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ORDINANCE NO. #128
AR1962486
AN ORDINANCE RELATING TO THE ISSUANCE OF INDUSTRIAL
DEVELOPMENT REVENUE BONDS UNDER THE PROVISIONS OF THE
COLORADO COUNTY AND MUNICIPALITY DEVELOPMENT REVENUE BOND
ACT; PROVIDING FOR THE ISSUANCE AND SALE OF WELD COUNTY,
COLORADO, INDUSTRIAL DEVELOPMENT REVENUE REFUNDING BONDS
(PLATTE RIVER STEEL CO. , INC. PROJECT) SERIES 1984, IN THE
PRINCIPAL AMOUNT OF $2, 000 , 000 FOR THE PURPOSE OF REFUNDING
BONDS ISSUED AS OF JUNE 1 , 1982, FOR THE LOANING OF FUNDS
TO PLATTE RIVER STEEL CO. , INC. TO FINANCE THE ACQUISITON,
IMPROVING AND EQUIPPING OF A STEEL FABRICATION PLANT IN
WELD COUNTY, COLORADO; APPROVING AND AUTHORIZING THE
EXECUTION OF AN AMENDMENT TO LOAN AGREEMENT BETWEEN THE
COMPANY AND THE COUNTY AND A SUPPLEMENTAL INDENTURE OF
TRUST BETWEEN THE COUNTY AND A TRUSTEE; AND AUTHORIZING THE
PREPARATION AND EXECUTION OF CERTAIN RELATED DOCUMENTS AND
INSTRUMENTS .
BE IT ORDAINED BY THE BOARD OF COUNTY COMMISSIONERS OF WELD
COUNTY, COLORADO:
Section 1 . Recitals .
A. The County of Weld, Colorado (the "County") , desires to
provide, promote and stimulate industry and develop trade and
other economic activity within the County; and
B. Pursuant to the provisions of the Colorado County and
Municipality Development Revenue Bond Act, 529-3-101 , et seq. ,
the County has issued its Industrial Development Revenue Bonds
(Platte River Steel Co. , Inc . Project) Series 1982 (the "Series
1982 Bonds" ) in the principal amount of $2,000 , 000 pursuant to
an Indenture of Trust dated as June 1 , 1982 (the "Indenture" ) ,
by and between the County and First Commercial Bank, National
Associaton (formerly named Commercial National Bank of Little
Rock) , as trustee (the "Trustee" ) , and the proceeds therefrom
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F 1346 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
840712
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have been loaned to Platte River Steel Co. , Inc . (the
"Company" ) , a Colorado corporation, pursuant to a Loan
Agreement dated as of June 1, 1982 (the "Loan Agreement" ) , by
and between the County and the Company for the purposes of
acquiring, constructing, improving and equipping a steel
fabrication plant located within the boundaries of the County
(the "Project" ) ; and
C. The Company has advised the County and the Trustee that
substantial savings in interest can be achieved for the benefit
of the County and the Company if the Series 1982 Bonds can be
refinanced and refunded by the issuance of Additional Bonds (as
defined in the Indenture) as permitted by the terms of the
Indenture and the Loan Agreement; and
D. Arrangements have been made for the purchase of the
Additional Bonds by Worthen Bank & Trust Company, N.A. , of
Little Rock, Arkansas, at a rate of interest which will achieve
the interest savings contemplated; and
E. Prior to the consideration of this Ordinance an open
public hearing, advertised by notice published in the Greeley
Tribune on March 21 , 1984, was held and all interested persons
were invited to comment on the proposed issuance by the County
of its $2, 000,000 of Industrial Development Revenue Refunding
Bonds (Platte River Steel Co . , Inc . Project) Series 1984 (the
"Series 1984 Bonds" ) ; and
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F 1347 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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F. It is hereby found and determinied that the County will
issue the Series 1984 Bonds in the principal amount of
$2, 000 , 000 pursuant to a Supplemental Indenture of Trust dated
as of April 1, 1984 (the "Supplemental Indenture" ) , by and
between the County and the Trustee, and that the proceeds
therefrom will be used to retire the Series 1982 Bonds; and
G. It is hereby found and determined that refinancing the
Project and refunding the Series 1982 Bonds will promote the
public health, welfare, safety, convenience and prosperity of
the County and its inhabitants by providing, promoting and
stimulating industry and developing trade and other economic
activity within the County at a lower cost; and
H. It is necessary to provide for the issuance and sale of
the Series 1984 Bonds and to authorize the execution and
preparation of all documents, instruments and acts necessary in
connection therewith.
Section 2 . Findings and Determination. The Board of
County Commissioners hereby finds and determines that (a) the
amounts necessary to pay the principal of and interest on the
Series 1984 Bonds in each year are as set forth in Exhibit A
hereto and incorporated herein by reference; (b) it is not
deemed necessary or advisable to establish any reserve funds in
connection with the retirement of the Series 1984 Bonds or the
maintenance of the Project; (c) since the Loan Agreement
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F 1348 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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provides that the Company shall maintain the Project and carry
all property insurance with respect thereto, no determination
of the estimated cost of maintaining the Project in good repair
and keeping it properly insured needs to be made; (d) the
revenues of the Company from the operation of the Project are
sufficient to pay any taxes or amounts, if any, in lieu of
taxes required of the Company by §29-3-120, C.R. S . 1973 , as
amended; and (e) this is an emergency Ordinance which shall be
effective immediately upon its passage and adoption, as
provided in Article III , Sec . 3-14 of the County' s Home Rule
Charter . Public notice of this Ordinance shall be given
forthwith. Without such a procedure, the referendum period
following the approval by the County of the refinancing of the
Project would not expire until approximately the end of April .
Such a late date would render the refinancing impossible
because of the uncertainties of the financial markets and
fluctuation of interest rates .
Section 3 . Approval of an Authorization for Issuance of
the Series 1984 Bonds . The issuance of the County' s Industrial
Development Revenue Refunding Bonds (Platte River Steel Co . ,
Inc. Project) Series 1984 , to be dated when issued, in the
principal amount of $2, 000 , 000 , with a stated rate of 9 . 5% per
annum, in substantially the form and with substantially the
content set forth in the Supplemental Indenture, is in all
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F 1349 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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respects approved, authorized and confirmed, and the Chairman
of the Board of County Commissioners and the County Clerk are
hereby authorized and directed to execute and seal the Series
1984 Bonds in the manner provided in the Supplemental Indenture
and to deliver them to the purchaser hereinafter designated for
and on behalf of the County, and upon receipt of the purchase
price, to deposit the proceeds thereof with the Trustee in the
manner provided by the Supplemental Indenture . The Series 1984
Bonds shall be issuable as fully registered bonds without
coupons in the denomination of $5, 000 or any integral multiple
thereof, and the Series 1984 Bonds shall be issued originally
as a single fully-registered Bond in the denomination of
$2, 000 , 000 and numbered R-1 . The principal of the Series 1984
Bonds shall be paid as set forth in Exhibit A hereto, and
principal and interest shall be payable at the place and be
subject to the terms of redemption and executed as set forth in
the Supplemental Indenture. The Series 1984 Bonds shall never
constitute an indebtedness of the County within the meaning of
any provision or limitation of the Colorado Constitution or
statutes or the County' s Home Rule Charter , and shall not
constitute or give rise to a pecuniary liability of the County
or a charge against its general credit or taxing powers . The
Series 1984 Bonds are not general obligations, but are special ,
limited obligations of the County, payable solely out of the
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F 1350 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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revenues derived under the Loan Agreement, as amended, the
Indenture, as supplemented, the Mortgage and Security Agreement
dated as of June 1 , 1982 (the "Mortgage" ) , between the Company
and the Trustee and the Guaranty Agreement dated as of June 1 ,
1982, as amended, (the "Guaranty" ) between AFCO Steel , Inc .
(formerly Arkansas Foundry Company) , an Arkansas corporation
(the "Guarantor" ) and the Trustee.
Section 4 . Authorization of the Sale of the Series 1984
Bonds and Approval of the Bond Purchase Agreement . The Bond
Purchase Agreement among the County, the Company, the Guarantor
and Worthen Bank & Trust Company, N.A. , of Little Rock,
Arkansas (the "Purchaser" ) , in substantially the same form as
attached hereto as Exhibit B, is in all respects approved,
authorized and confirmed and the Chairman of the Board of
County Commissioners and the County Clerk are authorized and
directed to execute and deliver the Bond Purchase Agreement for
and on behalf of the County. The sale and delivery of the
Series 1984 Bonds to the Purchaser on the terms and conditions
and at the prices set forth in the Bond Purchase Agreement is
approved.
Section 5 . Approval and Authorization of Amendment to Loan
Agreement . The Amendment to Loan Agreement dated as of April
1 , 1984 , between the Company as Borrower and the County as
Lender, in substantially the same form as attached hereto as
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F 1351 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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Exhibit C, is in all respects approved, authorized and
confirmed and the Chairman of the Board of County Commissioners
and the County Clerk are authorized and directed to execute and
deliver the Amendment to Loan Agreement in substantially the
form and with substantially the same content as Exhibit C for
and on behalf of the County.
Section 6 . Approval and Authorization of Indenture of
Trust . The Supplemental Indenture between the County and the
Trustee, in substantially the same form as Exhibit D as
attached hereto, is in all respects approved, authorized and
confirmed, and the Chairman of the Board of County
Commissioners and the County Clerk are authorized and directed
to execute and deliver the Supplemental Indenture in
substantially the form and with substantially the same content
as Exhibit D for and on behalf of the County.
Section 7 . Authority to Correct Errors, Etc . The Chairman
of the Board of County Commissioners and County Clerk are
hereby authorized and directed to make or agree to any
alterations, changes or additions in the instruments hereby
approved as the Chairman of the Board of County Commissioners
and the County Attorney deem necessary or proper to accomplish
the purposes of this Ordinance; provided, however , no
alteration, change or addition shall be made which shall alter,
following the establishment thereof in this Ordiance, the
maximum net effective interest rate, denomination, date,
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F 1352 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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maturities, form, interest rate, registration privileges,
manner of execution, place of payment or terms or redemption of
the Series 1984 Bonds or which shall increase the aggregate
principal amount of Series 1984 Bonds authorized or in any way
give rise to a pecuniary liability of the County or a charge
against its general credit or taxing powers with respect to the
Series 1984 Bonds .
Section 8 . Severability. If any provision of this
Ordinance shall be held invalid, the invalidity of such
provision shall not affect any of the other provisions of this
Ordinance .
Section 9 . Further Authority. The Chairman of the Board
of County Commissioners and County Clerk and other proper
County officials, and each of them, are hereby authorized to
execute and deliver for and on behalf of the County any and all
additional certificates, documents and other papers and to
perform all other acts they may deen necessary or appropriate
in order to implement and carry out the matters herein
authorized.
