Loading...
HomeMy WebLinkAbout1985-01-02-R (W RESOLUTION BE IT RESOLVED By the City Council of the City of Batesville, Arkansas that the Mayor and City Clerk are hereby authorized and directed to execute and deliver a Warranty Deed in substantially the form submitted to this meeting conveying real property to Westport Casuals, Inc . , an Arkansas corporation, such real property being subject to a Lease Agreement by and between the City and Westport Casuals, Inc . dated December 30, 1968, as amended and supplemented by a First Supplemental Lease Agreement dated June 1, 1969 and by a Second Supplemental Lease Agreement, dated February 1, 1971 . LPASSED this day oflg:q `-.,.,_, 198 APPROVED: c or ATTEST: CITY CLER ( SEAL) (W CERTIFICATE The undersigned, City Clerk of the City of Batesville, Arkansas, hereby certifies that the foregoing is a true and compared copy of the Resolution passed at a ;��„t session of the City Council of Batesville, Arkansas held at the regular meeting placof the City Council at ; ba o' clock P .m. on the day of �_. �, , 198 CITY CLERK (SEAL) WARRANTY DEED Know All Men By These Presents : That the CITY OF BATESVILLE, ARKANSAS , a City of the first class duly existing under and by virtue of the laws of the State of Arkansas ( "Grantor" ) , by its officials named below, duly authorized and empowered, for and in consideration of the sum of TEN DOLLARS and other good and valuable consideration paid by WESTPORT CASUALS , INC. , an Arkansas corporation, ( "Grantee") , the receipt of which is hereby acknowledged, does hereby grant, bargain, sell and convey unto the said Grantee, and unto its successors and assigns forever, the following lands lying in the County of Independence, and State of Arkansas , to-wit: Part of the West Half (W 1/2) of Section 10 , Township 13 North, Range 6 West, described thus : Beginning at a point 1413 feet East and 40 feet South of the corner between Sections 3 , 4 , 9 and 10 , Township 13 North, Range 6 West, thence West 603 feet; thence South 545 feet; thence East 603 feet; thence North 545 feet to the point of beginning and containing 7-1/2 acres , more or less. A part of the West Half (W 1/2) of Section 10, Township 13 North, Range 6 West, described thus : Beginning at a point 811 . 1 feet East and 591. 8 feet South of the Northwest corner of Section 10 , Township 13 North, Range 6 West, iron pipe for marker; thence South 88 degrees 25 minutes East 603 feet to a point, iron pipe for marker; thence South 379 feet to the North line of Batesville Rubber Company tract, iron pipe for marker; thence South 87 degrees 33 minutes West along said line 603. 3 feet, iron pipe for marker; thence North 421. 3 feet to the point of beginning, containing 5 . 54 acres , more or less. SUBJECT TO: taxes and assessments not now due and payable, ease- ments and restrictions of record, if any, liens and encumbrances to which title was subject when leased by Grantor to Grantee pur- suant to a Lease and Agreement, dated as of December 1 , 1968 , by and between Grantor and Grantee, as amended and supplemented from time to time, which Lease and Agreement, as amended and supple- mented, appears of record in the office of the Circuit Clerk and Ex-Officio Recorder of Independence County, Arkansas (the "Lease" ) , or resulting from any failure of Grantee to perform any of its obligations under the Lease. To have and to hold the same unto the said Grantee, and unto its successors and assigns forever, with all appurtenances thereunto belonging. And the said Grantor hereby covenants with the said Grantee, that the said Grantor will forever warrant and defend the title to said lands against all claims whatever, and that the same is free from all liens and incumbrances , except as provided above. IN TESTIMONY WHEREOF, The name of the Grantor is here to affi by its Mayor and its seal affixed by its Clerk, this 6day • ACKNOWLEDGMENT STATE OF ARKANSAS ) COUNTY OF INDEPENDENCE ) On this day of 19 '9S , before me, , a Notary Public, duly commissioned, qualified and acting, within and fo the said County and State, appeared in person the with: nam d and ,, ( to me