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Home My WebLink AboutR-20-0315City of Miami 1 i.RR .I Legislation alldl 1l+ Resolution: R-20-0315 File Number: 7798 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com Final Action Date: 10/8/2020 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENTS, BY A FOUR -FIFTHS (4/5THS) AFFIRMATIVE VOTE, AFTER A DULY ADVERTISED PUBLIC HEARING, RATIFYING, APPROVING, AND CONFIRMING THE CITY MANAGER'S WRITTEN RECOMMENDATIONS AND FINDINGS, ATTACHED AND INCORPORATED AS EXHIBIT "A", PURSUANT TO SECTION 18-85(A) OF THE CODE OF THE CITY OF MIAMI, FLORIDA, AS AMENDED ("CITY CODE"); WAIVING THE REQUIREMENTS FOR ADDITIONAL COMPETITIVE SEALED BIDDING METHODS AND PROCEDURES AS NOT BEING PRACTICABLE OR ADVANTAGEOUS TO THE CITY OF MIAMI ("CITY"); AMENDING AND SUPPLEMENTING THE PROVISIONS OF RESOLUTION NO. R-19-0207 ADOPTED MAY 23, 2019, ATTACHED AND INCORPORATED AS PART OF COMPOSITE EXHIBIT "A" ("MASTER RESOLUTION"), FOR THE CITY OF MIAMI'S ("CITY") TAX-EXEMPT MASTER VEHICLE LEASE PURCHASE AGREEMENT, ATTACHED AND INCORPORATED AS PART OF COMPOSITE EXHIBIT "A" ("MASTER AGREEMENT"), WITH SANTANDER BANK FOR THE PROVISION OF CAPITAL FINANCING FOR THE ACQUISITION OF POLICE VEHICLES, GENERAL LIGHT FLEET VEHICLES, GENERAL HEAVY FLEET VEHICLES, AND FIRE APPARATUS VEHICLES AND FOR PAYMENT OF THE FINANCING COSTS OF THE SAME IN AN AMOUNT NOT TO EXCEED THIRTY-SIX MILLION DOLLARS ($36,000,000.00), WHICH WAS ORIGINALLY ADVERTISED PURSUANT TO THE REQUEST FOR PROPOSALS ISSUED APRIL 22, 2019 BY THE CITY'S FINANCIAL ADVISOR PUBLIC FINANCIAL MANAGEMENT, INC. ("PFM") WITH THE ORIGINAL SELECTION OF THE PROPOSAL SUBMITTED BY SANTANDER BANK; APPROVING THE CHANGES OF MAXIMUM INTEREST RATE AND INTEREST RATE CALCULATION FORMULA AS DESCRIBED IN EXHIBIT "B," ATTACHED AND INCORPORATED, FOR THE SECOND DRAW NOT TO EXCEED SIXTEEN MILLION, THREE HUNDRED EIGHTEEN THOUSAND, EIGHT HUNDRED SEVENTY-SEVEN DOLLARS AND NINETY-EIGHT CENTS ("SECOND DRAW") AND ANY FUTURE DRAWS THEREAFTER UNDER THE MASTER AGREEMENT THROUGH MARCH 30, 2021 FOR THE REMAINING TOTAL AMOUNT UNDER THE MASTER RESOLUTION AND MASTER AGREEMENT NOT TO EXCEED TWENTY- SIX MILLION, SEVEN HUNDRED FORTY-THREE THOUSAND, SEVEN HUNDRED TWENTY-ONE DOLLARS AND FORTY-FOUR CENTS ($26,743,721.44); AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE A SUPPLEMENT AND AMENDMENT TO THE MASTER AGREEMENT FOR SAID CHANGES IN THE MAXIMUM INTEREST RATE AND INTEREST RATE CALCULATION FORMULA FOR THE SECOND DRAW AND ANY FUTURE DRAWS THEREAFTER, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY AND TAX- EXEMPT LEASE/PURCHASE COUNSEL, AND ANY AND ALL OTHER AMENDMENTS AND DOCUMENTS REQUIRED BY SAID MASTER AGREEMENT PROVIDED THAT THE TERMS ARE CONSISTENT AND IN A FORM ACCEPTABLE TO THE CITY ATTORNEY AND TAX-EXEMPT LEASE/PURCHASE COUNSEL; FURTHER AUTHORIZING THE CITY MANAGER TO TAKE ANY AND ALL ACTIONS NECESSARY TO EFFECTUATE SAID LEASE/PURCHASE ACQUISITIONS OF THE CAPITAL EQUIPMENT TO BE FUNDED BY THE SECOND DRAW AND ANY FUTURE DRAWS UNDER THE MASTER AGREEMENT, AS AMENDED, THROUGH MARCH City of Miami Page 1 of 4 File ID: 7798 (Revision: A) Printed On: 1012912020 File ID: 7798 Enactment Number: R-20-0315 30, 2021, SUBJECT TO THE AVAILABILITY OF FUNDS AND BUDGETARY APPROVAL AT THE TIME OF NEED; PROVIDING FOR SEVERABILITY; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Miami's ("City") Financial Advisor, PFM Financial Advisors LLC (formerly Public Financial Management, Inc.) ("PFM"), through a competitive solicitation issued on April 22, 2019, requested proposals for tax-exempt vehicle financing and recommended Santander Bank, N.A. ("Santander") as submitting the proposal with the most competitive terms and conditions and providing the lowest costs of funds ("Proposal"); and WHEREAS, on May 23, 2019, the City Commission approved Resolution No. R-19- 0207, attached and incorporated