Section 10 . Declaration of Emergency. The Board of County
Commissioners of Weld County Colorado, pursuant to Article III ,
Sec . 3-14(6) of the Weld County Home Rule Charter, does hereby
declare, for the reasons given in the body of this Ordinance,
this to be an emergency ordinance under said provisions of the
Weld County Home Rule Charter .
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F 1353 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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The above and foregoing Ordinance No. 128 was, on motion
duly made and seconded, adopted by the following vote on
the 4th day of April , A.D. , 1984 .
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY,
COLORADO
EXCUSED
lilrit
rt % / lead Y"2
ATT1E$J"
Weld pof Clerk and Recorder,
sand lek't4-_the Board Bt•c Co� f'pierlc
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F 1354 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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A• • ' • ' AS TO F •
Coun y Attorney
DATE PRESENTED: April 4 , 1984
PUBLISHED: April 12 , 1984 in TaSa11e Leader
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F 1355 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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EXHIBIT A
Debt Service Schedule
Date Interest Principal
10/1/84 $92,412 . 12" )
4/1/85 95,000 . 00 $ 30, 000
10/1/85 93, 575 . 00
4/1/86 93, 575 . 00 35, 000
10/1/86 91, 912 . 50
4/1/87 91, 912 . 50 40, 000
10/1/87 90 , 012 . 50
4/1/88 90, 012 . 50 45, 000
10/1/88 87, 875 . 00
4/1/89 87, 875 . 00 50, 000
10/1/89 85, 500 . 00
4/1/90 85, 500 . 00 50, 000
10/1/90 83, 125 . 00
4/1/91 83, 125 . 00 55, 000
10/1/91 80, 512 . 50
4/1/92 80, 512 . 50 65, 000
10/1/92 77 ,425 . 00
4/1/93 77,425 . 00 70, 000
10/1/93 74 , 100 . 00
4/1/94 74, 100 . 00 75, 000
10/1/94 70 , 537 . 50
4/1/95 70,537 . 50 80, 000
10/1/95 66, 737 . 50
4/1/96 66, 737, 50 1 ,405, 000
" ) Interest at October 1 , 1984 assumes delivery of Series
1984 Bonds on April 5, 1984 .
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F 1356 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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EXHIBIT "B"
COUNTY OF WELD, COLORADO
and
WORTHEN BANK & TRUST COMPANY, N.A.
LITTLE ROCK, ARKANSAS
BOND PURCHASE AGREEMENT
Dated as of April 4 , 1984
$2 ,000, 000
Industrial Development Revenue Refunding Bonds
(Platte River Steel Co. , Inc . Project) , Series 1984
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F 1357 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
Affidavit of Publication
S7ATc Cr CCLORADO. 1 ss.
County at Weld. )
L ��/. LiY{' U of
said County ci Weld. being duly swore say that
I am pub er of
that the same is a weekly newspaper of general
crasafwn and wined ,a_nd published in the
town to of . CL ,a`-."� i
in said county and slate: that the notice or adver•
twrnent. of which the annexed is a true ropy.
has been published in said weekly newspaper
for consecutive
weeks: that the nonce was published in the
regular and entire issue of every number at said
newspaper dung the period and time of publi-
cation al said notice and in the newspaper
proper and not in a suppleitent thereat: that the
lint publication of said nonce was contained In
the issue at said, newspaper bearine date. the
IL day of A _A.D.. 19 tit
and the last publirammn thereat. in rTh�issue ai
said newspaper being date, tthhe/ J� day al
.f7 19=x: that the said
has been published continuously and uninterrupt•
edly during the period of at least ittytwo eon-
seeattve weeks next prior to the first issue thereof
containing said notice or advertisement above
referred tot and that said newspaper was at the
time of each of the publications of said notice.
duly qualified let that purpose within the mean.
int of an act. entitled. "An Act Ceneeminq Legal
Netiee& Advertisements and Publications. and
the Fees of Printers and Publishers thereof. and
to Repeal all Acts and Parts at Acts in Conflict
with the Provision of this Act." approved April 7.
1921. and all amendments thereof, and porno.
lathy as amended by an ant approved. March 30.
1923.1 an act corn:red nday 18. 1931.
Publisher
Subscribed on sworn to before me this
day of er A.D.. 19
- �
My commission expires .—
Notary Public
ELIZABETH MASSEY
22019 W.C.RD. 54
GREELEY, CO 80831
urr I ,-
e LEGAL NOTICE al.'IliIiiiibl'tedndondtheta-- swim,e AUMerwtiaatha
mined tint refinancing the Pro-. Sale of the Series 1960 Rends and '
r ORDINANCE NO.125 Intend refunding No Sales 1965- 'Approval el Me'Eons(PrWse
Bends will premed* -no'WSW Apreemat TIM Nod°'.Purchase
ti•aN'•'ORDINANE D ,„'RECAT- Omit,welfare,safely,.waves'.-- Agreement am/*:RN'County. ..
ING TO THE ISSUANCE OF.IN- nce and prosperity of the county . Me,Company,Me Guarantor end
•
DUSTRIAL DEVELOPMENT and its Inhabitants by providing, ;t Worthen Bank B Trust.Cempany,
REVENUE BONDS UNDER promote*and stimulating Indus- N.A., of.Little Rock.:.Arkansas
iTHE 'PROVISIONS OF;_THE try and developing trade and -(MC"PurchasereL in.substan•
COLORADO'COUNTY AND MU. other ecen,mic activity-;within tially the same form at.attached
NICIPALITY` DEVELOPMENT the county at.plower cost; and:. hereto as?Exhibit B, is in all
I.REVENUE BOND ACT; PRO- H.It is necessary to provide for respects approved.'-authorized
'VIDING FOR THE-ISSUANCE the issuance and sale of the Series andcnfirmedandtheChairman
AND SALE OF WELD COUNTY, 1904 Bends and to authorise the of the Board of'County-Commis-
'COLORADO,'INDUSTRIAL-DE- < esecutIon and preparation:of all sinew and the County Clerk are
VELOPMENT REVENUE RE- documents,instruments and acts authorized and'directed-le **-
FUNDING BONDS (PLATTE necessary in connectionthere*. `cute:and deliver the Band'Pur-
'RIVER STEEL CO., INC. PRO- with. '•• own newswire ter,*Id en
JECT) SERIES 1954, IN THE behalf nth*clunt.Mee sale and
PRINCIPAL AMOUNT OF Section 2. Findings and De- deliver/of tho Series-1964 Bends
$200,000 FOR THE PURPOSE termination.The Board of County to the Purchaser al terms and
OF REFUNDING BONDS IS- . Commissioners hereby finds and conditions and at the prices set
SUED AS OF JUNE 1,1n2,FOR determines that(a)the amounts forth in-the Bond Purchase
THE LOANING OF FUNDS TO, necessary to pay the principal 0f. Agreement Is approved.
PLATTE RIVER"STEEL.CO., !' and interest en the Series 1996 -"
INC.TO FINANCE THE ACQU1- Bonds In each year:are asset Section S Approval'sod Au-
SITON, IMPROVING AND I forth in Exhibit A hereto and in thoriatia• o•:Amendment to
EQUIPPING OF A STEEL FAB-.: corporated herein* reference,- Loan Agreement.The'ANMmat
RICATION PLANT IN WELD Ml It is not deemed necessary or to Loan Abrams*dated as of
COUNTY, COLORADO; AP-. advisable 10.establish .any re- April:L 7954,between the Com:
PROVING AND AUTHORIZING! serve funds inannectton With to ., pony esserrower and the Canty
THE `.EXECUTION OF AN retirement of the Series' 1954 as Lender,in substantially the
AMENDMENT TO LOAN Bonds or the maintenance of the same form as,ettached hereto as
AGREEMENT BETWEEN THE Project; (c) since Mna Loan Exhibit C, is in all respects
COMPANY AND THE COUNTY Agreement prpvldes that the approved, authorized and wit-
AND A SUPPLEMENTAL' IN- .-.aSompany shalfmalpnin to Pray-,. firmed and the Chairman of the
DENTURE OF TRUST BE- lest end carry all property in- Board of County Commissioners
TWEEN.THE COUNTY AND A. tureen with respect thereto,no and the County Clerk are -
TRUSTEE; AND AUTHORIZ- 'nation of the estimated . lied and directed to execute and
ING THE PREPARATION AND cost of maintaining the Probed in deliver'the Amendment to Loan
EXECUTION OF CERTAIN RE- good repair end keeping it Prop' Agreement in substantially the
LATED DOCUMENTS AND IN- any insured needs to be made; form and with substantially the
STRUMENTS. - ' (d)the revenues of the Company same content as Exhibit C for and
from the operation ache Prelim, on behalf of to County...
BE IT ORDAINED BY THE are sufficient to pay any taxes or - section se APproyai and Ad-
BOARD OF COUNTY COMMIS- amounts,if env,in lieu of taxes • Moriation of indenture of Trees. .
SIONERS OF WELD COUNTY, ` required of the Company by ` The Suppleme taltnde Lure his
COLORADO: Statute 29-3-120, C.R.S. M73, as ' Won the County and`Me'Trlw-
emended) and (e) this'.Is an lee In substantially ;the;aerie
Section 1.Recitals. emergency Ordinance which . . :form-as:Exhibit D-as attached
shall be effective immediately hereto;'Is in elf .respects-..op
A. The County of Weld, Cols - upon its passage and adoption,as: proved,authorized end-confirm.
redo (the "County"), desires to provided in Article Ill,Sec.1.14 of ed, and the,.Chairman a of the .
