1079
a
ORDINANCE NO. 1079 <#7 - 97)
AN ORDINANCE MAKING CERTAIN FINDINGS WfTH RESPECT TO THE FINANCING
OF AND IMPROVEMENT TO REBSAMEN REGIONAL MEDICAL CENTER;
AUTHORIZING THE ISSUANCE OF REVENUE BONDS; AUTHORIZING A
SUPPLEMENTAL TRUST INDENTURE; AUTHORIZING A SUPPLEMENTAL LEASE;
AUTHORIZING THE SALE OF THE BONDS; PRESCRIBING OTHER MATTERS
PERTAINING THERETO; DECLARING AN EMERGENCY:. AND, FOR OTHER
PURPOSES.
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WHEREAS, THE CITY OF JACKSONVILLE, ARKANSAS (THE "CITY") OWNS AN
ACUTE CARE HOSPITAL KNOWN AS "REBSAMEN REGIONAL MEDICAL CENTER" WITH
RELATED HEALTH CARE FACILITIES (THE "HOSPITAL");
WHEREAS, THE CITY HAS DETERMINED THAT CERTAIN IMPROVEMENTS AND
EXTENSIONS (THE "PROJECT") TO THE HOSPITAL SHOULD BE ACCOMPLISHED IF THE
HOSPITAL IS TO CONTINUE TO SERVE THE INHABITANTS OF THE CITY AND THE AREA
SURROUNDING THE CITY;
WHEREAS, THE CITY HAS OUTSTANDING ITS REVENUE BONDS, SERIES 1992
(THE "SERIES 1992 BONDS" AND ITS HOSPITAL REVENUE REFUNDING AND
CONSTRUCTION BONDS, SERIES 1996 (THE "SERIES 1996 BONDS);
WHEREAS, THE HOSPITAL IS LEASED TO REBSAMEN REGIONAL MEDICAL
CENTER, INC. <THE "LESSEE") PURSUANT TO A LEASE ENTERED INTO BETWEEN THE
CITY AND LESSEE AS OF SEPTEMBER I, I 994 (THE u LEASE~');
WHEREAS, THE CITY, PURSUANT TO THE REQUEST OF LESSEE, PROPOSES TO
ISSUE THE "CITY OF JACKSONVILLE, ARKANSAS HOSPITAL REVENUE BONDS, SERIES
1997 (THE "SERIES 1997 BONDS") IN THE PRINCIPAL AMOUNT OF THREE MILLION
NINE HUNDRED THOUSAND DOLLARS ($3,900,000.00) TO PROVIDE FOR THE
ACQUISITION AND CONSTRUCTION OF A PORTION OF THE PROJECT;
WHEREAS, THE SERIES 1997 BONDS WILL BE SECURED ON A PARITY OF LIEN,
PLEDGE, AND SECURITY WITH THE SERIES 1992 BONDS AND THE SERIES 1996
BONDS UNDER AND PURSUANT TO A SUPPLEMENTAL, RESTATED AND SUBSTITUTED
TRUST INDENlURE DATED AS OF AUGUST I, 1996, AS SUPPLEMENTED, BETWEEN THE
CITY AND FIRST JACKSONVILLE BANK & TRUST, JACKSONVILLE, ARKANSAS (THE
"TRUSTEE");
WHEREAS, A PUBLIC HEARING WAS CONDUCTED AS REQUIRED BY LAW BY THE
BOARD OF DIRECTORS OF LESSEE PURSUANT TO PUBLISHED NOTICE RECITING THAT:
I . THE CITY PROPOSES TO ISSUE REVENUE BONDS (THE SERIES
I 996 BONDS AND THE SERIES I 997 BONDS) FOR THE PURPOSE OF
REFUNDING CERTAIN OUTSTANDING HOSPITAL REVENUE BONDS AND
FINANCING THE ACQUISITION CONSTRUCTION AND EQUIPPING OF
FACILITIES FOR THE IMPROVEMENT AND EXPANSION OF THE HOSPITAL;
2. THE BONDS WILL BE REVENUE BONDS, SECURED BY A PLEDGE OF
REVENUES OF THE HOSPITAL;
3. THE SERIES 1997 BONDS ARE PROPOSED TO BE ISSUED, WITH
THE SERIES 1996 BONDS, FOR THE PURPOSE, WITH OTHER AVAILABLE
FUNDS, OF REFUNDING AT LOWER RATES OF INTEREST CERTAIN
OUTSTANDING HOSPITAL REVENUE BONDS (BONDS IN THE PRINCIPAL
AMOUNT OF NOT TO EXCEED SIX MILLION Two HUNDRED FIFTY THOUSAND
DOLLARS ($6,250,000.00) TO BE UTILIZED FOR THIS PURPOSE) AND
FINANCING THE ACQUISITION, CONSTRUCTION, AND EQUIPPING OF
FACILITIES FOR THE IMPROVEMENT OF THE HOSPITAL (BONDS FOR THE
PURPOSE TO BE IN THE PRINCIPAL AMOUNT OF NOT TO EXCEED EIGHT
MILLION Two HUNDRED FIFTY THOUSAND DOLLARS ($8,250,000.00).
