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0916 .~ ~ ORDINANCE NO. ] 1 6 AN ORDINANCE APPROVING THE ISSUANCE OF HOSPITAL REVENUE REFUNDING BONDS; APPROVING A TRUST INDENTURE; DECLARING AN EMERGENCY; AND FOR OTHER PURPOSES WHEREAS, the City of Jacksonville, Arkansas (the "Ci ty") issued i ts Refunding and Construction Hospi tal Revenue Bonds, Series 1980, dated October 1, 1980, in the original principal amount of $9,100,000 (the "Outstanding Bonds") for the purpose of financing the acquisition, construction and equipping of an expansion to the Ci ty' s general, acute care hospi tal, Rebasamen Regional Medical Center (the "Hospital") and refunding various bonds outstanding at that time; and WHEREAS, the Hospital Commission of the City has determined that the Outstanding Bonds can be refunded, wi th substantial savings in interest costs, by the issuance of refunding bonds, as set forth herein (the "Refunding Bonds") i and WHEREAS, notice of the issuance of the Refunding Bonds has been published, in a newspaper of general circulation in the Ci ty, at least fourteen days prior to the date hereof, which notice specified that: (1) The purpose of the Refunding Bonds is to refund the Outstanding Bonds (and thereby achieve savings in interest cost) ; (2) The principal amount of the Refunding Bonds will be not greater than $10, 000, 000; (3) The location of the Hospi tal is 1400 Braden Jacksonville, Arkansas; (4) the City is the owner of the Hospital; and WHEREAS, pursuant to such notice, a public hearing was conducted on the 28th day of November, 1989, at which hearing no one appeared to obje~t to the issuance of the Refunding Bonds; and WHEREAS the Refunding Bonds will be special obligations only and will not in any event constitute an indebtedness for which the fai th and credi t of the Ci ty are pledged; and WHEREAS, copies of the Indenture, the Purchase Agreement and the Preliminary Official Statement (all being identified hereinbelow) have been presented to the Ci ty Council; NOW, THEREFORE, be it ordained by the. City Council of the City of Jacksonville, Arkansas: Section 1. That, under the authori ty of the Constitution and laws of the State of Arkansas, including particularly Arkansas Code of 1987 Annotated, Title 14, Chapter 265 (the "Act") the issuance of the Refunding Bonds in the aggregate principal amount of $8,120,000 is hereby authorized. The Refunding Bonds shall be issued in the form and denominations, shall be dated, shall be numbered, shall mature, qo shall bear interest at the rates, and shall be subject to redemption prior to maturity all upon the terms and conditions set forth in the Indenture and the Purchase Agreement. Section 2. That the Refunding Bonds be sold pursuant to the terms and conditions of a Bond Purchase Agreement, dated November 28, 1989 (the "Purchase Agreement"), between the Ci ty and Stephens, Inc. (the "Purchasers"), for the purchase price and upon the terms and conditions set forth therein. The Purchase Agreement is hereby approved in substantially the form heretofore presented, and the Mayor is hereby authorized to execute the Purchase Agreement on behalf of the City, with such insubstanti al changes as he may approve. Section 3. That 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 the Trust Indenture dated as of December 1, 1989 (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 is hereby authorized and directed to cause the Indenture to be accepted, executed and acknowledged by the Trustee therein. The Indenture is hereby approved in substantially the form heretofore presented, and the Mayor is hereby authorized to execute the Indenture on behalf of the Ci ty, wi th such insubstantial changes as may be approved by him. Section 4. That there is hereby authorized, ratified and confirmed the preparation and distribution to various prospective and actual purchasers of the Refunding Bonds of the Official Statement and Preliminary Official Statement, in the name of the City, describing the City and the Hospital and the Refunding Bonds and setting forth such other information as may be determined to be necessary or desirable. The Mayor, of 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 5. That 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 Indenture, the issuance, execution, sale and delivery of the Refunding Bonds, the execution and deli very of the 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 thi s Ordnance. The Mayor and the Ci ty 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 authori ty or to evidence the exercise thereof. Section 6. That, pursuant to the provisions of the act, competi ti ve bidding is hereby waived. Section 7. That the law firm of Friday, Eldredge & Clarki Little Rock, Arkansas, is hereby appointed Bond Counsel to the City. Section 8. That the City shall maintain, as a part of the minutes of the meeting at which this Ordinance is adopted, for inspection by any interest person, a copy of the Indenture, the Purchase Agreement and the Preliminary Official Statement. 2 0(1 Section 9. It has been determined that the issuance of the refunding bonds will result in substantial interest savings, beginning on the date of issuance of the Refunding Bonds. Therefore, an emergency is declared to exist and this Ordinance, being necessary for the public peace, heal th and safety I shall be in force upon i ts passage and approval. ADOPTED: November 28, 1989. ATTEST: /~ ~ \ i' I'. ",/ C~,~~-~' . ch.y- Clerk -,) AP~ By lu~~~~ May1r ( SEP:.L) 3