HomeMy WebLinkAboutOrdinance 2001-139
ORDINANCE 2001- 13q
AN ORDINANCE OF THE CITY OF SUNNY ISLES BEACH, FLORIDA,
AUTHORIZING THE NEGOTIATION OF A LOAN IN AN AGGREGATE
AMOUNT NOT TO EXCEED ELEVEN MILLION DOLLARS
($11,000,000) FROM THE FLORIDA MUNICIPAL LOAN COUNCIL;
APPROVING THE REFUNDING OF CERTAIN OUTSTANDING
OBLIGATIONS; APPROVING THE EXECUTION AND DELIVERY OF A
LOAN AGREEMENT WITH THE FLORIDA MUNICIPAL LOAN
COUNCIL ATTACHED HERETO AS EXHIBIT "A"; APPROVING THE
EXECUTION AND DELIVERY OF A BOND PURCHASE AGREEMENT
ATTACHED HERETO AS EXHIBIT "B"; APPROVING THE
EXECUTION AND DELIVERY OF A DISCLOSURE AGREEMENT
ATTACHED HERETO AS EXHIBIT "C"; PROVIDING FOR THE
PAYMENT OF ISSUANCE COSTS; PROVIDING CERTAIN OTHER
MATTERS IN CONNECTION WITH THE MAKING OF SUCH LOAN;
PROVIDING THE CITY MANAGER WITH THE AUTHORITY TO DO
ALL THINGS NECESSARY TO EFFECTUATE THE LOAN
AGREEMENT AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, participating governmental units (the "Members") have created the Florida
Municipal Loan Council (the "Council") pursuant to a certain Interlocal Agreement and pursuant
to Chapter 163, Part I, Florida Statutes, for the purpose of issuing its bonds to make loans to
participating governmental units for qualified projects; and
WHEREAS, the City of Sunny Isles Beach, Florida (the "Borrower"), a municipal
corporation, is duly created and existing pursuant to the Constitution and laws of the State of
Florida (the "State"); and
WHEREAS, the Borrower finds and declares that there is a substantial need for the
refinancing ofprojects permitted by Florida Statutes and the State Constitution; and
WHEREAS, the Borrower possesses the ability to refinance such existing debt on its
own, but has determined that a pooled financing program involving a limited number of local
governmental units which regularly undertake projects requiring significant debt financing within
the State of Florida would provide for low cost refinancing of such debt through economies of
scale, administrative support and access to expertise in accessing the capital markets; and
WHEREAS, it is anticipated that the benefits of a pooled financing by the Borrower with
a limited number of governmental units through the Florida Municipal Loan Council may be
obtained through promises to repay loans under the program and supported by a general covenant
to budget and appropriate for such purpose, by a specific pledge of taxes or revenues or by a
general obligation; and
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000.
WHEREAS, by pooling the respective financial needs of these certain various local
governmental units, the Borrower will be able to access additional markets and expects to receive
the benefits of lower interest rates on more favorable terms associated with such a large scale
financing with such benefits being obtained for and inuring to the Borrower; and
WHEREAS, the Council is in the process of issuing its Florida Municipal Loan Council
Revenue Bonds, Series 2001A (the "Bonds") and is seeking to make loans (the "Loans") to
governmental units; and
WHEREAS, it is hereby determined that a need exists to borrow funds to refund all of
the Borrower's outstanding Utilities Tax Revenue Bond, Series 1998, Utilities Tax Revenue
Bond, Series 1 999A, Utilities Tax Revenue Bond Series 1998 and Bond Anticipation Note,
Government Center Series, (the "Project"). The outstanding amounts are set forth on Exhibit
"D" attached hereto.
WHEREAS, it is determined to be in the best interest of the Borrower to borrow funds
from the Council from the proceeds of the Bonds to consolidate existing debt.
NOW THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE
CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS:
SECTION 1. AUTHORITY. This Ordinance is adopted pursuant to Chapter 166,
Florida Statutes, and other applicable provisions of law.
SECTION 2. PROJECT. The refinancing of the Project is hereby approved.
SECTION 3. NEGOTIATED LOAN. Due to the complicated nature of the
refinancing and the ability of the Council to access additional markets and for the Borrower to
receive the benefits of lower interest rates and issuance costs, it is hereby determined that it is in
the best interest of the Borrower that the Loan to the Borrower be made from the proceeds of the
Bonds, as opposed to the Borrower borrowing funds pursuant to a public sale.
SECTION 4. LOAN AMOUNT. The amount of the Loan of the Borrower evidenced
by the Loan Agreement shall not exceed $11,000,000. Such Loan shall be made at a discount
which shall include a pro-rata portion of costs of issuance incurred by the Council together with a
pro-rata portion of a reserve fund surety cost and the League of Cities administrative fees and
other on-going costs and shall bear interest and shall be repayable according to the terms and
conditions set forth in the Loan Agreement authorized pursuant to Section 5 herein below with
such changes, insertions and omissions as may be approved by the Mayor or in his absence, the
Vice Mayor and attested to by the City Clerk. The loan shall bear interest at a true interest cost
rate not in excess of seven percent (7%); and shall mature not later than twenty-five (25) years
and shall be in the amount set forth in the Loan Agreement. The redemption provisions, if any,
relating to such Loan shall be as provided in the Loan Agreement.