THE IMPROVEMENTS INCLUDE THE CONVERSION OF CERTAIN FACILITIES
AND THE RENOVATION AND IMPROVEMENT OF PATIENT ROOMS (INCLUDING
A NEW NURSES STATION), PHARMACY FACILITIES, ENGINEERING
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ORDINANCE No. 1079 (#7 - 97)
PAGE Two
FACILITIES, LABORATORY FACILITIES, REHABILITATION FACILITIES, AND
TRANSITION UNITS;
4. THE HOSPITAL IS OWNED BY THE CITY AND IS LEASED TO LESSEE.
IT IS LOCATED AT 1400 BRADEN, JACKSONVILLE, ARKANSAS 72076,
IN THE CITY;
WHEREAS, NO PERSON APPEARED AT THE PUBLIC HEARING TO OBJECT TO
ISSUANCE OF THE SERIES 1997 BONDS; AND,
WHEREAS, COPIES OF THE FIRST SUPPLEMENTAL TRUST INDENTURE, THE
SECOND SUPPLEMENTAL LEASE, (BOTH BEING IN SUBSTANTIALLY FINAL FORM), THE
BOND PURCHASE AGREEMENT, AND THE PRELIMINARY OFFICIAL STATEMENT (ALL BEING
IDENTIFIED HEREINBELOW) HAVE BEEN PRESENTED TO AND ARE BEFORE THE CITY
COUNCIL AT THE MEETING AT WHICH THIS ORDINANCE IS CONSIDERED.
NOW, THEREFORE, BE IT ORDAINED AND ENACTED BY THE CITY
COUNCIL OF THE CITY OF JACKSONVILLE, ARKANSAS:
SECTION ONE: THE ISSUANCE OF THE SERIES 1997 BONDS, IN THE
AGGREGATE PRINCIPAL AMOUNT OF THREE MILLION NINE HUNDRED THOUSAND DOLLARS
($3,900,000.00) IS HEREBY AUTHORIZED AND APPROVED. THE INTEREST RATES
AND TERMS OF THE SERIES 1997 BONDS ARE AS SET FORTH IN THE BOND PURCHASE
AGREEMENT.
SECTION TWO: THE SERIES 1997 BONDS SHALL BE SOLD PURSUANT TO
THE TERMS AND CONDITIONS OF THE BOND PURCHASE AGREEMENT AMONG THE CITY,
THE LESSEE, AND STEPHENS INC. FOR THE PURCHASE PRICE AND UPON THE TERMS
AND CONDITIONS SET FORTH THEREIN.