provide,promote and stimulate the County's Hpme Rule Charter. Board of County Commissioner
Industry and develop trade and Public notice of this Ordinance and•Me:County-Clerk.artautbe+
other economic activity•within' • shall be given forthwith.Without •lied and directed to-execute and
the County;end such a procedure,the referendum deliver the Supplemental Inden-
B.Pursuant to the provisions el, period following the approval by ture in substantially Me form and
'the Colorado County and Mimed- the County of the refinancing of with substantially the same con-
Peiit' DeYeiopment -Rivenui: ' the Protect would not expire until tent Exhibit D for and on be-
Bond Act,Statute 29J-101,et see.:' approximately the end of April. half of the,County. '
the County has issued Its Indus- Such a late date would render the
trial Development- refinancing impossible because Section 7. Authority to Cos
Bonds-(Platte River Steel CO, of the uncertainties of the fines rod Errors,Etc. The Chairman
Inc. Probed)- Series 1902 (tin ' 'dal markets and fluctuation of of the Boardof County Commis-
"Series 1902 Bonds")in"Ihe pris-, interest rates.. m sinew and Cant-Clerk are •
ctpat amount of $,00/,000 pur-' Section J. Approval el an hereby authorized and directed to
want to an Indenture of Trust• Authorization forjsuance of the make or'area to any eiteratiens,.,
dated as June 1, 912(the"melon- Series 1914 Boras. The Issuance , changes or additions in the is
lure"), 'by and *lumen Me; of the County's Industrial Dovei- 'struments hereby'approved'as
Count/ and First Commercial` oment Revenue Refunding the Chairman of the Bare of
Bank,National Association:(for.. Bonds (Platte River Steel Co., County Commissioners and the
merly named Commercial Na- Inc. Protect) Series 1954, to he County Attorney deem newels*
Banal Bank of Little Rock), ee,;: ' dated when issued,in the prim- or proper to accomplish the
trustee(the"Trustee"),and Me.: al amount of s2A0e.000,with a - -purposes of this Ordinance;Pm
proceeds therefrom have been:. stated retool 9.5%per annum,in videa, however, no alteration,'
loaned to Platte'River Steel G"" substamnlly the form and with change or addition shall be made
Inc. (the "Company"), a Cote- substantially the content setfedt which shall alter, following the
reds corporation, pursuant te a'. to the Supplemental Indenture,is- establishment Hereof in this Or-
Lan Agreement dated es of Juno' in all respects approved,autiwr_ dinance,the maximum net-etln-
11902(the"Lean Agreement"),-' lied and,.confirmed, end the-,. rive interest rem,denominellen,
ly and enemies the Comfy aaid,•, Chairmen of the Beard of eesata date, maturities, form,interest
a SeCeMPg,. e Ike peep impem/al. Commissioners and the z edCli aadt, ran.- r f e option privileges,
4•"Clere are hereby authorised ands.' manner of execution, place of
In....4 1'.4.••..,..sou 1 directed to execute end seal RM,,. payment or terms or redemption .
nee plant located within t :., Series 1984 Balls in the -of the Saies 1904 Bonds er which
boundaries of the Count Di 'provided In ti a SuPplami I . -shall increase to aggregate
Project");and dntureandt deliver then to th0;i principal amount of Series 1964
C. Tht'Cempeny has advised .' purchaser horainaftertesigaated Bonds authorized or In any way
the Count and.the Trustee that for and on behalf el Me Gun* :• give rise to a pecuniary lability
substantial.aga m vin interest - end upon receipt el the parehase of the county or a charge against .
can be achieved for the benefit of price. le depenit the pressed5 its general credit or taxing pow.
the County?ane-te Company If. . thereof WWI*TNsne•In Me.. ere wilt respect to the Series ten
'the Series'-tote:*Ode Can be re- manner provided by the Supple- Bends.. -
finance and refunded by the is- • mental IndnkRe.The Series ltee. . Section S.Severablllty.If any
want of Additional-Ponds (as Bands stall be Wableas hilly • provision of this Ordinance shall
defined in.Me.Indenture)as par- '.,`-registered balls without coupes, be held invalid,the of
mined by the terms; of; tin the denomination of Oa)or such prevision h shell not:affect
Indnt l and the Lan,Agree-' 'any integral multipaMaeof.and any of the other provisions of thismat,an4 the Series 1904lends OMi
shall he • nanee q,.). 1"
D. Arrangements have ben . Need originally as a single fully-
made for the purchase of the 'registered Band in the domains 'Section 9,Further Anther*.
Additional Bonyworm
er• . lion el 52,000,600 and *flawed The:-Chairman-of the Board of
Bank R Trust Company,N.A.,of R.I.The principal el the Soria county commissi and
Little Rock,Arkansas,et a rate of 1900 Bends shall be Mid es Set County Clerk and oilier proper
Interest which will achieve the forth in Exhibit A bsrete, and- !-- County officials, and each of
Interest savings contemplated; -" principal end Interest * ,,,Mem,are'herein-euMOrized t'.
'''peyable et Ma'POO an he 1 execute and deliver for end en
E.Prior to Moconsideratien of .,aahUct to Mit!P'Elb.M behalf of the County entre*all
this Ordinance an open public. ./Mend epees Be SM.men mnr.: additional certifiates,i dew-
hearing, advertised by"'.notice M gdpplasanlet IB/anlerg• mats and other papers.anq to
published In the Greeley Tribune Series;ISIS Bands,shell never perform all other acts they may
en March 21,1964,was held and xnstltute an Indebtedness et the ..deemuecafary'orapproprlatein-
vitall Interested arsons were in- county within the ntanhi a any- order to implement and terry gar
ed tocommnt on the Proposed .provision pr limitation of the the matters ere:� h(flsed.
issuance by.^.Me County.of its Colorado Constitution 0r statutes - -
12,000,000 of.Industrial..Develop ."or'the County's Home_ Rule Section 10. Declaration of,
moatRevenue Refunding Bads Charter,and shall,not constitute Emergency.The Board of County
(Pane Rtva$teel CO.. Inc, Pro- or give rise to alpecuniary ila Commissioners:of Weld County
led)Series 1914(the 'Series 004 `. 'ality of the County;or a charge Colorado,pursuant to Article Ill,
Bends");end- - Jr -- . against its ganerat credit or tax- Sec. 5.14(4) of the Weld County"
F.It is hereby found and deter- ,b*powers•Tne Series 1904 Bends Herne Rule Charter,does hereby
mined that the County will issue are not general obligations, but • declare,ter the renew givenin
the series HN Bonds In the prin. •are special,limited Obligati Of - Me&Ay of this Ordinance,this te
cipal amount:of$2,001,000 put'. :the County,payable solely out of be an emergency ordinance un-.
want to a Supplemental India We revenues derived-under the der said:provision.Of the.Weld
nurse Trust dated as of April 1, Loan Agreement,,ies-.Amendet Count Home Rule Charter. •
1996 (the "Supplemental Indian- the Indenture,es suPplentented. -• .
hire"), by and: between the - .,nth 'II.Mortgage.•and::. Security `Wee above and laregal.-Osdi•
County and the Trustee,and that agreement dated as W'.June 1, . ,....Iw�w.....��--+
the precede therefrom will on 1952(the "Mortgage').between
used le rain the Series 1912 the Company and the Trustee and -
Batas;and.- the Guaranty Agreement dated
es ofJune toy")bta amenen ded,
(tin"Guaranty'meb ly Arkansas
Steel, Inc. (formerly a A
Foundryon (the
"Guarantor")
Arkansas
corporation'(the. "Gu
Auidavit of Publication
STATE OF COLORADO
ss.
County of Weld,
Lynne S. Longwell of
said County of Weld, being duly sworn, say that I am
an advertising Berk of
THE GREELEY DAILY TRIBUNE, and
THE GREELEY REPUBLICAN
that the same is a daily newspaper of general
circulation and printed and published in the City of
„* r Greeley, in said county and state; that the notice or
advertisement, of which the annexed is a true copy, has
been published in said daily newspaper for consecutive
4
- (days) Ncti ; that the notice was published in the
regular and entire issue of every number of said
— r..., . newspaper during the period and time of publication of
said notice, and in the newspaper proper and not in a
,
supplement thereof; that the first publication of said
s ,
notice was contained in the issue of said newspaper
bearing date
Twenty—first
day of March A.D. 19 84
.^ .r and the last publication thereof; in the issue of said
newspaper bearing date the
Twenty-first
l day of March A.D. 19$4_;
Ott+ that said The Greeley Daily Tribune and The Greeley
Republican, has been published continuously and
e u uninterruptedly during the period of at least six
a b months next prior to the first issue thereof contained
said notice or advertisement above referred to; that said
*Alit p n.
aie».ta N newspaper has been admitted to the United States
mails as second-class matter under the provisions of the
Act of March 3, 1879, or any amendments thereof; and
that said newspaper is a daily newspaper duly qualified
for publishing legal notices and advertisements within
the meaning of the laws of the State of Colorado.
March ?11984
Total Charge: $16.82
Advertising ClClellik
Subscribed and sworn to before me this
91. day of Ma,-c%-, A.D. 198/i
Mj Expires Jan. 14, 1936
M or mission expires
C2 c /7
42o /l L (leeic
otary Public
ry
TABLE OF CONTENTS
(Not Part of Agreement)
Page
SECTION 1 . PURCHASE AND SALE OF BONDS
1 . 1 Issue of Bonds 1
1 .2 Guaranty; Other Collateral 2
1 . 3 Closing 2
SECTION 2 . WARRANTIES, REPRESENTATIONS AND
AGREEMENTS OF THE ISSUER
2 . 1 Organization and Authority 2
2 . 2 Pending Litigation 3
2 . 3 Sale and Other Transactions
are Legal and Authorized 3
2 . 4 No Defaults 3
2 . 5 Governmental Consents 3
2 . 6 Use of Project for Public
Purposes 4
2 . 7 No Waivers Under the Loan
Agreement 4
2 . 8 Inspection 4
2 . 9 Offering of Bonds 4
SECTION 3 . CONDITIONS OF CLOSING
3 . 1 Opinions of Counsel 5
3 . 2 Warranties and Representations
True as of the Closing Date 5
3 .3 Execution and Delivery of
Documents 5
3 . 4 Filings 5
3 . 5 Taxation 5
3 . 6 Proceedings Satisfactory 5
3 . 7 No Litigation 5
3 . 8 Other Documents and Proceedings 5
3 . 9 The Bonds 7
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F 1358 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
1
Page
SECTION 4 . SPECIAL COVENANTS
4 . 1 Delivery Expenses 7
4 . 2 Special Obligations 7
SECTION 5 . DEFINITIONS 7
SECTION 6 . MISCELLANEOUS
6 . 1 Expenses 8
6 . 2 Notices 8
6 . 3 Survival of Representations
and Warranties 9
6 . 4 Successors and Assigns 9
6 . 5 Responsibility of Individuals 9
6 . 6 Satisfaction Requirement 10
6 . 7 Representation of the Purchaser 10
6 . 8 Governing Law 10
6 . 9 Modifications 10
6 . 10 Descriptive Headings 10
6 . 11 Counterparts 10
SIGNATURES 11
EXHIBIT A - Form of Supplemental Trust Indenture A-1
EXHIBIT B - Form of Amendment to Loan Agreement B-1
EXHIBIT C - Form of Amendment to Guaranty
Agreement C-1
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F 1359 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
ii
COUNTY OF WELD, COLORADO
BOND PURCHASE AGREEMENT
$2 , 000 , 000
Industrial Development Revenue Refunding Bonds
(Platte River Steel Co. , Inc . Project) , Series 1984
April 4, 1984
Worthen Bank & Trust Company, N.A.
