds, is being furnished by the City issuing Industrial Development Revenue Bonds under the provisions of Act No. 9 in the principal amount of not to exceed Five Million Dollars ($5,000,000) (the "bonds which have been approved by the electors of the City at a special election; and WHEREAS, the bonds are to be sold and delivered in series, with there being initially issued Series A in the principal amount, dated, bearing interest. maturing and subject to redemption as hereinafter set forth in the form of Indenture authorized by this Ordinance; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL of the City Van Buren, Arkansas: Section 1. That there be, and there is hereby authorized and directed the following: (a) The sale of the Series A Bonds to Stephens, Inc. Little Rock, Arkansas; (b) The acquiring, constructing and equipping of the Project, and in connection therewith, the execution of any contracts, or the acceptance of an assignment of any such contracts previously executed by S &H, for the acquiring, constructing and equipping of the Project; and (c) The performance of all obligations of the City under the Lease Agreement pertaining to the acquiring, constructing and equipping of the Project and the performance of all obligations of the City under any contracts to which the City becomes a party pursuant to the authority confined hereby. Section 2. That Industrial Development Revenue 13onds of the City under Act No. 9 in the total .principal amount of. not to exceed $5;000,000 are hereby authorized, and the immediate delivery of Series A is hereby authorized. To prescribe the terns and conditions upon which the bonds are to be secured, executed, authenticated, accepted and held; the Mayor is hereby authorized and directed to execute and acknowledge a Trust Indenture (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, which constitutes and is hereby made a part of this Ordinance, shall be in substantially the following form to -wit: Section 3. Thal the Mayor and City Clerk, ox either of them, 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 of the Indenture, its execution and acceptance by the Trustee, the performance of all obligations of the City under and pursuant to the Indenture, the execution and delivery of the Series A Bonds, the execution and delivery of an Official Statement or Offering Circular used in connection with the sale of the bonds, and the performance of all acts of whatever nature necessary to effect and carry out the authority conferred by the Indenture and 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 4. That the City is here involved with the acquiring, con- structing and equipping of complex industrial facilities, requiring highly specialized work and specialized types of equipment, and, therefore, competitive bidding has been and is hereby, waived. This action is taken by the City Council pursuant to applicable laws of the State of Arkansas, including particularly Act No. 9. Section 5. That the Mayor and City Clerk for and on behalf of the City, be and they are hereby authorized and directed to take all action, and execute and file all documents, necessary to perfect an election to proceed under Section 103 (c) (6) (D) of the Internal Revenue Code of 1954, as amended, to the end of insuring that interest on the bonds is exempt from federal income taxes... Section 6. That the provisions of this Ordinance are hereby declared to be severable, and if any section, phrase or provision shall for any reason be declared fo be invalid, such declaration shall not affect the validity of the remainder of the sections, phrases and provisions. q Section 7, That all ordinances, resolutions and parts thereof in conflict herewith are hereby repealed to the extent of such conflict, Section 8 That there is hereby found and declared to be an immediate need for the securing and developing of industry in order to provide additional employment and increased 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 health, safety and welfare shall be in force and effect immediately upon and after its passage. PASSED: On,Q 1974. APPROVED: ATTEST: a AL City Clerk (SEAL) 0 es- CERTIFICATE 0- The undersigned, City Clerk of the City of Van Buren, Arkansas, hereby certifies that the foregoing pages are a true and compared copy of an Ordinance passed at a regular session of the City Council held at the regular meeting place of the City Council at .m., on the (lay of�f�---,-1974, and that the Ordinance is of record in Ordinance Record Book No. Page now in my possession. GIVEN under my hand and the seal of the City this day of /8(L, 1974. I City Clerk (SEAL)