SECTION THREE: To PRESCRIBE THE TERMS AND CONDITIONS UPON WHICH
THE SERIES 1997 BONDS ARE TO BE EXECUTED, THE MAYOR AND THE CITY CLERK
ARE HEREBY AUTHORIZED AND DIRECTED TO EXECUTE AND ACKNOWLEDGE THE FIRST
SUPPLEMENTAL TRUST INDENTURE AND TO AFFIX THE SEAL OF THE CITY THERETO, AND
THE MAYOR IS HEREBY AUTHORIZED AND DIRECTED TO CAUSE THE FIRST
SUPPLEMENTAL TRUST INDENTURE TO BE ACCEPTED, EXECUTED, AND ACKNOWLEDGED
BY THE TRUSTEE. THE FIRST SUPPLEMENTAL TRUST INDENTURE IS HEREBY APPROVED
IN SUBSTANTIALLY THE FORM HERETOFORE PRESENTED, AND THE MAYOR IS HEREBY
AUTHORIZED TO EXECUTE IT ON BEHALF OF THE CITY WITH SUCH CHANGES AS MAY BE
APPROVED BY HIM.
SECTION FOUR: THE SECOND SUPPLEMENTAL LEASE IS HEREBY APPROVED
IN SUBSTANTIALLY THE FORM HERETOFORE PRESENTED, AND THE MAYOR IS HEREBY
AUTHORIZED TO EXECUTE THE SECOND SUPPLEMENTAL LEASE WITH SUCH CHANGES
AS SHALL BE APPROVED BY HIM.
SECTION FIVE: THERE IS HEREBY AUTHORIZED, RATIFIED, AND CONFIRMED
THE PREPARATION AND DISTRIBUTION TO VARIOUS PROSPECTIVE AND ACTUAL
PURCHASERS OF THE SERIES 1997 BONDS OF THE OFFICIAL STATEMENT AND
PRELIMINARY OFFICIAL STATEMENT IN THE NAME OF THE CITY, DESCRIBING THE CITY,
THE HOSPITAL, THE SERIES 1997 BONDS, 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 SUCH OFFICIAL
STATEMENT. THE PRELIMINARY OFFICIAL STATEMENT, IN THE FORM HERETOFORE
PRESENTED, IS HEREBY APPROVED.
SECTION SIX: 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 SECOND SUPPLEMENTAL LEASE, THE
EXECUTION AND DELIVERY OF THE FIRST SUPPLEMENTAL TRUST INDENTURE, THE
ISSUANCE, EXECUTION, SALE AND DELIVERY OF THE SERIES 1997 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
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ORDINANCE NOo 1079 <#7 - 97)
PAGE THREE
BY THIS ORDINANCE. THE MAYOR AND 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 SEVEN: THE CITY CLERK SHALL MAINTAIN, 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 FIRST SUPPLEMENTAL INDENTURE, THE
SECOND SUPPLEMENTAL LEASE, THE BOND PURCHASE AGREEMENT, AND THE
PRELIMINARY OFFICIAL STATEMENT.
SECTION EIGHT: ALL ORDINANCES, PARTS OF ORDINANCES, OR PREVIOUS
ACTIONS TAKEN BY SAID COUNCIL IN CONFLICT HEREWITH ARE HEREBY REPEALED TO
THE EXTENT OF SUCH CONFLICT.
SECTION NINE: IT IS HEREBY ASCERTAINED AND DECLARED THAT PROVIDING
CONTINUED MEDICAL FACILITIES AND SERVICES FOR THE HEALTH AND SAFETY OF THE
CITIZENS OF JACKSONVILLE IS ESSENTIAL TO OUR COMMUNITY. THEREFORE, THIS
ORDINANCE, BEING NECESSARY FOR THE IMMEDIATE PRESERVATION OF PUBLIC PEACE,
HEALTH, AND SAFETY, SHALL TAKE EFFECT IMMEDIATELY UPON PASSAGE AND
PUBLICATION, AS PROVIDED BY AND SUBJECT TO THE REQUIREMENTS OF APPLICABLE
LAW.
APPROVED AND ADOPTED THIS
/d"
DAY OF MAY, 1997.
CIlY OF JACKSONVILLE, ARKANSAS
/\'~~
TOMMY SWAIM, MO' \.J
ATTEST:
~ ~. ~~
-L - . M. LEONAR , flY CLERK