P.O. Box 1681
Little Rock, Arkansas 72203
Attention: H. Morgan Brookfield, III ,
Senior Vice President
Gentlemen:
Weld County, Colorado, a political subdivision organized
and existing under the laws of the State of Colorado (the
"County" ) , pursuant to and in accordance with the County and
Municipality Development Revenue Bond Act, §29-3-101 et . seq,
C.R. S . 1973, as amended (the "Act" ) , and Ordinance No. of
the County (the "Authorizing Ordinance" ) , duly adopted by its
Board of County Commissioners on April , 1984, under
authority of the Act, hereby agrees with you as follows :
SECTION 1 . PURCHASE AND SALE OF BONDS
1 . 1 Issue of Bonds . The County will authorize the
issuance of its Industrial Development Revenue Refunding Bonds
(Platte River Steel Co . , Inc . Project) , Series 1984 , in the
aggregate principal amount of $2, 000 , 000 (the "Bonds" ) , to be
dated, to bear interest and be payable in installments of
principal at the times, and to be issued pursuant to the terms
of a Supplemental Indenture of Trust (the "Supplemental
Indenture" ) between the County and First Commercial Bank,
National Association, as Trustee (the "Trustee" ) , substantially
in the form of Exhibit A to this Agreement, in supplement to
the Indenture of Trust dated as of June 1, 1982, between the
County and the Trustee which provided for the issuance of the
County' s $2, 000 , 000 "County of Weld, Colorado Industrial
Development Revenue Bonds (Platte River Steel Co . , Inc .
Project) Series 1982" (the "Original Bonds" ) , and which
Indenture of Trust together with the Supplemental Indenture
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F 1360 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
herein described are collectively referred to as the
"Indenture" . The proceeds from the sale of the Bonds will be
utilized by the County to refinance and refund the Original
Bonds and constitute Additional Bonds as described in the
Indenture. Further, the Loan Agreement dated as of June 1 ,
1982 , between Platte River Steel Co . , Inc . (the "Company" ) and
the County will be amended, as required, in order to reflect
the transaction contemplated hereby and to apply to the Bonds
all other benefits appertaining thereto by execution and
delivery of an Amendment to Loan Agreement substantially in the
form of Exhibit B to this Agreement (the "amended Loan
Agreement" ) .
1 . 2 Guaranty; Other Collateral . You and the subsequent
owners of the Bonds will be entitled to the benefits of the
Amendment to Guaranty Agreement by and between AFCO Steel , Inc .
(formerly Arkansas Foundry Company) , an Arkansas corporation
(the "Guarantor" ) and the Trustee substantially in the form of
Exhibit C to this Agreement (the "Amended Guaranty
Agreement" ) .
1 .3 Closing. The County hereby agrees to sell to you and,
subject to the terms and conditions herein set forth, you
hereby agree to purchase from the County, the Bonds at 100% of
the principal amount thereof, plus accrued interest to date of
delivery, unless by the terms thereof interest accrues from the
date of delivery. The closing of the purchase of the Bonds
shall be at 10 : 00 A.M. , local time, on April 5, 1984 (the
"Closing Date" ) , at the office of Rose Law Firm, a Professional
Association, Little Rock, Arkansas, or such other time and
place as shall be subsequently agreed upon by the parties . At
the closing, the County will deliver the Bonds to you in the
form of a single, fully registered typewritten bond (subject to
exchange for similar fully registered bonds at no expense to
you when requested as provided in the Indenture) , against
payment of the purchase price therefor to Trustee on behalf of
the County, in immediately available funds , payable at the
times and in the principal amounts specified in the Indenture.
SECTION 2 . WARRANTIES, REPRESENTATIONS AND
AGREEMENTS OF THE ISSUER.
The County warrants, represents and agrees that :
2 . 1 Organization and Authority. The County is a duly
organized and validly existing political subdivision of the
State of Colorado and has all requisite power and authority
under the Act to issue, sell and deliver the Bonds as provided
herein and to consummate all other transactions involving the
County contemplated by this Agreement .
-2-
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F 1361 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
2 . 2 Pending Litigation. There is no action, suit,
proceeding or investigation pending or threatened against or
affecting the County, or , to the best knowledge of the County,
any basis therefor, wherein an unfavorable decision or finding
would adversely affect the transactions contemplated by this
Agreement, or which in any way would adversely affect the
validity or enforceability of the Bonds , this Agreement, the
amended Loan Agreement, the amended Guaranty Agreement or the
Supplemental Indenture, or which would impose Federal or
Colorado state or local income taxation upon interest payable
on the Bonds .
2 .3 Sale and Other Transactions are Legal and Authorized.
The sale of the Bonds and the execution, delivery and due
performance of this Agreement, the amended Loan Agreement and
the Supplemental Indenture, and all transactions contemplated
by this Agreement are within the purposes, powers and authority
of the County, and have been done in full compliance with the
provisions of the Authorizing Ordinance, the Act and all other
applicable laws of the State of Colorado . When delivered to
you in accordance with this Agreement, the Bonds being
purchased by you hereunder will be duly authorized, executed,
issued and delivered and will constitute legal , valid and
binding obligations of the County payable solely from the
revenues and other funds of the County pledged therefor and the
owners of the bonds, and their assigns , will be entitled to the
benefits of this Agreement, the amended Loan Agreement and the
Supplemental Indenture.
2 . 4 No Defaults . No event has occurred and no condition
exists which, upon the issuance of the Bonds, would constitute
a Default; and the County is not in default in any material
respect under any term of any agreement, or constituent
instrument or other instrument to which it is a party or by
which it may be bound. The County is not and has never been in
default under any general obligation indebtedness . The County
will promptly notify each holder of Bonds of any Default of
which the County has knowledge.
2 . 5 Governmental Consents . All consents, approvals,
authorizations and orders of, or filings, registrations , or
qualifications with, any governmental or regulatory authorities
which are required to be obtained by the County for the
consummation of the transactions contemplated by this Agreement
and to qualify the Bonds for the exclusion of interest thereon
from Federal income taxation or such taxation by Colorado or
any local jurisdiction or instrumentality therein or thereof
have been duly and validly obtained or performed and are in
full force and effect .
$0 . 00 17/047
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F 1362 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-3-
2 . 6 Use of Project for Public Purposes . The County has
determined that the Project and the use of the proceeds from
the sale of the Bonds therefor will accomplish the public
purposes set forth in the Act .
2. 7 No Waivers Under the Loan Agreement . The County will
not waive or consent to the violation or amendment of any
agreement of, or other provision binding upon, the Company
under the Loan Agreement, as amended, without your prior
written consent .
2 . 8 Inspection. The County will permit any representative
of an institutional holder of 10% or more of the then
outstanding principal amount of the Bonds, at the expense of
such holder, to visit and inspect the Project, to examine the
books of account and all other financial records, reports and
other papers of the County relating to the Project, to make
copies thereof or extracts therefrom, and to discuss the
affairs , finances and accounts of the County relating to the
Project with its officials and employees and independent public
accountants , all at such reasonable times and as often as such
persons may reasonably request .
2 . 9 Offering of Bonds . Neither the County nor any agent
acting on its behalf has offered the Bonds or any similar or
related Security for sale to, or solicited any offers to buy
the Bonds or any similar or related Security from, or otherwise
approached or negotiated with respect thereto with, any Person
or Persons other than yourselves , and neither the County nor
any agent acting on its behalf has taken or will take any
action which would subject the issuance or sale of the Bonds to
the provisions of Section 5 of the Securities Act of 1933, as
amended, or to the provisions of any securities or Blue Sky law
of any applicable jurisdiction.
SECTION 3 . CONDITIONS OF CLOSING.
Your obligation to purchase and pay for the Bonds to be
delivered to you on the Closing Date shall be subject to the
following conditions precedent :
3 . 1 Opinions of Counsel . You should receive from Rose Law
Firm, a Professional Association, bond counsel , of Little Rock,
Arkansas, favorable opinions satisfactory to you together with
an arbitrage opinion by such counsel , favorable opinions
satisfactory to you from counsel to the County, the Company,
and the Guarantor with respect to the transaction, and
favorable opinions satisfactory to you from such other counsel
as you may select in your behalf .
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F 1363 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-4-
3 . 2 Warranties and Representations True as of the Closing
Date. The warranties and representations of the County
contained in Section 2 hereof, and the warranties and
representations of the Company and the Guarantor contained in
the amended Loan Agreement and the amended Guaranty Agreement,
shall be true in all material respects on the Closing Date with
the same effect as though made on and as of that date; there
shall exist no Default on such date; and you shall have
received certificates of the Chairman of the Board of County
Commissioners and the President or any Vice President of the
Company and the Guarantor to such effect .
3 .3 Execution and Delivery of Documents . The Loan
Agreement, the Indenture, and the Guaranty Agreement, each as
supplemented and amended, shall each have been duly executed
and delivered by the respective parties thereto, and each shall
be in full force and effect on the Closing Date.
3 . 4 Filings . All recordations and filings appropriate or
required by law in order fully to perfect, preserve and protect
the assignment of the Loan Agreement, as amended, and the lien
of the Indenture as supplemented and the security interests
created by the Loan Agreement, as amended, and the Indenture as
supplemented and the rights of the Trustee thereunder shall
have been performed.
3 . 5 Taxation. No action shall have been taken by either
House of the Congress, the United States Tax Court or any court
established under Article III of the United States
Constitution, the Treasury Department or the Internal Revenue
Service, which action ( in your opinion) may have the effect ,
directly or indirectly, of imposing Federal income taxation
upon such revenues or other income as would be derived by the
County under the Loan Agreement, or such interest on the Bonds
as would be received by the owners thereof, other than a person
who, within the meaning of Section 103(b) ( 13) of the Code, is a
"substantial user" or "related person" or other than under
Section 291(a) and (e) of the Code.
3 . 6 Proceedings Satisfactory. All corporate and other
proceedings taken or to be taken in connection with the
transactions relating hereto and all documents incident thereto
shall be satisfactory in substance and form to you and your
counsel and you and your counsel shall have received such
counterpart originals or certified or other copies of such
documents as you or they may reasonably request .
3 . 7 . No Litigation. No litigation or proceeding shall be
threatened or pending in any court or other official body ( i)
to restrain or enjoin the issuance or delivery of any of the
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F 1364 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-5-
Bonds, (ii) which in any way questions or affects the validity
of any of the Bonds, any provisions thereof, any provisions of
the Authorizing Ordinance, this Agreement, the Loan Agreement,
the Guaranty Agreement or the Trust Indenture, or any
proceedings taken with respect to the foregoing or ( iii) which
questions the County' s creation, organization or existence or
the titles to office of any of its officers, or its powers to
acquire, finance and lease the Project .
