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ORDINANCE N0.
AN ORDINANCE AUTHORIZING THE ISSUANCE OF TOURISM REVENUE
BONDS UNDER ACT NO. 380 OF 1971, AS AMENDED, FOR THE
PURPOSE OF PROVIDING PERMANENT FINANCING FOR THE COST OF
TOURISM FACILITIES (THE PARTICULAR PROJECT IS DESCRIBED IN
THE ORDINANCE); AUTHORIZING THE EXECUTION AND DELIVERY OF A
TRUST INDENTURE SECURING THE BONDS; AUTHORIZING AND
PRESCRIBING CERTAIN OTHER MATTERS PERTAINING TO THE
PROJECT, THE CONSTRUCTING THEREOF AND THE FINANCING
THEREOF; AUTHORIZING A LOAN AGREEMENT BETfiVEEN THE CITY OF
WEST MEMPHIS AND HEATH & HOUSE CONSTRUCTION COMPANY, INC.
IN SUBSTANTIALLY THE FORM AND WITH SUBSTANTIALLY THE
CONTENTS SET FORTH IN AND MADE A PART OF THIS ORDINANCE;
AUTHORIZING THE EXECUTION AND DELIVERY OF THE LOAN
AGREEMENT; AUTHORIZING THE SALE OF THE BONDS; PRESCRIBING
OTHER MATTERS RELATING THERETO; AND DECLARING AN
EMERGENCY.
WHEREAS, the City of West Memphis, Arkansas (the "City") is
authorized by Act No. 380 of the Acts of Arkansas of the year
1971, as amended ("Act No. 380"), to issue revenue bonds and to
expend the proceeds thereof to finance the acquisition,
construction and equipping of facilities to secure and develop
tourism, and to incur other costs and expenses and make other
expenditures incidental to and for the implementing and
accomplishing of such purposes; and
WHEREAS, the necessary arrangements have been made with
Heath & House Construction Company, Inc. ("Developer") for a
- substantial tourism project consisting of the acquisition,
construction and equipping of hotel facilities which will be
~ utilized for attracting tourists to remain overnight in the
City, by providing attractive lodging accomodations to be
located near existing tourist facilities and attractions in the
City, along with such other related and lawful activities as
Developer shall elect (the "Project"); and
WHEREAS, the City by Resolution No. 908, adopted
December 16, 1982, approved the execution of a Memorandum of
Intent between the City and the Developer relating to the
building of the Project and the issuance of tourism revenue
bonds to finance the same; and
WHEREAS, permanent financing of the Project costs,
necessary costs and expenditures incidental thereto and the
cost of the issuance of bonds is proposed to be furnished by
the City issuing Tourism Revenue Bonds under the provisions of
Act No. 380 in the principal amount of Three Million Dollars
($3,000,000) (the "Bonds") ; and
,.
WHEREAS, the City proposes to lend the proceeds of the
Bonds to Developer pursuant to a Loan Agreement and Mortgage to
be dated as of February 1, 1983 (the "Loan Agreement"); and
WHEREAS, the loan of the proceeds of the Bonds will ~
further evidenced by a Note in the amount of /$3,000,000 om
Developer to the City, dated the date of i y (the
"Note"), the form of which is set forth in the Loan Agreement;
and
t
WHEREAS, the Bonds will be further secured by a mortgage on
the Project; and
WHEREAS, the completion of the Project will furnish
additional employment and other benefits, will attract and
retain tourists in the City, thereby increasing economic
development and growth in the City, and will be in the best
interests of the City and its residents; and
WHEREAS, the Bonds are to be sold and delivered in the
principal amount of X3,000,000, and are dated, bear interest,
mature and are subject to redemption as hereinafter set forth
in the form of Indenture authorized by this Ordinance; and
WHEREAS, the City proposes to enter into Bond Subscription
Contracts with Bank of Ozark, of Ozark, Arkansas, and certain
other sophisticated and institutional investors for the sale to
them of the Bonds;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE
CITY OF WEST MEMPHIS, ARKANSAS:
Section 1. The acquisition, construction and equipping of
the Project by Developer, and the lending of the proceeds of
the Bonds to Developer, as hereinafter provided, is hereby
authorized and determined to be in the public interest and for
a public purpose, namely, to relieve conditions of unemployment
and to encourage the increase and retention of tourism within
the City, thereby reducing unemployment, enhancing economic
growth and providing for the increased welfare and prosperity
of the residents of the City.