as part of Composite Exhibit "A" ("Master Resolution"), which authorized the acquisition of approximately Five Hundred Forty (540) police vehicles, general light fleet vehicles, general heavy fleet vehicles, and fire apparatus vehicles (collectively, "Vehicles") in the not -to -exceed total aggregate principal amount of Thirty Six Million Dollars ($36,000,000.00) to be repaid according to the respective useful lives of the Vehicles at five (5), seven (7), or ten (10) years at an interest rate formula for the first year of the Proposal from Santander; and WHEREAS, the City entered into a tax-exempt Master Vehicle Lease Purchase Agreement dated June 20, 2019, attached and incorporated as part of Composite Exhibit "A" ("Master Agreement"), in an aggregate principal total amount not to exceed Thirty -Six Million Dollars ($36,000,000.00) and completed its first draw for the financing of the Vehicles and costs of financing thereof ("First Draw") pursuant to Schedule No. 1 to the Master Agreement dated April 15, 2020 in the total principal amount of Nine Million Two Hundred Fifty -Six Thousand, Two Hundred Seventy -Eight Dollars and 56/100 ($9,256,278.56) at an annual interest rate of 1.167% per year for five (5) years; and WHEREAS, pursuant to the terms and conditions of the Proposal and the Master Agreement, Santander conducted its first annual credit review and notified the City that financial market conditions have changed over the last twelve (12) months which would not allow Santander to continue to fund the remaining draws under the Master Agreement according to the original interest rate structure; and WHEREAS, as set forth in the findings and recommendations memorandum from the Finance Director as approved by the City Manager, attached and incorporated as part of Composite Exhibit "A" ("Findings and Recommendations Memorandum"), it is in the best interests of the City pursuant to Section 18-85(a) of the Code of the City of Miami, Florida, as amended ("City Code"), to waive the requirements for additional competitive sealed bidding methods and procedures as not being practicable or advantageous to the City and to amend and supplement the Master Resolution and the Master Agreement to approve changes for the remaining Twenty -Six Million, Seven Hundred Forty -Three Thousand, Seven Hundred Twenty - One Dollars and Forty -Four Cents ($26,743,721.44) in the maximum interest rate and interest rate formula described in Exhibit "B," attached and incorporated, for the Second Draw, as defined below, and any future draws through March 30, 2021 to continue tax-exempt financings for the City's acquisitions of the Vehicles; and WHEREAS, the required public notice of today's hearing was published on September 14, 2020 in the Daily Business Review; and City of Miami Page 2 of 4 File ID: 7798 (Revision: A) Printed on: 1012912020 File ID: 7798 Enactment Number: R-20-0315 WHEREAS, it is in the best interests of the City to amend and supplement the Master Resolution and the Master Agreement with Santander in order to undertake the Second Draw and continue to finance the Vehicles and the costs of financing thereof in the not to exceed amount of Sixteen Million, Three Hundred Eighteen Thousand, Eight Hundred Eighty Seven Dollars and Ninety -Eight Cents ($16,318,887.98) ("Second Draw") and any future draws through March 30, 2021 upon approval of this Resolution at the proposed changes in the maximum interest rate and the interest rate formula as described in Exhibit "B," attached and incorporated; and WHEREAS, pursuant to Section 18-85(a) of the City Code, the City Commission, after a duly noticed public hearing, by a four -fifths (4/5ths) affirmative vote, ratifies, approves, and confirms the City Manager's approval of the written Findings and Recommendations Memorandum, attached and incorporated as part of Composite Exhibit "A", and waives