3 . 8 . Other Documents and Proceedings . You shall have
received all other documents and opinions as you may have
requested relating to ( i ) the existence of the Company, the
Guarantor and the County, ( ii) the corporate and governmental
authority for and validity of this Agreement, the Trust
Indenture, as supplemented, the Loan Agreement , as amended, and
the Bonds, and ( iii) other matters relevant hereto including,
but not limited to :
( 1) Certified copies of the proceedings of the
Company and Guarantor authorizing the execution and
delivery of the amended Loan Agreement and the amended
Guaranty Agreement and authorizing the approval of the
Indenture and the issuance of the Bonds .
(2) The consent of the Trustee to the execution and
delivery of the Amended Loan Agreement .
(3) Evidence satisfactory to the Trustee and to you
that the Project and its construction and operation are in
compliance with all applicable federal , state and municipal
laws, rules, regulations and ordinances of every nature and
description, including, without limitation, zoning,
building and fire codes, subdivision control and
environmental laws , and rules and regulations .
(4) A certificate of a person acceptable to you and
the Trustee reciting that all policies of insurance
required by this Agreement or the Loan Agreement to be
effective on the delivery of the Bonds, are in full force
and effect and that such policies and the insurance
evidenced thereby comply and satisfy all of the
requirements of the above mentioned documents, together
with certificates of insurance with respect thereto
acceptable to the Trustee and the Purchaser .
(5) Such additional certificates, instruments and
other documents, dated as of the Closing Date, as you may
request to make your investment decision with respect to
the Bonds as you and bond counsel shall reasonably require
to evidence the truth and accuracy as of the Closing Date
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-6-
of the representations herein contained and the due
performance and satisfaction by the Issuer, the Guarantor
and the Company at or prior to such time of all agreements
to be performed and all conditions then to be satisfied by
any of them.
3 . 9 . The Bonds . You shall have received the Bonds in
compliance with the provisions of Section 1 hereof .
SECTION 4 . SPECIAL COVENANTS .
4 . 1 Delivery Expenses . Payment of all costs of issuance
in connection with the preparation, execution, printing and
delivery of the Bonds to the place of closing and all fees and
expenses of bond counsel , and your counsel , shall be paid, or
caused to be paid, from the proceeds of the Bonds or otherwise
at the election of the Company.
4 . 2 Special Obligations . Notwithstanding anything herein
to the contrary, all covenants and agreements contained in this
Agreement on behalf of the County shall be subject to the
provisions of this Section 4 . 2 . The Bonds shall be limited
obligations of the County as provided in the Act, the principal
of, and premium, if any, and interest on, which (except as
provided in the Guaranty Agreement) are payable solely from
revenues or other receipts, funds, monies and property pledged
or mortgaged therefor under the Indenture and any amounts
payable by the County under this Agreement are payable solely
therefrom. Neither the State of Colorado nor any political
subdivision thereof shall in any event be liable for the
payment of the principal of, or premium, if any, or interest
on, any of the Bonds .
SECTION 5 . DEFINITIONS.
For the purposes of this Agreement, in addition to terms
defined elsewhere herein or in the Indenture, the following
words and terms shall have the respective meanings set forth as
follows :
"Default" shall have the meanings specified in the Guaranty
Agreement .
"Person" shall mean and include an individual, a
partnership, a joint venture, a corporation, a trust, an
unincorporated organization and a government or any department
or agency thereof .
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F 1366 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-7-
"Security" shall have the same meaning as in Section 2( 1)
of the Securities Act of 1933 , as amended.
SECTION 6 . MISCELLANEOUS .
6 . 1 Expenses . The Company by its execution of this
Agreement confirms its agreement with you and the County to pay
the following expenses relating to the transactions
contemplated hereby:
(a) The cost of prepaying and reproducing this
Agreement, the amended Loan Agreement, the supplemental
Indenture, the amended Guaranty Agreement, the Bonds and
the other documents referred to herein;
(b) The reasonable fees and the disbursements of bond
counsel , your counsel and counsel to the County (if any
outside counsel is employed by it in connection with the
transactions contemplated hereby) , and the fees and charges
of the Trustee;
(c) All costs of publication of notices and all
recording and filing fees and stamp and similar taxes and
charges, if any, in connection with the creation, issuance
and delivery of the Bonds , the execution, delivery and
recordation of the amended Loan Agreement , supplemental
Indenture, amended Guaranty Agreement and financing
statements, or similar filings required in connection
therewith and the costs and any title or mortgage insurance
policies or abstracts and title opinions and any surveys;
(d) All expenses relating to any futher amendements,
waivers or consents requested by the Company pursuant to
the provisions hereof or of any of the other documents
referred to in foregoing clause (a) hereof, whether or not
any such amendment, waiver or consent is in fact entered
into .
The expenses referred to in this Section may be paid as
costs of the Project to the extent provided in the Loan
Agreement .
6 .2 Notices . (a) All communications under this Agreement
shall be in writing and shall be mailed by registered or
certified mail, return receipt requested:
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F 1367 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-8-
( 1) if to you, at your address first above written,
marked for attention as therein indicated, or at such other
address as you may have furnished in writing to the Company
and the County;
(2) if to the Company, at Platte River Steel Co . ,
Inc . , P.O. Box 231, Little Rock, Arkansas 72203 , or at such
other address as it may have furnished in writing to the
County and you;
(3) if to the County, at the office of the Chairman,
Board of County Commissioners, County of Weld, 915 10th
Street, P.O. Box 459 , Greeley, Colorado, or at such other
address as it may have furnished in writing to the Company
and you; and
(4) if to the Guarantor, at AFC() Steel, Inc . , P.O.
Box 231 , Little Rock, Arkansas 72203 , or at such other
address as it may have furnished in writing to the Company
and you.
(b) Any notice so addressed and deposited in the United
States mail by registered or certified mail , return receipt
requested, shall be deemed to have been received on the third
business day following the mailing thereof .
6 .3 Survival of Representations and Warranties . All
representations and warranties contained herein or made in
writing by the County in connection herewith shall survive the
execution and delivery of this Agreement and of the Bonds ,
regardless of any investigation made by you or on your behalf .
6 . 4 Successors and Assigns . All covenants and agreements
in this Agreement contained by or on behalf of any of the
parties hereto shall bind and inure to the benefit of the
respective successors and assigns of the parties hereto whether
so expressed or not . The provisions of this Agreement are
intended to be for the benefit of all holders from time to time
of the Bonds , and shall be enforceable by any such holder ,
whether or not an express assignment to such holder of rights
under this Agreement has been made by you or your successors or
assigns .
6 . 5 Responsibility of Individuals . All covenants,
stipulations , promises, agreements and obligations of the
County contained in this Agreement shall be deemed to be
covenants, stipulations, promises, agreements and obligations
of the County and not of any member, director, officer,
employee or agent of the County in his individual capacity.
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F 1368 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-9-
6 . 6 Satisfaction Requirement . If any agreement,
certificate or other writing, or any action taken or to be
taken, is by the terms of this Agreement required to be
satisfactory to you, the determination of such satisfaction
shall be made by you in your sole and exclusive judgment
exercised in good faith.
6 . 7 Representation of the Purchaser . You represent and in
making this sale to you it is specifically understood and
agreed that you are acquiring the Bonds for the purpose of
investment and not with a view to or for sale in connection
with any distribution thereof , provided that the disposition of
your property shall at all times be and remain within your
control . You further represent that as an experienced
institutional lender you have made such inquiry into the
financial condition and operations of the Company as you have
deemed necessary and are not relying on any representations of
the County or bond counsel in such matters except as the same
may be expressly set forth in any opinion of such counsel
delivered in connection with the purchase of the Bonds or by
the County in any instrument delivered in connection therewith,
and have waived the delivery of any official statement of the
County with respect to the Bonds .
6 . 8 Governing Law. This Agreement is being delivered and
is intended to be performed in the State of Colorado, and shall
be construed and enforced in accordance with the laws of such
State.
6 . 9 Modifications . This Agreement may not be changed
orally, but only by an agreement in writing signed by the party
against whom enforcement of any waiver, change, modification or
discharge is sought .
6 . 10 Descriptive Headings . The descriptive headings of
the several Sections of this Agreement are inserted for
convenience only and do not constitute a part of this Agreement .
6 . 11 Counterparts . This Agreement may be executed
simultaneously in two or more counterparts, each of which shall
be deemed an original , and it shall not be necessary in making
proof of this Agreement to produce or account for more than one
such counterpart .
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F 1369 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-10-
If you are in agreement with the foregoing, please sign the
form of acceptance on the enclosed counterpart of this letter
and return the same to the undersigned, whereupon this letter
shall become a binding agreement between you and the
undersigned.
Very truly yours,
COUNTY OF WELD, COLORADO
By
Chairman, Board of County
Commissioners
ACCEPTED:
WORTHEN BANK & TRUST COMPANY, N.A.
By:
Title:
APPROVED:
PLATTE RIVER STEEL CO. , INC.
By:
Vice President
AFC() STEEL, INC.
By:
President
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F 1370 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
-11-
EXHIBIT "C"
THE COUNTY OF WELD, COLORADO
AND
PLATTE RIVER STEEL CO. , INC.
AMENDMENT TO
LOAN AGREEMENT
Dated as of April 1 , 1984
The interest of the County of Weld, Colorado in this Loan
Agreement, as amended, has been assigned (except for
amounts payable under Section 4 .2(b) , 7 . 2 and 8 . 4 hereof)
pursuant to the Supplemental Indenture of Trust dated as of
the date hereof from the County of Weld, Colorado to First
Commercial Bank, National Association (formerly named
Commercial National Bank of Little Rock) , of Little Rock,
as Trustee, and is subject to the security interest of
First Commercial Bank, National Association, of Little
Rock, as Trustee.
Prepared by:
ROSE LAW FIRM,
a Professional Association
120 East Fourth Street
Little Rock, Arkansas
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F 1371 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
THIS AMENDEMENT TO LOAN AGREEMENT is dated as of April 1 ,
1984, between THE COUNTY OF WELD, COLORADO ( "Issuer" ) , a
political subdivision organized and existing under the laws and
within the State of Colorado, and PLATTE RIVER STEEL CO. , INC.
( "Company" ) , a corporation organized under the laws of the
State of Colorado .