Section 2. For the purpose of paying the costs incurred by
Developer in connection with the acquisition, construction and
equipping of the Project, including necessary expenses
incidential thereto, there are hereby authorized to be issued
the revenue bonds of the City in the aggregate principal amount
of $3,000,000, which Bonds shall be designated "Tourism Revenue
Bonds (Best Western Regency Project), Series 1983."
Section 3. That there be, and there is hereby authorized
and directed the sale of the Bonds for the price of 96~ of par
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plus accrued interest, if any, from date of the Bonds to date
of delivery, according to the terms of said Bond Subscription
Contracts which Contracts are hereby approved and authorized to
be executed by the Mayor and City Clerk with the various
purchasers named therein (the "Purchasers") at the request of
Developer.
Section 4. The Bonds shall bear interest at the rate of
11.50$ per annum, shall mature serially, or by sinking fund
redemption, or both, on February 1 in each of the years 1985
through 2009, inclusive, and shall be in the original principal
`~,,, amount of $3,000,000. To provide the terms and conditions upon
which the Bonds are to be secured, executed, authenticated,
issued, accepted and held, the Mayor is hereby authorized an
directed to execute and acknowledge a Trust Indenture, by a d
between the City and Bank of Ozark, of Ozark, Arkansas, which
will act as trustee thereunder ("Trustee") , dated as of
February 1, 1983 (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 is hereby approved in
substantially the form submitted to this meeting, and the Mayor
is hereby authorized to confer with the Trustee, Developer and
the Purchasers in order to complete the Indenture in
substantially the form submitted to this meeting with such
changes as shall be approved by such persons executing the
document, their execution to constitute conclusive evidence of
such approval.
(Advice is given that a copy of the Indenture in
substantially the form authorized to be executed is on file
with the City Clerk of the City of West Memphis, and is
available for inspection by any interested person.)
Section 5. That there be, and there is hereby authorized
the execution and delivery of a Loan Agreement and Mortgage, to
be dated as of February 1, 1983, by and between the City as
Lender and Developer as Borrower (the "Loan Agreement"), and
the Mayor and City Clerk be, and they are hereby authorized to
execute, acknowledge and deliver the Loan Agreement for and on
behalf of the City. The Loan Agreement is hereby approved in
substantially the form submitted to this meeting, and the Mayor
is hereby authorized to confer with Developer, the Trustee and
the Purchasers in order to complete the Loan Agreement in
substantially the form submitted to this meeting with such
changes as shall be approved by such persons executing the
document, their execution to constitute conclusive evidence of
such approval.
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(Advice is given that a copy of the Loan Agreement in
substantially the form authorized to be executed is on file
with the City Clerk of the City of West Memphis, and is
available for inspection by any interested person.)
Section 6. The Mayor and 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 execution of the
Loan Agreement, the performance of the City's obligations under
the Loan Agreement, the execution 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 the Bond
Subscription Contracts, the execution and delivery of the Bonds
and the performance of all other acts of whatever nature
necessary to effect and carry out the authority conferred 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 7. That since the City is here involved with the
constructing and equipping of a complex tourism revenue
project, requiring highly specialized work and specialized
types of machinery and equipment, it has been and is hereby
determined by the City Council that competitive bidding be, and
the same is hereby, waived as to this particular project. This
action is taken by the City Council pursuant to applicable laws
of the State of Arkansas, including particularly Act No. 380.
Section 8. That the City shall have no pecuniary liability
with respect to the Bonds, and the Bonds shall not be general
obligations of the City, but shall be special obligations, and
in no event shall the Bonds constitute an indebtedness of the
City within the meaning of any constitutional or statutory
limitation.
Section 9. Rose Law Firm, a Professional Association, of
Little Rock, Arkansas, is hereby appointed as Bond Counsel with
respect to the issuance of the Bonds, the fees and expenses of
which firm shall be costs of the Project.
Section 10. 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 to be invalid, such
declaration shall not affect the validity of the remainder of
the sections, phrases or provisions.
Section 11. That all ordinances, resolutions and parts
thereof in conflict herewith are hereby repealed to the extent
of such conflict.
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Section 12. That there is hereby found anc~ declared to be
an immediate need for the securing and developing of tourism
facilities in order to stimulate and enhance the economic
growth and well-being of the inhabitants of the City, to
provide additional employment, 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
herein are immediately necessary in connection with the
securing and developing of tourism facilities and deriving the
public benefits referred to above. 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 take effect immediately upon and
after its passage.
PASSED: January 2 ~,
ATTEST:
ITY C
(S E A L)
198
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