competitive bidding as set forth below; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. Section 2. Pursuant to Section 18-85(a) of the City Code, the City Commission hereby ratifies, approves, and confirms the City Manager's written approval of the Findings and Recommendations Memorandum, attached and incorporated as part of Composite Exhibit "A", and waives the requirements for additional competitive sealed bidding methods and procedures as not being practicable or advantageous to the City for the continued financings of the Vehicles and the financing costs thereof. Section 3. The City Commission hereby authorizes', amends, and supplements the provisions of the Master Resolution and the Master Agreement, attached and incorporated as part of Composite Exhibit "A", with Santander for the provision of capital financing of the Vehicles and the financing costs of the same by approving the changes for the remaining Twenty -Six Million, Seven Hundred Forty -Three Thousand, Seven Hundred Twenty -One Dollars and Forty -Four Cents ($26,743,721.44) of the maximum interest rate and interest rate calculation as described in Exhibit "B," attached and incorporated, for the Second Draw in the not to exceed amount of Sixteen Million, Three Hundred Eighteen Thousand, Eight Hundred Eighty Seven Dollars and Ninety -Eight Cents ($16,318,887.98) and any future draws through March 30, 2021 for the remaining total amount under the Master Resolution and Master Agreement not to exceed Twenty -Six Million Seven Hundred Forty -Three Thousand, Seven Hundred Twenty -One Dollars and Forty -Four Cents ($26,743,721.44). Section 4. The City Manager is hereby authorized' to negotiate and execute a supplement and amendment to the Master Agreement for said changes in the maximum interest rate and interest rate calculation formula for the Second Draw and any future draws thereafter, in a form acceptable to the City Attorney and Tax -Exempt Lease/Purchase Counsel, and any and all other amendments and documents required by said Master Agreement, provided that the terms are consistent and in a form acceptable to the City Attorney and Tax -Exempt Lease/Purchase Counsel. ' The herein authorization is further subject to compliance with all legal requirements that may be imposed, including but not limited to, those prescribed by applicable City Charter and City Code provisions. City of Miami Page 3 of 4 File ID: 7798 (Revision: A) Printed on: 1012912020 File ID: 7798 Enactment Number: R-20-0315 Section 5. The City Manager is further authorized' to take any and all actions necessary to effectuate said lease/purchase acquisitions of the capital equipment to be funded by the Second Draw and any future draws under the Master Agreement, as amended, through March 30, 2021, subject to the availability of funds and budgetary approval at the time of need. Section 6. If any one or more of the covenants, agreements, or provisions of this Resolution should be held contrary to any express provision of law or contrary to the policy of express law, though not expressly prohibited, or against public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements, or provisions shall be null and void and shall be deemed severed from the remaining covenants, agreements, or provisions of this Resolution. Section 7. All resolutions or parts thereof in conflict herewith are to the extent of such conflict superseded and repealed. Section 8. This Resolution shall become effective immediately upon its adoption and signature of the Mayor.2 APPROVED AS TO FORM AND CORRECTNESS: 1 f i ria i ndez, Cify Httor iey 9/15/2020 di 4a-lMrfindez,C i fy Attor i ey 10/26/2020 2 If the Mayor does not sign this Resolution, it shall become effective at the end of ten (10) calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission. City of Miami Page 4 of 4 File ID: 7798 (Revision: A) Printed on: 1012912020