WITNESSET H:
WHEREAS, pursuant to and in accordance with the provisions
of the County and Municipality Development Revenue Bond Act,
§29-3-101 et . seq. , C.R. S . 1973, as amended (the "Act" ) , by
written Resolution of the Board of County Commissioners of
Issuer, Issuer has previously authorized and issued its
$2, 000 , 000 Industrial Development Revenue Bonds (Platte River
Steel Co . , Inc . Project) Series 1982, dated as of June 1 , 1982
(the "Series 1982 Bonds" ) , and has entered into a Loan
Agreement with Platte River Steel Co . , Inc . (the "Company" )
under date of June 1, 1982 , under the terms of which the
proceeds of the Series 1982 Bonds have been loaned to the
Company to accomplish the purposes stated in the Loan
Agreement; and
WHEREAS, the Issuer and the Company have determined that
substantial savings in interest can be obtained by the
refinancing and refunding of the Series 1982 Bonds , and, at the
request of the Company, the Issuer has authorized the issuance
and delivery of its Industrial Development Revenue Refunding
Bonds (Platte River Steel Co . , Inc . Project) Series 1984,
pursuant to provisions of a Supplemental Indenture of Trust
dated as of April 1 , 1984; and
WHEREAS, the Issuer and the Company desire to amend the
Loan Agreement to reflect those matters made necessary by the
refunding of the indebtedness represented by the Series 1982
Bonds and to extend to the Trustee and holders of the Series
1984 Bonds the benefits and protection of the Loan Agreement;
NOW, THEREFORE, for and in consideration of the premises
and the mutual covenants hereinafter contained, and as
originally set forth in the Loan Agreement, the parties hereto
agree as follows :
Section 1 . The Series 1984 Bonds are "Additional Bonds" as
defined in Article I of the Loan Agreement and all references
contained in the Loan Agreement to the word "Bonds" , as defined
therein, shall include the Series 1984 Bonds .
Section 2. The definition of the word "Guaranty" means the
Guaranty as defined in the Loan Agreement, and as amended by
the Amendment to Guaranty Agreement dated as of April 1, 1984 .
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F 1372 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
Section 3 . There shall be added to the definitions stated
in Article I of the Loan Agreement the following definitions :
"Purchaser of Series 1984 Bonds" means Worthen Bank &
Trust Company, N.A. , of Little Rock, Arkansas . "
"Series 1984 Bonds" means the $2, 000 , 000 aggregate
principal amount of Issuer ' s Industrial Development Revenue
Refunding Bonds (Platte River Steel Co . , Inc . Project)
Series 1984 , issued by Issuer pursuant to the Indenture, as
supplemented by a Supplemental Indenture of Trust dated as
of April 1 , 1984 . "
Section 4 . The Company and the Issuer shall continue to
perform in each and every obligation of the Loan Agreement with
respect to the construction and operation of the Project
notwithstanding that the Series 1982 Bonds will be retired from
the proceeds of the Series 1984 Bonds .
Section 5 . It is specifically recognized that as provided
in the Loan Agreement all expenses in connection with the
issuance of the Series 1984 Bonds shall be included within the
defined term "Cost of Construction" .
Section 6 . Section 4 . 2 of the Loan Agreement shall be
amended in each respect where required by substituting the
words "Series 1984 Bonds" for the words "Series 1982 Bonds" in
order to express the intent of the parties hereto that from and
after the issuance and delivery of the Series 1984 Bonds and
the retirement of the Series 1982 Bonds there shall be paid as
and when specified all amounts necessary and due to pay the
principal of, premium, if any, and interest on the Series 1984
Bonds as the same shall become due and payable.
Section 7 . Section 11 . 2 of the Loan Agreement is amended
to substitute for the mailing address of the Purchaser as
stated therein the following:
" . . ; if to Purchaser , Worthen Bank & Trust Co . , N.A. , P.O.
Box 1681, Little Rock, Arkansas 72203, Attention: H.
Morgan Brookfield, III , Senior Vice President; "
Section 8 . By the execution and delivery hereof, the
Issuer and the Company confirm and acknowledge that neither is
in default under any term or provision of the Loan Agreement,
and that no "Event of Default" or "Default" within the meaning
of Section 8 . 1 of the Loan Agreement has occurred, or with the
giving of notice or the passage of time would occur, and that
all obligations and duties of the parties to each other , to the
Trustee, and to the holders of the Series 1982 Bonds have been
duly performed as and when required.
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F 1373 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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Section 9 . The parties hereto acknowledge that the Trustee
has by execution and acceptance of the Supplemental Indenture
of Trust has consented to the execution and delivery of this
Amendment to Loan Agreement, pursuant to Section 11 . 6 of the
Loan Agreement, and that no further notice to, or consent by,
any other person is required to effect this Amendment to Loan
Agreement .
THE COUNTY OF WELD, COLORADO
By:
Chairman, Board of County
Commissioners
ATTEST:
By:
County Clerk
(S E A L)
PLATTE RIVER STEEL CO. , INC.
By:
President
ATTEST :
By:
Secretary
(S E A L)
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F 1374 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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STATE OF COLORADO )
) ss .
COUNTY OF WELD )
The foregoing instrument was acknowledged before me this day
of April , 1984 by , as Chairman, Board of
County Commissioners and , as Clerk, respectively
of the County of Weld, Colorado, a political subdivision of the
State of Colorado .
WITNESS my hand and official seal .
(S E A L) Notary Public
My Commission Expires :
Address of Notary Public :
STATE OF ARKANSS )
) ss .
COUNTY OF PULASKI )
The foregoing instrument was acknowledged before me this day
of April , 1984 by and as
and , respectively,
of Platte River Steel Co. , Inc . , a Colorado corporation.
WITNESS my hand and official seal .
(S E A L) Notary Public
My Commission Expires :
Address of Notary Public :
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EXHIBIT "D"
THE COUNTY OF WELD, COLORADO
TO
FIRST COMMERCIAL BANK, NATIONAL ASSOCIATION
Little Rock, Arkansas
SUPPLEMENTAL
INDENTURE OF TRUST
Dated as of April 1 , 1984
Providing For
$2, 000 ,000
Industrial Development Revenue Refunding Bonds
(Platte River Steel Co. , Inc . Project)
Series 1984
This Supplemental Indenture of Trust supplements and amends an
Indenture of Trust dated as of June 1 , 1982, given by the Issuer
to the Trustee (formerly named Commercial National Bank of
Little Rock) .
Prepared by:
ROSE LAW FIRM,
a Professional Association
120 East Fourth Street
Little Rock, Arkansas 72201
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F 1376 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
SUPPLEMENTAL
INDENTURE OF TRUST
This SUPPLEMENTAL INDENTURE OF TRUST executed as of the
first day of April , 1984 , by and between the COUNTY OF WELD,
COLORADO, a political subdivision organized and existing under
the laws of the State of Colorado (the "Issuer" ) , as party of
the first part, and FIRST COMMERCIAL BANK, NATIONAL ASSOCIATION,
successor by merger to Commercial National Bank of Little Rock,
a banking institution organized under and existing by virtue of
the laws of the United States of America, with its principal
office and domicile in Little Rock, Arkansas (the "Trustee" ) , as
party of the second part;
WITNESSET H:
WHEREAS, the Issuer has previously issued $2 , 000, 000
principal amount of its Industrial Development Revenue Bonds
(Platte River Steel Co. , Inc . Project) Series 1982 , dated June
1 , 1982 (the "Series 1982 Bonds) , pursuant to the County and
Municipality Development Revenue Bond Act, §29-3-101 et . seq.
C.R. S . 1973 , as amended (the "Act" ) and under the terms of an
Indenture of Trust dated as of June 1 , 1982 (the "Indenture" )
between the Issuer and the Trustee, for the purpose of assisting
Platte River Steel Co . , Inc . (the "Company" ) a Colorado
corporation, in acquiring, constructing, equipping and improving
an industrial facility located within the boundaries of the
Issuer (hereinafter called the "Project" ) , and the proceeds of
the Series 1982 Bonds were loaned by the Issuer to the Company
pursuant to the terms of a Loan Agreement dated as of June 1,
1982 (the "Agreement" ) between the Issuer and the Company; and
WHEREAS, the Issuer and the Company have determined and
agreed that substantial savings of interest may be achieved by
refinancing and refunding the Series 1982 Bonds by the issuance
of Additional Bonds (as defined in the Indenture) and have
determined to accomplish such refinancing by the issuance of
Bonds by the Issuer as provided for herein in the principal
amount of Two Million Dollars ($2, 000, 000) to be designated the
Issuer ' s Industrial Development Revenue Refunding Bonds (Platte
River Steel Co . , Inc . Project) , Series 1984 (the "Series 1984
Bonds" ) ; and
WHEREAS, the execution and delivery of this Supplemental
Indenture of Trust (the "Supplemental Indenture" ) and the
issuance of the Series 1984 Bonds have been in all respects duly
and validly authorized by Ordinance of the Board of County
Commissioners of the Issuer, pursuant to the Act; and
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F 1377 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
WHEREAS, the Series 1984 Bonds shall be secured by the
Indenture, as supplemented by this Supplemental Indenture, and
the Mortgage (as defined in the "Agreement" ) , and shall be
equally and ratably payable under the Indenture, as supplemented
by this Supplemental Indenture; and
WHEREAS, the Series 1984 Bonds ( in registered form) and the
provisions for transfer of such registration thereon, and the
Trustee ' s certificate of authentication to be endorsed on such
bonds , are all to be in substantially the following form with
necessary and appropriate variations , omissions and insertions
as permitted or required by this Supplemental Indenture, to-wit :
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(FORM OF FULLY REGISTERED BOND)
UNITED STATES OF AMERICA
THE COUNTY OF WELD, COLORADO
INDUSTRIAL DEVELOPMENT REVENUE REFUNDING BOND
(Platte River Steel Co . , Inc . Project)
SERIES 1984
No. R- $2, 000 , 000
( 1) KNOW ALL MEN BY THESE PRESENTS that the County of Weld,
Colorado ( "Issuer" ) , a political subdivision organized and
existing under the laws and within the State of Colorado, for
value received, promises to pay from the source and as
hereinafter provided, to the order of Worthen Bank & Trust
Company, N.A. , or registered assigns , the principal sum of Two
Million Dollars in annual installments of principal on April 1
of each year, commencing April 1 , 1985, as set forth in the
Indenture (as defined hereinafter) , and in like manner to pay
interest on said sum from the date hereof at the rate of nine
and one-half percent (9-1/2%) per annum semiannually on October
1 and April 1 of each year, commencing October 1 , 1984, until
said principal sum is paid, except as the provisions hereinafter
set forth with respect to redemption of this Bond prior to
maturity may become applicable hereto . Both principal of and
interest on this Bond are payable in lawful money of the United
States of America at the principal corporate trust office of
First Commercial Bank, National Association of Little Rock, in
the City of Little Rock, Arkansas, as trustee, or its successor
in trust ( "Trustee" ) or at the duly designated office of any
successor Trustee or paying agents appointed under the Indenture
(as defined hereinafter) . Payment of interest on this Bond
shall be made to the registered owner thereof and shall be paid
by check or draft mailed to the registered owner at his address
as it appears on the registration books of Issuer or at such
other address as is furnished to Trustee in writing by such
registered owner .