personally well known, who stated that they were the Mayor and City Clerk of the City of Batesville, Arkansas, a municipality of the State of Arkansas, and were duly authorized in their respective capacities to execute the foregoing instrument for and in the name and behalf of said municipality and further stated and acknowledged that they had so signed, executed and delivered said foregoing instrument for the consideration, uses and purposes therein mentioned and set forth. IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal this /4 day of ` a ���_��.ti._ 19 k'S t/L [SEAL] Nota y Public My Commission Expires : 4- r • FIRST NATIONAL BANK OF KANSAS CITY TRUST DIVISION November 28 , 1984 Mr. J. Shepherd Russell III Friday, Eldridge & Clark 2000 First Commercial Building Little Rock, Arkansas 72201 Re: City of Batesville, Arkansas Industrial Development Revenue Bonds - Westport Project Dear Mr. Russell: Enclosed please find a Warranty Deed from the City of Bates- ville, Arkansas to Westport Casuals, Inc. It is currently expected that the proposed sale of the facility can be closed either in December of this year or early in January of 1985 . It is our pro- posal that the City execute the enclosed Deed and return it to us. We would then release the Deed upon our receipt of funds sufficient to pay the principal , interest and late interest on the above ref- erenced issue. As of December 1, 1984 , the amount necessary to pay off the bonds will be $159 , 316 . 02 , computed as follows: Series A Series B Principal $140, 000 . 00 $10 ,000 . 00 Interest due 6-1-84 4 ,200 . 00 387 .50 Interest due 12-1-84 4 ,200 . 00 387 .50 Late interest 126 .00 15.02 $148 ,526 . 00 $10 ,790. 02 After December 1, 1984 interest and late interest will continue to accumulate at a rate of $27 . 05 per day representing: $24 . 73 per day on the Series A bonds; and $2 . 32 per day on the Series B bonds. Should you have any questions, please contact Carl J. Circo of Stinson, Mag & Fizzell, 2100 CharterBank Center, P O Box 19251, Kansas City, Mo. 64141-2251, (816) 842-8600 , or the undersigned. Sincerely, AJaes K. Shineman Vice President JKS/an ( cc: Carl J. Circo 10TH AND BALTIMORE❑CHARTERBANK CENTER❑13TH AND WASHINGTON❑8750 BLUE RIDGE BOULEVARD KANSAS CITY,MO❑TELEPHONE:(816)221-2800❑MEMBER FDIC MAILING ADDRESS:BOX 38❑KANSAS CITY,MO 64183-0300 STINSON , MAG & FIZZELL 2100 CHARTERBANK CENTER 7500 WEST IIOT_H STREET P.O. BOX 19251 3745 INTER FIRST TWO OVERLAND PARK,KANSAS 66210-2329 DALLAS,TEXAS 7 5 2 70-2171 (913)642-2900 KANSAS CITY, MISSOURI 64141-2251 (214) 741_752 2200 (816) 842-8600 CABLE:"MAGTIM" TELECOPIER:(616)474-6882 TELEX:42-4123 December 18 , 1984 Mr. J. Shepherd Russell , III Friday, Eldredge & Clark 2000 First Commercial Building Little Rock, Arkansas 72201 Re : City of Batesville, Arkansas Industrial Development Revenue Bonds - Westport Casuals Project, Series A and B Dear Mr. Russell: In accordance with the requests contained in your letter of December 6 to James K. Shineman and me, I am enclosing a revised form of Warranty Deed which includes the additional language set forth in your letter, and a copy of the title insurance commitment which has been issued respecting the property. I understand that you will draft a form of release deed and forward it to me. It is my understanding that, sub- ject to approval of the form of the release deed, the trustee will_ provide a letter stating that immediately after delivering the Warranty Deed the trustee will execute and deliver to the City the release deed. It is the understanding of my client and of the trustee that no obligations will be outstanding to the City following payment of the amounts referred to in Mr. Shineman ' s letter to you dated November 28 , 1984. Specifically, it is our understanding that the lessee was not obligated to make any payments in lieu of taxes. In the event that you believe this is not true, please contact me. In your letter you also inquire whether the title company will require a resolution by the City Council authorizing the execution and delivery of the Warranty Deed. Issuance of a policy of title insurance is not