2
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000.
SECTION 5. AUTHORIZED OFFICERS. The Mayor in consultation with the City
Manager of the Borrower is hereby authorized and directed to execute and deliver a Loan
Agreement to evidence the Loan, to be entered into by and between the Borrower and the
Council in substantially the form attached hereto as Exhibit "A" with such changes, insertions
and omissions as may be approved by the Mayor in consultation with the City Manager, the
execution thereof being conclusive evidence of such approval.
Further, the Mayor in consultation with the City Manager of the Borrower are hereby
authorized and directed to execute and deliver a Continuing Disclosure Agreement concerning
compliance with existing or proposed rules of the Securities and Exchange Commission
concerning continuing disclosure by the Borrower, to be entered into by and between the
Underwriter, the Borrower and the Council in substantially the form attached hereto as Exhibit
"c" with such changes, insertions and omissions as may be approved by the Mayor in
consultation with the City Manager, the execution thereof being conclusive evidence of such
approval.
SECTION 6. RATES. The City Manager or his designee, is hereby authorized to
approve the final rates of interest on the Bonds, and the redemption provisions thereof, if any, on
behalf of the Borrower. The City Manager or his designee, is hereby authorized and directed to
execute and deliver a Bond Purchase Agreement, to be entered into by and between the
Underwriter, the Borrower and the Council in substantially the form attached hereto as Exhibit
"B" with such changes, insertions and omissions as may be approved by the City Manager, the
execution by the Mayor thereof being conclusive evidence of such approval.
SECTION 7. ISSUANCE COSTS. The payment of Issuance Costs is hereby approved.
Funds for the payment of these costs shall be expended from proceeds of the Bonds.
SECTION 8. INDENTURE. The Borrower hereby acknowledges and consents to the
Bonds being issued pursuant to a Trust Indenture (the "Indenture") to be executed by the Council
and a bank or trust company to be selected by the Council, as Trustee.
SECTION 9. OTHER INSTRUMENTS. The Mayor is hereby authorized and directed
to execute any and all certifications or other instruments or documents required by this
Resolution, the Loan Agreement, the Trust Indenture or any other document required by the
Council as a prerequisite or precondition to making the Loan (including but not limited to the
execution of all tax documents relating to the tax exempt status of the Loan), and any such
representations and agreements made therein shall be deemed to be made on behalf of the
Borrower. All action taken to date by the officers of the Borrower in furtherance of the issuance
of the Bonds and the making ofthe Loan is hereby approved, confirmed and ratified.
SECTION 10. ADDITIONAL INFORMATION. The Loan Agreement shall not be
executed and delivered unless and until the Borrower has received all information required by
Section 218.385, Florida Statutes.
3
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000.
SECTION 11 ADDITIONAL TERMS. Pursuant to subsequent ordinances, the
Borrower may establish such additional terms as it may so determine to be in the best interests of
the Borrower.
SECTION 12. EFFECTIVE DATE. This Ordinance shall take effect ten (10) days
after adoption on second reading.
..j..h
PASSED AND ADOPTED at first reading the 13 day of~OOI.
PASSED AND ADOPTED at second reading the:2D~ay of~OOI.
~Ji~
David Samson, Mayor I
ATTEST:
..~~tJt~
Ri~haitl Brown-Morilla, City Clerk
APRQVED AS TO FORM
AND LEGAL SUFFICIENCY:
, City Attorney
Motion on second reading by: C~"'\SS I Or0t~~~
Seconded on second reading by:" \ G<e.... ffiA-'?OR FF rvJ
Vote: 5-0
Mayor David Samson
Vice Mayor Lila Kauffman
Commissioner Norman S. Edelcup
Commissioner Gerry Goodman
Commissioner Daniel Iglesias
(yes) V
(yes) \7
(yes) V
(yes) V
(yes) V
(no)_
(no)_
(no)_
(no)_
(no)_
4
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000.
EXHffiIT A
LOAN AGREEMENT
5
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000 (Draft) 9/7/01.
EXHIBIT B
FORM OF BOND PURCHASE AGREEMENT
6
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000.
EXHffiIT C
FORM OF CONTINUING DISCLOSURE AGREEMENT
7
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000.
....
EXHIBIT D
PROJECT
Outstanding Amounts to be Refunded
1.
2.
3.
4.
Utilities Tax Revenue Bond, Series 1998:
Utilities Tax Revenue Bond, Series 1991A
Utilities Tax Revenue Bond, Series 1999B:
Bond Anticipation Note, Government Center Series
8
Legislation - Attny: Ordinance Authorizing Negotiation
of Loan Not to Exceed $11,000,000.
$ 3,537,125.24
$ 812,502.67
$ 1,133,362.89
$ 5,000,000.00