(2) This Series 1984 Bond is in the principal amount of
$2,000, 000 , and is issued for the purpose of providing funds to
refund the outstanding $2, 000 , 000 principal amount of the
Issuer ' s Industrial Development Revenue Bonds (Platte River
Steel Co. , Inc . , Project) Series 1982, dated June 1, 1982 (the
"Series 1982 Bonds" ) , which were issued to finance the
acquisition, construction, improving and equipping of certain
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F 1379 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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industrial development facilities (which facilities together
with the land on which they are located are hereinafter
referred to as the "Project" ) owned by the Company, and paying
necessary expenses incidental thereto . The proceeds from the
sale of the Series 1982 Bonds have been loaned by Issuer to
Platte River Steel Co . , Inc . , a corporation organized under the
laws of the State of Colorado (the "Company" ) , under the terms
of a Loan Agreement, dated as of June 1 , 1982 (which agreement,
as amended by an Amendment to Loan Agreement dated as of April
1, 1984 , and as from time to time amended and supplemented, is
hereinafter referred to as the "Agreement" ) , under which
Company is obligated to pay amounts which are sufficient to pay
( 1) the principal of and premium, if any, and interest on the
Series 1984 Bonds as the same shall become due in accordance
with their terms and provisions and the terms and provisions of
the Indenture (as hereinafter defined) , and (2) the fees and
expenses of Trustee and any paying agents properly payable
under the Indenture (as defined hereinafter) and certain
expenses of Issuer related to the Project .
(3) The Series 1984 Bonds are all issued under and are
equally and ratably secured by and entitled to the protection
of an Indenture of Trust, dated as of June 1, 1982 , by and
between Issuer and Trustee (which Indenture of Trust, as
supplemented by a Supplemental Indenture of Trust dated as of
April 1 , 1984 , and as from time to time amended and
supplemented, is hereinafter referred to as the "Indenture" ) ,
duly executed and delivered by Issuer to Trustee and pursuant
to which all payments due from Company to Issuer under the
Agreement (other than payments of certain expenses of Issuer
related to the Project) are assigned to Trustee to secure the
payment of the principal of, premium, if any, and interest on
the Series 1984 Bonds . The Series 1984 Bonds are further
secured by a Mortgage and Security Agreement dated as of June
1 , 1982 (the "Mortgage" ) , between Company and Trustee, wherein
Company grants to Trustee a mortgage and security interest in
the Project . The Series 1984 Bonds are also secured by a
Guaranty Agreement dated as of June 1 , 1982 (which Guaranty
Agreement, as amended by an Amendment to Guaranty Agreement
dated as of April 1, 1984 , is hereby referred to as the
"Guaranty" ) , from AFCO Steel , Inc . (formerly Arkansas Foundry
Company) , an Arkansas corporation (the "Guarantor" ) to Trustee,
pursuant to which Guarantor unconditionally promises to pay the
principal of, premium, if any, and interest on the Series 1984
Bonds when the same become due and payable. The Indenture
provides that Issuer may hereafter issue Additional Bonds from
time to time under certain terms and conditions contained in
the Indenture and, if issued, such Additional Bonds will rank
pari passu with this issue of Series 1984 Bonds and be equally
and ratably secured by and entitled to the protection of the
Indenture. Reference is hereby made to the Indenture for a
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F 1380 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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description of the property pledged and assigned, the
provisions, among others, with respect to the nature and extent
of the security, the rights, duties, and obligations of Issuer,
Trustee, and the holders of the Series 1984 Bonds , the issuance
of Additional Bonds and the terms upon which the Series 1984
Bonds are issued and secured.
(4) This Series 1984 Bond is transferable by the
registered holder hereof in person or by his attorney duly
authorized in writing at the principal corporate trust office
of Trustee in Little Rock, Arkansas, but only in the manner,
subject to the limitations and upon payment of the charges
provided in the Indenture, and upon surrender and cancellation
of this Series 1984 Bond. Upon such transfer , a new registered
Series 1984 Bond or Series 1984 Bonds of the same series and
the same maturity and of authorized denomination or
denominations for the same aggregate principal amount will be
issued to the transferee in exchange therefor . Issuer and
Trustee and any paying agents may deem and treat the registered
holder hereof as the absolute owner hereof (whether or not this
Bond shall be overdue) for the purpose of receiving payment of
or on account of principal hereof and premium, if any, and
interest due hereon and for all other purposes, and neither
Issuer nor Trustee shall be affected by any notice to the
contrary.
(5) The Series 1984 Bonds are issuable as fully registered
Bonds without coupons in denominations of $5, 000 and any
integral multiple thereof . Subject to the limitations and upon
payment of the charges provided in the Indenture, registered
Series 1984 Bonds without coupons may be exchanged for a like
aggregate principal amount of registered Series 1984 Bonds
without coupons of other authorized denominations of the same
series and the same maturity.
(6) This Series 1984 Bond shall be subject to prepayment,
in whole or in part, prior to maturity, (a) on any interest
payment date, at the option of the Company, upon payment of a
prepayment price equal to the outstanding principal amount
being prepaid plus accrued interest on such principal amount to
the prepayment date, or (b) at any time, upon a Determination
of Taxability as defined in Article X of the Loan Agreement .
Any partial prepayment hereof shall be applied to the payment
of installments of principal in the inverse order of maturity.
(7) The Series 1984 Bonds are issued pursuant to and in
full compliance with the Constitution and laws of the State of
Colorado, particularly the County and Municipality Development
Revenue Bond Act, § 29-3-101 et . seq. C.R. S. 1973 , as amended
(the "Act" ) , and pursuant to an Ordinance adopted by the Board
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F 1381 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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of County Commissioners of Issuer which authorizes the
execution and delivery of the Amendment to Loan Agreement and
the Supplemental Indenture of Trust . Payments sufficient for
the prompt payment, when due, of the principal of and premium,
if any, and interest on the Series 1984 Bonds are to be paid to
Trustee for the account of Issuer and deposited in a special
account created by Issuer and designated "County of Weld,
Colorado, Industrial Development Revenue Bond Fund, Platte
River Steel Co . , Inc . , Project . " and such payments have been
duly pledged and assigned for that purpose, and in addition,
the rights of Issuer (other than certain indemnification rights
and the payment of certain expenses of Issuer related to the
Project) under the Agreement have been assigned to Trustee to
secure payment of such principal and premium, if any, and
interest under the Indenture .
(8) The Series 1984 Bonds shall never constitute the debt
or indebtedness of Issuer within the meaning of any provision
or limitation of the state constitution, statutes or any home
rule charter, and shall not constitute nor give rise to a
pecuniary liability of Issuer or a charge against its general
credit or taxing powers . Neither the faith and credit nor the
taxing power of the State of Colorado, or any political
subdivision thereof, is pledged to the payment of the principal
of, premium, if any, or interest on the Series 1984 Bonds or
other costs incidental thereto .
(9) The holder of this bond shall have no right to enforce
the provisions of the Indenture or to institute action to
enforce the covenants therein, or to take any action with
respect to any event of default under the Indenture, or to
institute, appear in or defend any suit or other proceedings
wth respect thereto, unless an event of default as defined in
the Indenture shall have occurred. In certain events, on the
conditions, in the manner and with the effect set forth in the
Indenture, the principal of all the Series 1984 Bonds issued
under the Indenture and then outstanding may become or may be
declared due and payable before the stated maturity thereof ,
together wih interest accrued thereon.
( 10) The Indenture permits, with certain exceptions as
therein provided, the amendment thereof and the modification of
the rights and obligations of Issuer and the rights of the
holders of the Bonds (defined in the Indenture to include the
Series 1984 Bonds and any Additional Bonds) at any time by
Issuer with the consent of the holders of two-thirds (2/3) in
aggregate principal amount of the Bonds at the time outstanding
as defined in the Indenture. Any such consent or waiver by the
holders of two-thirds (2/3) of the Bonds shall be conclusive
and binding upon such holder and upon all future holders of
this Series 1984 Bond and of any Series 1984 Bond issued in
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replacement thereof whether or not notation of such consent or
waiver is made upon this Bond. The Indenture also contains
provisions permitting Trustee to waive certain past defaults
under the Indenture and their consequences .
(ii) It is hereby certified, recited and declared that all
acts , conditions, and things required to exist, happen and be
performed precedent to and in the execution and delivery of the
Indenture and the issuance of this Series 1984 Bond do exist,
have happened and have been performed in due time, form and
manner as required by law; that the issuance of this Series
1984 Bond and the issue of which it forms a part, together with
all other obligations of Issuer , does not exceed or violate any
constitutional or statutory limitation; and that the amounts
payable under the Agreement and pledged to the payment of the
principal of and premium, if any, and interest on this Series
1984 Bond and the issue of which it forms a part, as the same
become due, will be sufficient in amount for that purpose .
( 12) This Series 1984 Bond shall not be valid or become
obligatory for any purpose or be entitled to any security or
benefit under the Indenture until the certificate of
authentication hereon shall have been signed by Trustee .
( 13) IN WITNESS WHEREOF, the County of Weld, Colorado, has
caused this Series 1984 Bond to be executed in its name by the
manual signature of its Chairman, Board of County Commissioners
and its corporate seal to be hereunto impressed hereon and
attested by the manual signature of its County Clerk, all as
of , 19_
THE COUNTY OF WELD, COLORADO
By:
Chairman, Board of County
Commissioners
Attest :
By:
County Clerk
[SEAL]
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F 1383 MARY ANN FEUERSTEIN CLERK & RECORDER WELD , CO
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[Form of Trustee ' s Certificate of Authentication]
TRUSTEE ' S CERTIFICATE OF AUTHENTICATION
This Bond is one of the Series 1984 Bonds of the issue
described in the within-mentioned Indenture.
FIRST COMMERCIAL BANK,
NATIONAL ASSOCIATION,
as Trustee
By:
Authorized Officer
[Form for Transfer]
FOR VALUE RECEIVED, , the
undersigned, hereby sells, assigns, and transfers
unto (Tax Identification or Social
Security No . ) the within Bond and all rights
thereunder , and hereby irrevocably constitutes and
appoints attorney to transfer the within
Bond on the books kept for registration thereof, with full power
of subsitution in the premises .
Dated:
NOTICE : The signature to this
assignment must correspond
with the name as it appears
upon the face of the within
Bond in every particular ,
without alteration or
enlargement or any change
whatever .
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; and
WHEREAS all things necessary to make the Series 1984 Bonds,
when authenticated by the Trustee and issued as in this
Supplemental Indenture provided, the valid, binding and legal
obligations of the Issuer according to the import thereof, and
to constitute the Indenture and the Supplemental Indenture a
valid pledge of the instruments and revenues therein and herein
described to the payment of the principal of, premium, if any,
and interest on said bonds, have been done and performed, and
the creation, execution and delivery of the Indenture and this
Supplemental Indenture and the creation, execution and issuance
of said bonds, subject to the terms hereof , have in all respects
been duly authorized;
NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS, THIS
SUPPLEMENTAL INDENTURE OF TRUST WITNESSETH:
That the Issuer in consideration of the premises and the
acceptance by the Trustee of the trusts hereby created and of
the purchase and acceptance of the Series 1984 Bonds by the
holders and owners thereof, and the sum of One Dollar ($1 . 00) ,
lawful money of the United States of America, to it duly paid by
the Trustee, at or before the execution and delivery of these
presents, and for other good and valuable consideration, the
receipt of which is hereby acknowledged, and in order to secure
the payment of the principal of, premium, if any, and interest
on the Series 1984 Bonds according to their tenor and effect and
the performance and observance by the City of all the covenants
expressed or implied herein and in the Series 1984 Bonds ,
subject to Permitted Encumbrances, does hereby supplement and
amend the Indenture as set forth herein:
Section 1 . The Granting Clauses of the Indenture and hereby
amended to restate the first granting clause as follows :
"GRANTING CLAUSE FIRST
The Agreement (as amended by the Amendment to Loan
Agreement dated as of April 1 , 1984) including all
extensions and renewals of the term thereof, if any,
together with all right, title and interest of Issuer in and
to the Agreement, including, but not limited to, the present
and continuing right to make claim for, collect, receive and
receipt for any of the sums , amounts, income, revenues,
issues and profits and any other sums of money payable or
receivable under the Agreement (except for amounts payable
to Issuer under Section 4 . 2(b) , 7 . 2 and 8 . 4 thereof) , to
bring actions and proceedings thereunder or for the
enforcement thereof, and to do any and all things which
Issuer under the Agreement is or may become entitled to . "
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Section 2 . Article I of the Indenture is hereby
supplemented by adding thereto the following definitions :
"Purchaser of the Series 1984 Bonds" - Worthen Bank & Trust
Company, N.A. , of Little Rock, Arkansas .
"Series 1984 Bonds" - The second series of Bonds to be
issued under and secured by this Indenture in the principal
amount of $2, 000, 000 and styled Weld County, Colorado Industrial
Development Revenue Refunding Bonds (Platte River Steel Co . ,
Inc . Project) , Series 1984 .
Section 3 . Article II of the Indenture is hereby
supplemented by designating the existing Section 2 . 02 as
"2 . 02 A" and adding thereto the following Section 2 . 02 B:
Section 2 . 02 . B. The Additional Bonds authorized by
this Section 2 . 02 B shall be issued as the second series of
Bonds , shall be designated "County of Weld, Colorado Industrial
Development Revenue Refunding Bonds (Platte River Steel Co . ,
Inc. Project) , Series 1984 , " and shall be in the principal
amount of $2, 000 , 000 . The Series 1984 Bonds shall be issued in
fully registered form without interest coupons , and shall be
dated as of the April 1 or October 1 to which interest was last
paid, except that upon the initial delivery thereof to the
Purchaser the bonds shall be dated the date of their delivery,
and interest thereon shall be payable semiannually on April 1
and October 1 of each year, commencing October 1, 1984 . The
Series 1984 Bonds shall be numbered consecutively from R-1
upwards as issued, shall be in the denomination of $5, 000 or any
multiple thereof, as selected by the Purchaser, and the
principal thereof shall mature in installments, unless sooner
redeemed in the manner in this Indenture set forth, on April 1
in each of the years set forth in and in the amount set opposite
each year in the following schedule:
Year Amount
1985 $ 30 , 000
1986 35, 000
1987 40 ,000
1988 45,000
1989 50, 000
1990 50 , 000
1991 55, 000
1992 65, 000
1993 70 ,000
1994 75,000
1995 80 ,000
1996 1,405, 000
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The Series 1984 Bonds shall bear interest from the date
thereof until paid at the rate of nine and one-half percent
(9-1/2%) per annum.
The principal of and interest on the Series 1984 Bonds shall
be payable in lawful money of the United States of America at
the principal corporate trust office of Trustee in Little Rock,
Arkansas, or of its successor in trust, or at the duly
designated office of any Paying Agents . Payment of interest on
any Series 1984 Bond shall be made to the registered owner
thereof and may be paid by check or draft mailed to the
registered owner at his address as its appears on the
registration books of Issuer or at such other address as is
furnished to Trustee in writing by such registered owner .
Section 4 . Article III of the Indenture is hereby amended
by adding following the first paragraph of Section 3 . 01 an
additional paragraph as follows :
"Principal due on the Series 1984 Bonds shall be
subject to prepayment prior to maturity as described in the
form of the Series 1984 Bonds set forth in the Supplemental
Indenture of Trust dated as of April 1, 1984 . "
Section 5 . The proceeds of the Series 1984 Bonds shall be
deposited into the Bond Fund and shall (together with any other
monies therein) be immediately applied to the payment in full of
the principal of and interest on the Series 1982 Bonds .
Pursuant to Article VIII of the Indenture the Series 1982 Bonds
shall be deemed paid for all purposes of this Indenture if the
amount on deposit in the Bond Fund shall be sufficient to comply
with the terms of said Article VIII .
Section 6 . After issuance and delivery of the Series 1984
Bonds, and the payment in full of the Series 1982 Bonds , all
references in the Indenture to the Series 1982 Bonds, unless
their context shall clearly indicate to the contrary, shall be
deemed to be references to Series 1984 Bonds .
Section 7 . The Issuer hereby ratifies and confirms each and
every other provision of the Indenture, and consents and agrees
to be bound thereby with respect to the Series 1984 Bonds . The
holders of the Series 1984 Bonds shall be subrogated to and
entitled to all rights and benefits arising under the Agreement,
the Indenture, the Mortgage, the Guaranty, or any other document
or instrument pertaining to the issuance of the Series 1982
Bonds as if such documents and instruments had been delivered
solely for the purpose of securing and benefiting the holders of
the Series 1984 Bonds .
Section 8 . Pursuant to the requirements of Section 11 . 6 of
the Agreement the Trustee by its execution hereof does hereby
consent to the amendment of the Agreement in the form and to the
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F 1387 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
extent provided in the Amendment to Loan Agreement dated as of
April 1, 1984, delivered in connection with the issuance of the
Series 1984 Bonds, and as required by Section 2 . 10 of the
Indenture.
Section 9 . The parties hereby specifically acknowledge that
the consent of the holders of the Series 1982 Bonds is not
required to the execution and delivery of this Supplemental
Indenture as provided in Section 11 . 01(e) of the Indenture as
the same relates to the issuance of Additional Bonds .
IN WITNESS WHEREOF, Issuer has caused these presents to be
executed in its corporate name and with its official seal
hereunto affixed and attested by its duly authorized officials;
and to evidence its acceptance of the trusts hereby created,
Trustee has caused these presents to be executed in its
corporate name and with its corporate seal hereunto affixed and
attested by its duly authorized officers, as of the date first
above written.
THE COUNTY OF WELD, COLORADO
By:
(S E A L) Chairman, Board of County
Commissioners
ATTEST:
By:
County Clerk
FIRST COMMERCIAL BANK, NATIONAL
ASSOCIATION
By:
Title:
ATTEST:
By:
Title:
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F 1388 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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Accepted with respect to the provisions applicable to it .
AFCO STEEL, INC.
By:
(S E A L) President
ATTEST:
Secretary
Accepted with respect to the provisions applicable to it .
PLATTE RIVER STEEL CO. , INC.
By:
(S E A L) President
ATTEST:
Secretary
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F 1389 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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STATE OF COLORADO )
) ss .
COUNTY OF WELD )
The foregoing instrument was acknowledged before me this day
of April, 1984 by , as Chairman, Board of
County Commissioners and , as Clerk, respectively
of the County of Weld, Colorado, a political subdivision.
WITNESS my hand and official seal .
(S E A L) Notary Public
My Commission Expires :
Address of Notary Public :
STATE OF ARKANSAS )
) ss .
COUNTY OF PULASKI )
The foregoing instrument was acknowledged before me this day
of April, 1984 by and as
and , respectively,
of First Commercial Bank, National Association, of Little Rock,
Arkansas, a national banking association.
WITNESS my hand and official seal .
(S E A L) Notary Public
My Commission Expires :
Address of Notary Public :
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F 1390 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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(S E A L) Notary Public
My Commission Expires :
Address of Notary Public :
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F 1391 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
NOTICE OF PUBLIC HEARING
Notice is hereby given that a hearing will be held before
the Board of County Commissioners of Weld County, Colorado (the
"Board" ) on the question of the issuance of $2, 000 , 000 in
Industrial Development Revenue Refunding Bonds (the "1984
Bonds" ) by Weld County, Colorado (the "County" ) . The 1984 Bonds
will be issued to provide funds to refund and repay the
$2, 000, 000 Weld County, Colorado, Industrial Development Revenue
Bonds (Platte River Steel Company, Inc . Project) Series 1982
(the "1982 Bonds" ) . The 1982 Bonds were issued to provide funds
for the acquisition, construction, and equipping, of facilities
(the "Facilities" ) for Platte River Steel Company, Inc . , a
Colorado corporation (the "Company" ) for use in its steel
fabrication business . The Facilities are or will be located at
31455 Weld County Road, #39 1/2, Greeley, Colorado. The 1984
Bonds are to be issued pursuant to a Loan Agreement, as amended,
and a Trust Indenture, as supplemented, providing for payments
sufficient for the payment of principal of, premium, if any, and
interest on the 1984 Bonds . Any person interested may express
their views, both orally and in writing, on the proposed
issuance of the 1984 Bonds and the location and nature of the
Facilities financed with the proceeds of the 1982 Bonds, before
the Board on the 4th day of April , 1984, at 9 : 00 a.m. , in the
first floor meeting room of the Weld County Centennial Center, ,
in the City of Greeley, Colorado, and be heard for or against
the issuance of the 1984 Bonds . At such hearing, all objections
and suggestions will be heard and considered and the Board will
take such action as is deemed proper in the premises .
1L7-2A1
Mar Feuerstein
County lerk and Recorder,
and Clerk to the Board of
County Commissioners , Weld
County, Colorado
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F 1392 MARY ANN FEUERSTEIN CLERK & RECORDER WELD CO, CO
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