0721
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ORDINANCE NO.
7 Z 1
AN ORDINANCE AUTHORIZING THE ISSUANCE OF INDUSTRIAL DEVELOPMENT
REVENUE BONDS UNDER 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, FOR THE PURPOSE OF PRO-
VIDING PERMANENT FINANCING OF THE COST OF SECURING AND DEVELOPING
INDUSTRY (THE 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 ACQUISITION, CONSTRUCTION AND EQUIPMENT
OF THE INDUSTRIAL PROJECT AND THE FINANCING THEREOF; AND DECLARING
AN EMERGENCY.
WHEREAS, the City of Jacksonville, 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
lands, construct and equip manufacturing 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 so acquired, constructed and equipped
and secured by a lien thereon and security interest therein; and
WHEREAS, the necessary arrangements have been made with
Conestoga Wood Specialties, Inc., a Pennsylvania corporation
("Conestoga") for a substantial industrial project consisting of
the acquisition of the former Twin Oaks Furniture Corporation
industrial facilities (consisting of land, building, machinery
and related equipment) and the acquisition and construction of
machinery, equipment and improvements for the expansion of this
facility within the City of Jacksonvil1e (the "project") and to
lease the Project to Conestoga pursuant to the terms of a Lease
and Agreement subsequently identified herein and referred to as
the "Lease Agreement"; and
WHEREAS, permanent financing of the Project costs, necessary
costs and expenses incidental thereto and expenses of authorizing
and issuing bonds, is being furnished by the City issuing
Industrial Development Revenue Bonds (the "Bonds") under the
provisions of Act No. 9 in the principal amount of One Million
Five Hundred Thousand and No/I00 Dol1ars ($1,500,000.00); and
WHEREAS, the Bonds are being issued in the principal amount,
dated, bearing interest, maturing and subject to the redemption
as hereafter set forth in the form of Indenture authorized by
this Ordinance;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF JACKSONVILLE, ARKANSAS:
Section 1: That there be, and there is hereby authorized
and directed the following:
(a) The sale of the Bonds to Worthen Bank and Trust
Company, N.A., First Jacksonville Bank, First Valley Bank
of Bethlehem, PA and Dauphin Deposit Bank and Trust Company
of York, PA, at a purchase price of $1,500.000.00 pursuant
to the recommendation of Conestoga and, in connection
therewith, if so requested by Conestoga, the execution by
the Mayor and Clerk of a Bond Purchase Agreement with such
purchasers.
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(b) The acquiring, constructing and equipping of the proj ect,
and in connection therewith, the execution of architectural,
engineering, construction and other contracts or the
acceptance of an assignment of any such contracts pre-
viously executed by Conestoga, for the acquiring, con-
structing and equipping of the Project; and
(c) The performance of all obligations of the City under
the Lease Agreement pertaining to the acquiring, con-
structing and equipping of the Project and the performance
of all obligations of the City under the contracts referred
to in (b) above.
Section 2: That the issuance of the Bonds in the total
principal amount of $1,500,000.00 is hereby authorized, and the
immediate delivery of the Bonds is hereby authorized. To pre-
scribe the terms 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, shal1 be in substantially the following,
to-wit:
[A copy of the form of Trust Indenture is on file with
the City Clerk and is available for inspection.]
Section 3: 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 execu-
tion and delivery 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 an Official Statement, 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 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, constructing and equipping of complex industrial
facilities, requiring highly specialized work and specialized
types of equipment, and therefore, competitive bidding is 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 in 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 ~103(b) (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 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 7: That all ordinances, resolutions and parts
thereof in conflict herewith are hereby repealed to the extent
of such conflict.
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section 8: That there is herebY found an~ decla~ed to be
an immediate need for the securing and develop~ng ~f ~ndustrY
in order to provide emplOyme~t and payr~llS' allev~ate unem-
plOyment and other~ise benef~t the publ~C health, safety ~nd
~elfare of the city and the inhabitantS thereof, and the ~ssua~ce
of the Bonds authOrized herebY and the taKing of the other ~ct~on
authOrized herebY are immediatelY necessary for the accompl~sh~ng
of theSe public benefits and purposes~ It is, .therefore, declared
that an emergencY e~ists and thiS ord~~ance be~ng necessarY for
the immediate preservation of the publ~C peace, health a~d safety
shall be in force and effect immediatelY upon and after ~ts
passage ·
APPROVED AND ADOPTED THIS ~ DAY OF
1983. EffECllVE VAlE: NOVEMBER 6tn 1983.
CITY OF JACKSONVILLE, ARKANSAS
OCTOBER
ATTEST:
~L~~'
'--Ct CLERK
APPROVED AS TO FO~:
Cl
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