September 29, 1989MINUTES
WEST MEMPHIS CITY COUNCIL
SEPTEMBER 29, 1989
~ meeting of the West I~lemphis City Council was held on
Friday, September Ly, 1989 at 12:30 p.m. in the Mayor's Conference Room at
City Hall, 205 S. Redding, West Memphis, Arlansas. Mayor Keith Ingram presided.
NIayor Ingram called the meeting to order at 12:30 p.m.
City Clerk Dan Craft called the roll. Those present were:
Mayor Keith Ingram
City Clerl~ Dan Craft
Alderperson:
Mike Hardage
Roberta Jackson
Al Boals
Roscoe White
James Cooper
Bill Pollard
Pritchard Horton
Sam Lehr
Richard Linsley
Bill Burnett
Absent:
City Attorney Peeples
Mayor Ingram announced the reason for the special-called mee~ing
vacs to discuss a Memorandum of Intent between the City of West Memphis,
Arkansas and an unidentified Corporation to be named later.
Mr. Gray Scaoope, Director of the Chamber of Commerce vaas present
and stated the Chamber of Commerce and Economic Development vaere in the
process of putting a package together to present to a raanuf acturing facility
~Jhich is considering locating in West Memphis. Mr Swoope stated the Memorandum
of Intent would be a part of the pacl~age. Discussion was held concerning
Act 9 Bonds.
Alderman Burnett made a motion, seconded by Alderman Jackson to approve
the Memorandum of Intent. Discussion. Upon roll call vote, the voting was
as follows:
AYES: Aldermen: Hardage, Jackson, Boals, White, Cooper, Pollard,
Horton, Lehr, Linsley, Burnett
NAYS: Aldermen: None
The motion carried.
Next, I~1r. Swoope informally requested the City Council to inform the
Chamber of Commerce their ideas the City of West Memphis needed to work on
in 1990 and 1991 as major impact priorities. Retail Development, Industrial
Development Park, Warehouse space, and getting the Chamber of Commerce to
tiaork with e.~isting businesses, for our downtown area to look better, were all
discussed. All council members agreed that an Industrial Park was very much
needed. Alderman Burnett stated he felt there would be no problem with the
City Council funding the paLk vahen the property was found.
Having no further 'ausiness to come before the council, Alderman Burnett
made a motion, seconded by Alderman Hardage to adjourn. Upon voice vote, the
voting was unanimous.
PASSE and AP VE th' $~_ day o
CIT C R N CRAFT / ATTEST
i
MEMORANDUM OF INTENT
This emorandum of INTENT is between the City of West Memphis, Arkansas
party of the first part (hereinafter referred to as the "Municipality"}, and
an u identified Corporation to be named later (headquarters in the Chicago,
lllinoi area}, party of the second part (hereinafter referred to as the
"Company".
IN CONSIDERATION of the undertakings of the parties set forth herein and the
benef~ts to be derived therefrom and of other good and valuable considerations,
recei ~t of which is hereby acknowledged by the parties, the Municipality and the
Comp y AGREE:
'`
I. Preliminary Statement. (a) The Municipality is a duly organized and
existing city of the first class under the laws of the State of Arkansas and is
authorized by the laws of the State of Arkansas including particularly Act No. 9
of th First Extraordinary Session of the Sixty-Second General Assembly of the
State of Arkansas, approved January 21, 1960, as amended ("Act 9"), to ISSUE
revenue bonds for financing the costs of acquiring, constructing and equipping
Indus rial facilities (as defined in and authorized by Act 9) and to lease and/or
sell t e same for such rentals and payments and upon such terms and conditions
as th Municipality deems advisable.
(b} In order to secure and develop industry which will furnish substantial
empl yment and payrolls (in furtherance of the public purpose of Act 9), it is
prop sed that an industrial project (consisting of lands, buildings,
impr vements, machinery, equipment and facilities) be acquired, constructed
and quipped (the "Industrial Facilities").
(c} The Company has determined that it must obtain acommitment -from the
Muni ipality that it will issue revenue bonds under Act 9 as the Company and
the unicipality, upon advice of counsel, shall deem appropriate and make the
proc eds available for the permanent financing of any part of the costs and
expe nses incurred in acquiring, constructing and equipping the Industrial
Faci ities.
(d} The Municipality is willing to so commit and to proceed with the issuance
of s ch bonds as and when requested by the Company, in principal amounts
nece sary to furnish such permanent financing subject to compliance with all
conditions set forth in Act 9 and subject to receipt of financial information
from the Company reflecting the financial feasibility of issuing the bonds.
(e) The Municipality considers that the acquiring, constructing and equipping of
the Mndustrial Facilities, and the leasing or sale of all such facilities as are so
financed to the Company, will secure and develop industry and thereby promote
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the general health and economic welfare of the inhabitants of the Municipality
and djacent areas.
2. Undertakings on the Part of -the Municipality. Subject to the conditions
abov stated, the Municipality agrees as follows:
(a) What when requested by the Company it will authorize and take, or cause to
be t ken, the necessary steps to issue bonds under Act 9, in the aggregate
principal amount necessary to fiurnish the permanent financing of any part of
the hosts of accomplishing the Industrial Facilities. 1n this regard, it is
estimated at this time that the cost of the Industrial Facilities will be in an
amo nt not to exceed $1,500,000.00. Thus, Industrial Development Revenue
Bond will issued under Act 9 in such amounts as shall be requested by the
Com any for accomplishing all or any part of the Industrial Facilities (the
"Bon s") .
(b) That is will, at the proper time and subject in all respects to the
reco mendation and approval of the Company, have the Bonds underwritten and
will dopt, or cause to be adopted, such proceedings and authorize the execution
of such documents as may be necessary and advisable for the authorization, sale
and issuance of the Bonds, the acquiring, constructing and equipping of the
Indu trial Facilities, and for the leasing or sale thereof to the Company, all in
conf rmity with Act 9 and any other applicable federal and state laws and upon
term and conditions mutually satisfactory to the Municipality and the Company.
(c} hat the aggregate basic rents or payments (i.e., the rents or payments to be
used to pay the principal of, premiums, if any, and interest on the Bonds)
paya le under leases or sale agreements between the Municipality and the
Com any, shall be sufficient to pay the principal of, premiums, if any, and
inter st on the Bonds when due. The leases or sale agreements shall contain
such provisions as are necessary of desirable, consistent with the authority
conf rred by Act 9.
(d) That it will take or cause to be taken such other acts and adopt such further
proc edings as may be required to implement the aforesaid undertakings or as it
may deem appropriate in pursuance thereof.
3. Undertakings on the Part of the Company. Subject to the conditions above
stat d, the Company agrees as follows:
(a} That it will cooperate with the Municipality in the sale and issuance of the
Bon s to the end of achieving timely and favorable marketing thereof.
(b) ;That it will enter into such leases, sale agreements or other appropriate
agreements with the Municipality under which the Company will obligate itself
3
to pa to the Municipality rents or payments sufficient to pay the principal of,
premi ms, if any, and interest on the Bonds when due and containing such other
p~ovi ions as are necessary or desirable consistent with the authority
confe red by Act 9.
(c) hat it will take such further action and adopt such further proceedings as
may ~e required to implement its aforesaid undertakings or as it may deem
appropriate in pursuance thereof.
4. General Provisions. This Memorandum shall continue in full force and
effect until the Industrial Facilities and their financing by Bonds, as herein
,,,, specif'ed, is accomplished, and in this regard it is understood that there may be
separ to issues of Bonds, and separate series within a particular issue, with
differ~nt maturities, interest rates, redemption provisions and other details. In
the ase of each issue, and of each series, the Municipality will take
appro riate action by ordinance or resolution to sell and authorize the Bonds and
to au horize and execute such agreements and documents as may be determined
nece sary or desirable by the Municipality and the Company.
IN W TNESS WHEREOF, the parties hereto have entered into this Memorandum by
their officers thereunto duly authorized as of the date.
ATTEST:
CITY OF WEST MEMPHIS, ARKANSAS
PASSED and APYR~~JED SEPTEMBER 29, 1989
City Clerk
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