a condition to the contract of sale, and as far as I know no policy will be issued. We Mr. J. Shepherd Russell, III Page Two December 18 , 1984 have obtained the title insurance commitment for information pur- poses only. However, as you will see, the commitment does not include any requirement of a resolution by the City Council. As I explained to you in our recent telephone conversa- tion, my client is most eager to complete this sale on January 2, 1985, or at least within the first few days of January. Accord- ingly, I am requesting that you take all available steps to expedite this matter. Should you have any questions I will be happy to discuss them with you. Very truly yours, STINSON, W& FIZZEBY Ca 1 CJC: jd Enc. cc: Mr. James Shineman FRIDAY, ELDREDGE & CLARK HERSCHEL H. FRIDAY, P.A. A PARTNERSHIP OF INDIVIDUALS AND PROFESSIONAL ASSOCIATIONS JAMES E. HARRIS, P.A. WILLIAM A. ELDREDGE,JR., P.A. J. PHILLIP MALCOM, P.A. S.CLARK, P.A. ATTORNEYS AT LAW JAMES M. SIMPSON, P.A. .LIAM L.TERRY, P.A. MEREDITH P. CATLETT, P.A. BERT V. LIGHT, P.A. 2000 FIRST COMMERCIAL BUILDING JAMES M. SAXTON IH LLIAM N. SUTTON, P.A. J. SHEPHERD RUSSELI 111 GEORGE E. PIKE,JR., P.A. DONALD H. BACON, P.A. JAMES W. MOORE LITTLE ROCK, ARKANSAS 72201 ROBERT K.WALSH WILLIAM L. PATTON.JR., P.A. WILLIAM THOMAS BAXTER, P.A. BYRON M. EISEMAN,JR., P.A. TELEPHONE WALTER A. PAULSON 11, P.A. JOE D. BELL, P.A. BARRY E.COPLIN MICHAEL G.THOMPSON, P.A. RICHARD D.TAYLOR JOHN C. ECHOLS, P.A. 501-376-2011 JOSEPH B. HURST,JR. JAMES A. BUTTRY ELIZABETH J. ROBBEN FREDERICK S. URSERY, P.A. CHRISTOPHER HELLER H. T. LARZELERE, P.A. LAURA A. HENSLEY OSCAR E. DAVIS.JR., P.A. ROBERT S. SHAFER JAMES C. CLARK,JR., P.A. MICHAEL G. SMITH THOMAS P. LEGGETT, P.A. WILLIAM M.GRIFFIN III JOHN DEWEY WATSON, P.A. December 20, 1984 THOMAS N. ROSE LEWIS MATHIS, P.A. MICHAEL S. MOORE PAUL B. BENHAM III, P.A. DIANE S. MACKEY LARRY W. BURKS, P.A. JEFF BROADWATER A. WYCKLIFF NISBET,JR., P.A. JERRY V. ELLIOTT WALTER M. EBEL III KEVIN A. CRASS Honorable Jim Shirrell, Mayor WILLIAM A.WADDELL,JR. 170 South Fourth Street COUNSEL WILLIAM J. SMITH Batesville, Arkansas 72501 JOHN T.WILLIAMS WRITERS DIRECT NO. Re: City of Batesville, Arkansas Industrial Development revenue Bonds - Westport Casuals Project, Series A and B Dear Mayor Shirrell : I am enclosing for execution by you and the City Clerk a copy of a Warranty Deed conveying property to Westport Casuals, Inc . I have also enclosed a copy of a Resolution for the City Council . We are acting as counsel to the City in this matter. Westport Casuals, Inc . has requested that the City execute and deliver the Warranty Deed prior to January 2, 1985 . I enclose a copy of the letter from their attorney making such a request. Please advise if this timetable can be met and I will advise Westport accordingly. When executed, the Warranty Deed should be forwarded to me for handling. As I understand the status of this matter, a bond issue was done in 1968 for the original plant and a bond issue was done in 1971 for an expansion. The properties were leased by the City to Westport Casuals, Inc . The lease agreement provides that a Warranty Deed will be given by the City when the bonds are paid if requested by Westport Casuals, Inc . I understand that Westport Casuals, Inc . has filed for bankruptcy and the plant is being sold in order to pay the bonds. As a condition for the new company acquiring the property, the City must pass title to Westport Casuals, Inc . I do not know the identity of the purchaser. Our files reveal that Westport Casuals, Inc . was required to make payments in lieu of taxes beginning in 1988. This conveyance will place the properties back on the tax rolls . I am enclosing a copy of this letter and other materials for Don McSpadden and request that your office advise him that it has been sent via Purolator to your office along with this letter. I look forward to hearing from you. (W Yours very truly, v " r" J. Shepherd Russell, III JSR/bh Enclosures �w 460 STINSON , MAG & FIZZELL 2100 CHARTERBANK CENTER 7500 WEST 1101-H STREET P.0. Box 19251 3745 INTERFIRST TWO OVERLAND PARK,KANSAS 66210-2329 