1103ORDINANCE N0.
AN ORDINANCE AUTHORIZING THE ISSUANCE OF AN INDUSTRIAL
DEVELOPMENT REVENUE BOND FOR THE PURPOSE OF PROVIDING
PERMANENT FINANCING FOR INDUSTRIAL FACILITIES;
AUTHORIZING A BOND INDENTURE SECURING THE BOND;
AUTHORIZING A LOAN AGREEMENT BETWEEN THE CITY OF WEST
MEMPHIS, ARKANSAS, AS LENDER, AND BUILDERS TRANSPORT,
INC., AS BORROWER; AUTHORIZING THE SALE OF THE BOND;
AUTHORIZING AND PRESCRIBING OTHER MATTERS PERTAIPJING
THERETO; AND DECLARING AN EMERGENCY.
On this 5th day of August, 1982, being a day on which
this City Council is meeting in regular session, at which a
quorum is present, after a public notice was duly given, comes on
for consideration the matter of: (i) the execution and delivery
of a Bond Purchase Agreement by and among West Memphis, Arkansas
(the "City"), Builders Transport, Inc., a corporation organized
and existing under the laws of the State of Georgia and qualified
in Arkansas as Builders Transport, Inc, of Georgia (the
"Borrower"), CCG Corp., a corporation organized and existing
under the laws of the State of Georgia (the "Guarantor") and The
Citizens and Southern National Bank of South Carolina, (the
"Original Purchaser"); (ii) the execution and delivery by the
City of a bond indenture dated ss of August 1, 1982, (the
"Indenture") relating to the City's $600,000 principal amount
Industrial Revenue Bond (Builders Transport, Inc. of Georgia
Project) Series'1982A (the "Bond"); (iii) the execution and
delivery of a loan agreement dated as of Augus` 1, 1982, between
the City, as Lender, and the Borrower, as Borrower (the
"Agreement"); (iv) the execution and delivery of a guaranty
agreement dated as of August 1, 1982, between the City and the
Guarantor (the "Guaranty"); (v) the execution and delivery by the
City to the Original Purchaser of an assignment dated as of
August 1, 1982 (the "Assignment"); (vi) the acceptance from the
Borrower of a Deed of Trust and Security Agreement (the "Deed");
and (vii) the issuance and sale by the City of the Bond; all the
foregoing pertaining to industrial facilities to be financed
pursuant to the Agreement by a loan from the City to the Borrower
of the proceeds of the sale of the Bond issued by the City 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, (the "Act") and other related matters.
WHEREAS, the City is authorized by the Act to issue
its industrial revenue bonds to assist in financing the cost of
acquiring, equipping and constructing lands, buildings and
facilities of any and every nature whatever that can be used in
securing or developing industry and to incur other costs and
expenses and make other expenditures incidental to and for the
securing and developing of industry; and
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WHEREAS, the necessary arrangements have been made
~!'' with the Borrower for a substantial industrial pro,~ect consisting
~Ilrr of a truck terminal within or near the territorial boundaries of
the City and the cost of acquiring, constructing and equipping
such truck terminal will be financed from the loan by the City to
the Borrower of the proceeds of the sale of the City's $600,000
principal amount West Memphis, Arkansas Industrial Revenue Bond
(Builders Transport, Inc. of Georgia Pro,~ect) Series 1982A and to
lend the proceeds of the sale of the Bond to the Borrower
pursuant to the terms of the Agreement under which the Borrower
will agree to make loan payments to the City at the times and in
the amounts necessary to provide for the payment of interest,
principal-and premium (if any) on the Bond;
WHEREAS, copies of the aforesaid documents have been
presented to and are before this meeting;
NOW, THEREFORE, be it ordained by the~City Council of
the City of West Memphis, Arkansas:
Section 1. That there be, and there hereby is
authorized and: directed the following:
(a) The issuance and sale by the City of the Bond to
the Original Purchaser, and in connection therewith, the
execution and delivery by the Mayor and the City Clerk on
behalf of the City of the Bond Purchase Agreement:
(b) The loan to the Borrower of the proceeds of the
sale of the Bond;
(c) The execution and delivery by the Mayor and the
City Clerk` on behalf of the City of the Agreement;
(d) The execution and delivery by the Mayor and the
City Clerk on behalf of the City of the Indenture prescribing
the terms and conditions upon which the Bond is to be
secured, executed, accepted and held;
(e) The execution and delivery by the Mayor and the
City Clerk on behalf of the City of the Guaranty;
(f) The execution and delivery by the Mayor and the
City Clerk on behalf of the City of the Assignment; and
(g) The acceptance of the Deed by the City.
All in tYie form and with the content hereinafter set forth and
made a part hereof.
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Section 2. That the Mayor and City Clerk, for and on
behalf of the City, be, and they hereby are, authorized and
directed to take all action necessary to perform all obligations
and realize all rights of the City set forth in the foregoing
instruments, and to execute all documents necessary to`carry out
the authority conferred by this Ordinance or to evidence the
exercise thereof.
Section 3. That the City Clerk is hereby authorized
and directed to file in the off ice 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
and all exhibits thereto, and such documents shall be on file for
inspection by any interested person.
Section 4. That the City is hereby involved with the
acquiring, constructing and equipping of industrial facilities,
and pursuant to the applicable laws of the State`of Arkansas,
including particularly the Act, competitive bidding is waived.
Section 5. That the law firm of Mitchell, Loggins,
Campbell & Elsberry, Atlanta, Georgia, be appointed to act as
Bond Counsel on behalf of the City in connection with the
issuance and sale of the Bond.
Section 6. That the provisions of his 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.
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 employment and payrolls, alleviate
unemployment and otherwise benefit the public health, safety and
welfare of the City and the inhabitants thereof, and the issuance
of the Bond authorized hereby and the taking of the other actions
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
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necessary for the immediate preservation of the public peace,
health and safety shall be in force and effect immediately upon
and after its passage.
PASSED this 5th day of August, 1982.
ATTEST: -~
City er
W T MEMPHIS, ARKANSAS
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