DALLAS,TEXAS 75270.2171 (913)642-2900 KANSAS CITY, MISSOURI 64141-2251 (214) 741-2200 (816) 842-8600 CABLE:"MADTIM" TELECOPIER:(816)474-6882 TELEX:42-4123 January 9 , 1985 FEDERAL EXPRESS Ms. Urba Jean Hutchison First National Bank, Batesville, Arkansas 250 South Broad Batesville, Arkansas 72501 Re: City of Batesville, Arkansas Industrial Development Revenue Bonds - Westport Casuals Project, Series A and B (the "Bonds) Dear Ms. Hutchison: This office represents Westport Casuals, Inc. ("Seller") in connection with the sale of certain property covered by a lease between the City of Batesville, Arkansas, as landlord, and Seller, as tenant. The property involved in the sale is subject to the indebtedness of the Bonds. We understand that First National Bank, Batesville is to act as escrow agent for the purpose of holding the deed to the property from the City of Batesville to Seller (the "City Deed") . The First National Bank of Kansas City, Kansas City, Missouri (the "Trustee") is the trustee in connection with the Bonds . We also understand that the Trustee has delivered to First National Bank, Batesville a Trustee' s Release Deed (the "Release Deed") . This letter, which has been countersigned by the Trustee, constitutes escrow instructions respecting the delivery of the City Deed and the Release Deed. As you know, the City Deed and the Release Deed are both to be released for recording in connection with the sale of the subject property, provided that appropriate arrangements have been made for payment to the Trustee of the amount required to pay the Bonds . You should deliver both the City Deed and the Release Deed to or at the direction of Mr. Carl Circo, attorney ( for the Seller, provided that you have received verbal confirmation -2- satisfactory to you and to the Trustee from a state or national bank located in Arkansas that funds are available to Seller for payment of the bonds and that such funds will be delivered by wire transfer to the Trustee upon the recordation of the City Deed and the Trustee' s Deed. In the event that funds to pay the Bonds are delivered to you directly, you may deliver the City Deed and Release Deed as provided above upon obtaining the verbal approval of the Trustee. For purposes of confirming that the arrangements made are satisfactory to the Trustee , you should, immediately prior to delivering the City Deed and the Release Deed, obtain telephonic confirmation from either Mr. James Shineman or Mr. Robert Holcomb, of The First National Bank of Kansas City, that the Trustee is satisfied with the arrangements which have been made in connection with the payment of the Bonds. You may reach Mr. Shineman or Mr. Holcomb at (816) 221-2800. We understand that both the City Deed and the Release Deed either have been or shortly will be delivered to you. It is expected that the consummation of this transaction will occur promptly, but in any event not later than January 31 , 1985. In the event that you have not received the necessary confirmations authorizing the delivery of the City Deed and the Release Deed in accordance with these instructions by January 31 , 1985 , please hold both documents pending further instructions from the under- signed. These instructions may be amended by direction from Mr. Circo provided that the consent of the Trustee to any such amendment is confirmed either in writing or by telephonic com- munication from either Mr. Shineman or Mr. Holcomb. Very truly-yours, STINSO G & F L BY _ rl J.0 Cir o CJC:jd cc: Mr. J. Shepherd Russell III Mr. Max McElmurry The foregoing instructions are approved this 9 day of January, 1985 by The First National Bank of Kansas City, as Bond Trustee THE FIRST NATIONAL BANK OF KANSA§,)CITY, By b /James R. Shineman �� Vice President RECIEVED from the City of Batesville on January 14, 1985 the following items concerning the Westport Casuals Project: 1. Resolution dated 1/8/85 2. Cetificate for resolution 3. Warranty deed for the Westport Casuals property 4. Acknowledgement BY: urbaliufchlson, vice President: First National Bank, Batesville Escrow agent for City of Batesville, Westport Casuals Project: