HomeMy WebLinkAboutR-90-0738C-�90-773
9/27/90
RESOLUTION NO.` "` 8
A RESOLUTION WITH EXHIBIT ►►A►► ATTACHED OF THE CITY
COMMISSION OF THE CITY OF MIAMI, FLORIDA AUTHORIZING
THE ISSUANCE OF NOT TO EXCEED $15,000,000 IN AGGREGATE
PRINCIPAL AMOUNT OF THE CITY OF MIAMI, FLORIDA TAX
ANTICIPATION NOTES, SERIES 1990 FOR THE PURPOSE OF
MEETING CERTAIN OF THE CITY'S CASH FLOW REQUIREMENTS
FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 1991;
APPROVING THE FORM OF THE NOTES; PROVIDING FOR THE
RIGHTS AND SECURITY OF ALL NOTE HOLDERS PURSUANT TO
THIS RESOLUTION; APPOINTING A PAYING AGENT FOR THE
NOTES; AUTHORIZING THE PAYING AGENT TO TAKE ACTION
NECESSARY TO QUALIFY THE NOTES FOR DEPOSIT WITH THE
DEPOSITORY TRUST COMPANY; AUTHORIZING THE NEGOTIATED
SALE OF THE NOTES; APPROVING THE FORM, EXECUTION AND
DELIVERY OF A NOTE PURCHASE AGREEMENT TO EFFECT THE
NEGOTIATED SALE OF THE NOTES; APPROVING THE FORM AND
DISTRIBUTION OF A PRELIMINARY OFFERING MEMORANDUM;
APPROVING THE FORM AND EXECUTION OF AN OFFERING MEMO-
RANDUM; AUTHORIZING THE CITY MANAGER ON BEHALF OF THE
CITY TO DETERMINE THE FINAL DETAILS OF THE NOTES WITHIN
THE PARAMETERS ESTABLISHED BY THIS RESOLUTION; AUTHORI-
ZING THE MAYOR OR VICE MAYOR TO EXECUTE FINAL NOTE
PURCHASE AGREEMENT CONSISTENT WITH THE FINAL DETAILS;
AUTHORIZING OTHER OFFICERS OF THE CITY TO TAKE ALL
OTHER ACTIONS NECESSARY IN CONNECTION WITH THE ISSUANCE
OF THE NOTES; AND PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the City of Miami, Florida (the "City") anticipates
certain temporary cash shortages during the fiscal year of the
City ending September 30, 1991 (the "Fiscal Year") because cash
disbursements have been scheduled to be made in the Fiscal Year
before sufficient moneys therefor are expected to be available to
the City; and
WHEREAS, pursuant to the Constitution and the laws of the
State of Florida (the "State"), in particular Chapter 166,
.Florida Statutes, as amended, and pursuant to the Charter of the
City, as amended (collectively, the "Act"), the City desires to
issue its Tax Anticipation Notes, Series 1990, in an aggregate
principal amount not to exceed $15,000,000 (the "Notes") for the
purpose of meeting certain of the City's cash flow requirements
for the Fiscal Year and for the purpose of paying certain of the
costs of issuance of the Notes; and
WHEREAS, for reasons more fully set forth herein, the City
Commission of the City (the "Commission") finds and determines it
to be in the best interest of the City to authorize the sale of
the Notes on the basis of a negotiated sale to Chase Securities,
Inc., M.R. Beal & Company, and American Government Certificates &
Funds Corp. (collectively, the "Underwriter") rather than a
public sale by competitive bid;
WHEREAS, due to uncertainties of the -financial markets and
the necessity of immediate response to market conditions by the
City it is necessary for the Commission to authorize its City
Manager to determine on behalf of the City the final details of
the Notes within the parameters set forth in this Resolution and
to authorize the Mayor or the Vice Mayor and the City Attorney to
execute a final Note Purchase Agreement on behalf of the City
evidencing such final details;
NOW THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution
is adopted pursuant to the provisions of the Act.
SECTION 2. FINDINGS. It is hereby ascertained, determined
and declared:
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(a) Under the Act, the City is entitled to levy and
r6ceive ad valorem taxes on .real and tangible personal property
within the City.
(b) The principal of and interest on the Notes and all
required sinking fund and other payments shall be payable solely
from the City's ad valorem taxes collected during the Fiscal Year
(the "Pledged Funds") Neither the full faith and credit nor the
taxing power of the City, Dade County, Florida (the "County") or
the StatE or any political subdivision thereof or governmental
authority or body therein are pledged to the payment of the
principal of or interest on the Notes, except for the Pledged
Funds.
(c) The Pledged Funds will be sufficient to pay all
principal of and interest on the Notes as the same become due and
to make all sinking fund or other payments required by this
Resolution.
SECTION 3. RESOLUTION CONSTITUTES CONTRACT. In
consideration of the acceptance of the Notes authorized to be
issued hereunder by those who shall own the .same from time to
time (the "Noteholders"), this Resolution shall be deemed to be
and shall constitute a contract between the City and such
Noteholders, and the covenants and agreements herein set forth to
be performed by the City shall be for the equal benefit,
protection and security of the owners of any and all of such
Notes, all of which shall be of equal rank and without
preference, priority or distinction of any of the Notes over any
other thereof except as expressly provided therein and herein.
SECTION 4. AUTHORIZATION, DESIGNATION AND DETAILS OF THE
NOTES. Subject and pursuant to the provisions of this
Resolution, Notes of the City to be known as "Tax Anticipation
Notes, Seriesi 1990" are hereby authorized to be issued in an
aggregate principal amount not to exceed Fifteen Million Dollars
($15,000,000) for the purpose of providing funds to pay the
appropriations made for the Fiscal Year in anticipation of the
receipt of the Pledged Funds and to pay the costs of issuance of
the Notes. The Notes shall be issued in such aggregate principal
amount not to exceed $15,000,000 as shall be approved by the City
Manager (or such Assistant City Manager as he shall designatel.
The Notes shall be sold at an underwriting discount or fee not to
exceed two percent (24) of the total of the aggregate principal
amount of the Notes and may be sold at such premium or at such
original issue discount as shall be approved by the City Manager
(or such Assistant City Manager as he shall designate), :the
execution of the Note Purchase Agreement by the City, as provided
in Section 17 of this Resolution, to be conclusive evidence of
such approval by the City Manager. The Notes shall be issuable
as fully registered notes without coupons in -denominations of
$5,000 or any integral multiple thereof, shall be numbered from
NR 1 upwards, shall be dated on or as -of such date as'shall be
determined by the City Manager (or -such Assistant City:Manager as
he shall designate) and shall not be subject to redemption prior
to maturity. The Notes shall mature no later than one year from
the date of the Notes, as such date shall be approved by the City
Manager (or such Assistant City Manager as he shall designate),
and shall bear interest from their date - at a rate not. to exceed
8.5%<per annum (payable on the maturity date of the Notes _And
calculated on the basis of a 350 day year), such ;rate -to.be
determined by the City Manager (or such Assistant City,Manager as
he shalldesignate)at the time of execution of the Note .P.urchae
Agreement and shall be, in the judgment of such officer end
subject to the maximum rate limitation. set forth above, the
lowest rate available to the City under then current financial
conditions taking into consideration the maturity established for
the Notes.
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All of the particulars of this Section 4, and such other
characteristics as may be necessary or advisable to be included
in the Notes or in relation to the issuance of the Notes, as
approved by the City Manager (or such Assistant City Manager as
he shall designate), shall be contained in the final Note
Purchase agreement.
SECTION 5. PAYMENT OF NOTES. The principal of and interest
on each Note are payable at the principal corporate trust office
of the Paying Agent, as defined herein] upon the presentation and
surrender of such Note at maturity, in any coin or currency of
the United States of America which, at the date of payment
thereof, is legal tender for the payment of public and private
debts.
SECTION 6. EXECUTION OF NOTES. The Notes shall be executed
in the name of the City by the Mayor and shall be approved as to
form and correctness by the signature of the City Attorney, and
the seal of the City or a facsimile thereof shall be affixed
thereto or imprinted or reproduced thereon and attested by the
City Clerk, either manually or with their facsimile signatures.
In case any one or more of the officers who shall have signed or
sealed any of the Notes shall cease to be such officer before the
Notes so signed and sealed shall have been actually sold and
delivered, such Notes may nevertheless be sold and delivered as
herein provided and may be issued as if the person who signed and
sealed such Notes had not ceased to hold such office. Any Note
may be signed and sealed on behalf of the City by such person. as
at the actual time of the execution of such Note shall hold the
proper office, although at the date of such Note such person may
not have held such office or may not have been so authorized.
The Notes shall bear thereon a certificate of
authentication, in the form set forth in Exhibit A hereto,
executed manually by the Paying Agent. Only such Notes as shall
bear thereon such certificate of authentication shall be entitled
to any right or benefit under this Resolution and no Note shall
be valid or obligatory for any purpose until such certificate of
authentication shall have been duly executed by the Paying Agent.
Such certificate of the Paying Agent upon any Note executed on
behalf of the City shall be conclusive evidence that the Note so
authenticated has been duly authenticated and delivered under
this Resolution and that the owner thereof ,is entitled to the
benefits of this Resolution.
SECTION 7. NEGOTIABILITY, REGISTRATION AND CANCELLATION.
At the option of a registered owner of a Note and upon surrender
of a Note at the principal corporate trust office of the Paying
Agent with a written instrument of transfer satisfactory to the
Paying Agent duly executed by the Noteholder or his duly
authorized attorney and upon payment by such Noteholder of `any
charges which the Paying Agent or the City may make as provided
in this Section, the Note may be exchanged for a Note of the same
aggregate principal amount and maturity of any other authorized
denominations.
The Paying Agent shall keep books for the registration of
Notes and for the registration of transfers of Notes. The Notes -
shall be transferable by the owner thereof in person or'by.hi$
attorney duly authorized in writing only upon the books of -the
City kept by the Paying Agent and only upon surrender thereof
together with a written instrument of transfer satisfactory to
the Paying Agent duly executed by the Noteholder or his duly
authorized attorney. Upon the transfer of any such Note, the
City shall cause to be issued in the name of the transferee a new
Note or Notes.
The City and the Paying Agent may deem and treat the peareon
in whose name any Note shall be registered upon the books kept by
the Paying Agent as the absolute owner of such Note, whether such
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Note shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal of and interests on
such Note as the same becomes due and for all other purposes.
All such payments so made to any such Noteholder or upon his
order shall be valid and effectual to satisfy and discharge the
liability upon such Note to the extent of the sum or sutras so
paid, and neither the City nor the Paying Agent shall be affected
by any notice to the contrary.
In all cases in which the privilege of exchanging Notes or
transferring Notes is exercised, the City shall execute and the
Paying Agent shall authenticate and deliver Notes in accordance
with the provisions of this Resolution. All Notes surrendered in
any such exchanges or transfers shall forthwith be delivered to
the Paying Agent and cancelled by the Paying Agent in the manner
provided in this Section. There shall be no charge for any such
exchange or transfer of Notes, but the City or the Paying Agent
may require the payment of a sum sufficient to pay any tax, fee
or other governmental charge required to be paid with respect to
such exchange or transfer.
All Notes paid, at maturity or otherwise, shall be delivered
to the Paying Agent when such payment is made, and such Notes,
together with all Notes purchased by the City, shall thereupon be
promptly cancelled. Notes so cancelled may at any time be
destroyed by the Paying Agent, who shall execute a certification
of. destruction in duplicate by the signature of one of its
authorized officers describing the Notes so destroyed, and one
executed certificate shall be filed with the City and the other
executed certificate shall be retained by the Paying Agent.
SECTION 8. NOTES MUTILATED, DESTROYED, STOLEN OR LOST. In
case any Note shall become mutilated, destroyed, stolen or lost,
the City may execute and the Paying Agent shall authenticate and
deliver a new Note of like date, maturity, denomination and
interest rate as the Note so mutilated, destroyed, stolen or
lost; provided that, in the case of any mutilated Note, such
mutilated Note shall first be surrendered to the City and, in the
case of any lost, stolen or destroyed Note, there shall first be
furnished to the City and the Paying Agent evidence of such loss,
theft, or destruction satisfactory to the City and the Paying
Agent, together with indemnity satisfactory to them. In the
event any such Note shall be about to mature or have matured,
instead of issuing a duplicate Note, the City may direct the
Paying Agent to pay the same without surrender thereof. The City
and Paying Agent may charge the owner of such Notes their
reasonable fees and expenses in connection with this transaction.
Any Note surrendered for replacement shall be cancelled in the
same manner as provided in Section 7 hereof.
Any such duplicate Notes issued pursuant to this Section
shall constitute additional contractual obligations on the part -
of the City, whether or not the lost, stolen or destroyed Notes
be at any time found by anyone, and such duplicate Notes shall be
entitled to equal and proportionate benefits and. rights as to
lien on and source and security for payment from the Pledged
Funds with all other Notes issued hereunder.
SECTION 9. FORM OF NOTES. The text of the Notes shall be,
of the tenor set forth in Exhibit A to this Resolution, with suct��
omissions, insertions and variations as may be necessary and
desirable and authorized or permitted by this Resolution.
SECTION 10. PAYING AGENT.
(a) Southeast Bank, N.A. of Miami, Florida, is hereby
appointed to act as Paying Agent under this Resolution and,
undertakes to perform such duties as are set forth in this r^
Resolution.
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(b) The Paying Agent may at any time resign and be
discharged of the duties and obligations created by this
Resolution by giving at least 60 days' written notice to the
City. The Paying Agent may be removed at any time by an
instrument filed with such Paying Agent and signed by the Mayor,
City Manager or his designee. Any successor Paying Agent shall
be appointed by the City and shall be, if other than the City or
its successor entity, a bank or trust company organized under the
laws of any state of the United States or a national banking
association, willing and able to accept the office on reasonable
and customary terms and authorized by law to perform all the
duties imposed upon it by this Resolution. In the event of the
resignation or removal of the Paying Agent, such Paying Agent
shall pay over, assign and deliver any moneys held by it as
Paying Agent to its successor.
SECTION 11. NO PLEDGE OF FULL FAITH AND CREDIT. Neither the
full faith and credit nor the taxing power of the City, the
County or the State or any political subdivision thereof or
governmental authority or body therein are pledged to the payment
of the principal of or interest on the Notes, except for the
Pledged Funds. No Noteholder shall ever have the right to compel
the exercise of the ad valorem taxing power of the City, the
County or the State or any political subdivision thereof or
governmental authority or body therein or taxation in any form of
any real or personal property therein to pay such Notes or the
interest thereon except for the City's ad valorem taxes collected
during the Fiscal Year which const.-7tute the Pledged Funds.
SECTION 12. COVENANTS AND REPRESENTATIONS AND PLEDGE OF
PLEDGED FUNDS. The City represents to and covenants with and for
the benefit of the owners of the Notes:
(a) That it has adopted an operating budget for the
Fiscal Year and that it will levy the City's ad valorem taxes
during such Fiscal Year as required by law.
(b) That to the extent necessary to pay when due the
principal of and the interest on the Notes, the Pledged Funds for
the Fiscal Year and all moneys held in the Note Fund hereinafter
established are irrevocably pledged to the payment of the Notes
superior to all other liens and encumbrances on such funds.
(c) That, commencing on December 1, 1990, the Director
of Finance shall withdraw from the General Fund all Pledged Funds
as received and deposit the amount so withdrawn to the credit of
a special fund which is hereby created called the Note Fund (the
"Note Fund") until the amount then to the credit of the Note Fund
on the .first day of the indicated months equals the following
percentages of the sum of the principal of and interest on the
Notes to be paid at maturity (such sum being herein called the
"Note Fund Requirement"):
Percentage of
Month Note Fund Requirement
December 25%
January 15
February 10
March 10
April 10
May 10
June 7
July 5
August 5
September 3
If the amount so deposited in any month to the credit of the Note
Fund shall be less than the required amount for such month, the
requirement therefor shall nevertheless be added to the amount
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otherwise required•to be deposited in each month thereafter until
such time as such deficiency shall have been made up. Pledged
Funds deposited to the credit of the Note Fund in excess of the
monthly deposit requirement set forth above shall be credited
against future Note Fund deposit requirements as the Director of
Finance may determine. Payments into the Note Fund shall be
adjusted to give credit for investment earnings then on deposit
in the Note Fund and to make up any deficit in the required
cumulative balance attributable to investment losses. Moneys in
the Note Fund shall be trust funds and shall be at all times
secured as are other deposits of public funds or invested as
permitted under the Act.
(d) That the principal of and interest on the Notes
when due shall be paid from the moneys on deposit in the Note
Fund.
(e) That the City will not create or suffer to be
created any lien or charge upon the Pledged Funds ranking equally
with or prior to the Notes, except for direct obligations of the
City for which the full faith, credit and taxing power of the
City have been pledged.
(f) That the City will not take any actiun or omit to
take any action, which action or omission, if reasonably expected
on the date of initial issuance and delivery of the Notes, would
result in inclusion of interest on the Notes in gross income for
Federal income tax purposes under Section 103(a) of the Internal
Revenue Code of 1986, as amended (the "Code"), and the regula-
tions promulgated thereunder and under the Internal Revenue Code
of 1954, as amended. Particularly, the City will not take any
action or omit to take any action, which action or omission, if
reasonably expected on the date of the initial issuance and
delivery of the Notes, would have caused any of the Notes to be
"arbitrage bonds" within the meaning of Section 148 of the Code.
SECTION 13. AMENDMENTS. Without the consent of any Note
holders, the Commission may, from time to time and at any time,
adopt such resolutions supplemental hereto as shall not be incon-
sistent with the terms and provisions hereof (which supplemental
resolutions shall thereafter form a part hereof):
(a) to cure any ambiguity, to correct or supplement
any provision herein which may be inconsistent with any other
provision herein or to make any other provisions with respect to
matters or questions arising under this Resolution which may not
be inconsistent with the provisions of this Resolution, provided
such action shall not adversely affect the interest of the Note
holders, or
(b) to modify, amend or supplement this Resolution or
any supplement or amendment hereto in such manner as to permit
the Notes to be rated by any nationally recognized securities
rating service.
SECTION 14. QUALIFICATION FOR THE DEPOSITORY TRUST COMPANY.
If determined by the Director of Finance to be necessary or
desirable, the Paying Agent shall be hereby authorized to take
such actions as may be necessary from time to time to qualify the
Notes for deposit with The Depository Trust Company of New York
("DTC"), including but not limited to, wire transfers of interest
and principal payments with respect to the Notes, utilization of
electronic book entry data received from DTC in place of 'actual
delivery of Notes and provisions of any notices with respect to
Notes registered by DTC (or any of its designees identified to
the Paying Agent) by overnight delivery, courier service,
telegram, telecopy or other similar means of communication. No:
such arrangements with DTC may adversely affect the interests'of
any of the beneficial holders of the Notes, provided, however,
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that the paying Agent shall not be liable with respect to any
such arrangements it may make pursuant to this Section.
SUCTION 15. FURTHER OFFICIAL ACTION. The Mayor, Vice Mayor,
City Manager, Assistant City Manager, Director of Finance, City
Attorney, City Clerk and other officials and officers of the City
are hereby authorized, empowered and directed to execute and
deliver such other documents and take such other actions (includ-
ing, but not limited to, the procurement of credit enhancement to
secure the Notes) as shall be necessary and appropriate to
accomplish the performance of the obligations of the City in
respect thereof. The Mayor, Vice Mayor or City Manager is hereby
authorized to agree to such requirements as may be imposed by the
issuer of any credit enhancement or by any rating agency with
respect to the Notes as a condition of such credit enhancement or
rating.
SECTION 16. NEGOTIATED SALE REQUIRED. The Commission hereby
finds, ascertains, determines and declares that a negotiated sale
of the Notes is in the best interest of the City and is necessary
on the basis of the following reasons, as to which specific
findings are hereby made: (i) the complex character of the
issuance of the Notes requires lengthy and detailed structuring
which could be unreasonably restricted by the lack of the
flexibility of bidders at competitive sale; and (ii) prevailing
market conditions have resulted in rapidly changing and broadly
varying interest rates, the negative effects of which on the
issuance of the Notes will be minimized by a negotiated sale.
SECTION 17. NOTE PURCHASE AGREEMENT APPROVED. The proposal
submitted by the Underwriter at this meeting in the form of the
Note Purchase Agreement to be entered into by and between the
City and the Underwriter (the "Note Purchase Agreement"), is
hereby adopted as to form. The Note Purchase Agreement shall be
accepted and the Notes shall be awarded to the Underwriter at the
price and upon the terms and conditions stated in the Note
Purchase Agreement, provided such price, terms and conditions are
in compliance in all respects with the terms of Section 4 of this
Resolution. Subject to the foregoing, the Mayor or Vice Mayor,
and the City Attorney as to the form of the Note Purchase
Agreement, are hereby authorized, empowered and directed, in the
name and on behalf of the City, to execute and deliver the Note
Purchase Agreement in form substantially equivalent to the form
presented at this meeting, with such changes, additions and
deletions as may be approved by the Mayor, the Vice Mayor or the
City Manager, the execution of the Note Purchase Agreement by the
Mayor or Vice Mayor and as to form by the City Attorney to be
conclusive evidence of the approval of any such changes,
additions and deletions.
SECTION 18. PRELIMINARY AND FINAL OFFERING MEMORANDUM
APPROVED. The distribution by the Underwriter of a Preliminary
Offering Memorandum in connection with the offering and sale of
the Notes in substantially the form presented at this meeting
(the "Preliminary Offering Memorandum") is hereby approved.
The Commission hereby authorizes the preparation of the .
Offering Memorandum to be used -in the actual offer and sale of
the Notes to the public (the "Offering Memorandum") and the
delivery of such offering Memorandum to the Underwriter no later
than seven business days (days on which the City is open for
business) from the day on which the final Note Purchase Agreement
is executed by the City and hereby approves the Offering
Memorandum, which shall be substantially in the form of the
Preliminary Offering Memorandum, with such changes, additions or
deletions as shall be necessary and appropriate to reflect' the
terms of the sale of the Notes by the City to the Underwriter and
the terms of the resale of the Notes by the Underwriter to. the
public. The Commission hereby approves future use by the
Underwriter of the offering Memorandum in connection with the
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offering of the Notes to the public and hereby authorizes the
preparation and use by the underwriter of any supplement or
amendment to the Offering Memorandum which is necessary so that
the Offering Memorandum does not include any untrue statement of
a material fact and does not omit to state a material fact
necessary to make the statements contained therein, in light of
the circumstances under which they were made, not misleading.
The Offering Memorandum and any supplement or amendment thereto
shall be approved by the Mayor, the Vice Mayor or the City
Manager, such approval to be evidenced by the execution of a
certificate by the Mayor, the Vice Mayor or the City Manager and
by the execution of an acknowledgment on such certificate by the
City Attorney that the City Attorney has approved the Offering
Memorandum as to form.
The Mayor, the Vice Mayor or the City Manager is hereby
authorized, empowered and directed to execute the Offering
Memorandum and any supplement or amendment thereto, after the
Offering Memorandum or such supplement or amendment thereto has
been approved as provided in this Section 18.
SECTION 19. DEFEASANCE. If (1) the City shall pay or cause
to be paid to the Noteholders the principal of and interest to
become due thereon at the time and in the manner stipulated
therein and herein, (2) all fees and expenses of the Paying Agent
shall have been paid, and (3) the City shall have kept, performed
and observed all of its covenants and promises in the Notes and
in this Resolution, then the Notes shall no longer be deemed to
be Outstanding (as hereinafter defined) under the provisions of
this Resolution. Notes for the payment of which when due
sufficient moneys or sufficient noncallable direct obligations
of, or obligations the principal of and the interest on which are
unconditionally guaranteed by, the United States of America shall
have been deposited in trust for the owners thereof (whether upon
or prior to the maturity of such Notes) shall be deemed to have
been paid and no longer Outstanding under the provisions of this
Resolution. Such investments will be considered sufficient if
said investments, with interest, mature and bear interest in such
amounts and at such times as will assure sufficient cash to pay
currently maturing interest and to pay principal when due on the
Notes. For the purposes of this Resolution, the term "Outstand-
ing" shall mean, as of any date, Notes theretofore or then being
issued under the provisions of this Resolution, except: (i) Notes
for the payment of which moneys equal to the principal amount
thereof, with interest to the date of maturity, shall be held by
the Paying Agent in trust (whether at or prior to maturity)
except when the City acts as Paying Agent, and (ii) Notes in lieu
of or in substitution for which other Notes shall have been
delivered pursuant to Section 8 hereof.
SECTION 20. REMEDIES. Any Noteholder or any trustee acting
for such Noteholder in the manner hereinafter provided may by
suit, action, mandamus or other proceeding in any court of
competent jurisdiction protect and enforce any and all rights
under the laws of the State or granted and contained in this
Resolution and may enforce and compel the performance of all
duties required by this Resolution or by a:y applicable statutes
to be performed by the City or by any officer thereof. The
Noteholders of a majority in aggregate principal amount of Notes
then Outstanding may, by a duly executed certificate, appoint a
trustee for the Noteholders with authority to represent such
Noteholders in any legal proceedings for the enforcement and
protection of the rights of such Noteholders.
SECTION 21. SEVERABILITY OF INVALID PROVISIONS. If any
section, paragraph, clause or provision of this Resolution shall
for any reason be held to be invalid or unenforceable, the
invalidity or unenforceability of such section, paragraph, clause
or provision shall not affect any remaining provisions of this
Resolution, but this Resolution shall be construed and enforced
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of faring of the Notes to the public and hereby authorizes the
preparation and use by the Underwriter of any supplement or
amendment to the Offering Memorandum which is necessary so that
the Offering Memorandum does not include any untrue statement of
a material fact and does not omit to state a material fact
necessary to make the statements contained therein, in light of
the circumstances under which they were made, not misleading
The Offering Memorandum and any supplement or amendment thereto
shall be approved by the Mayor, the Vice Mayor or the City
Manager, such approval to be evidenced by the execution of a
certificate by the Mayor, the Vice Mayor or the City Manager and
by the execution of an acknowledgment on such certificate by the
City Attorney that the City Attorney has approved the Offering
Memorandum as to form.
The Mayor, the Vice Mayor or the City Manager is hereby
authorized, empowered and directed to execute the Offering
Memorandum and any supplement or amendment thereto, after the
Offering Memorandum or such supplement or amendment thereto has
been approved as provided in this Section 18.
SECTION 19. DEFEASANCE. If (1) the City shall pay or cause
to be .paid to the Noteholders the principal of and interest to
becoma due thereon at the time and in the manner stipulated
therein and herein, (2) all fees and expenses of the Paying Agent
shall have been paid, and (3) the City shall have kept, performed
and observed all of its covenants and promises in the Notes and
in this Resolution, then the Notes shall no longer be deemed to
be Outstanding (as hereinafter defined) under the provisions of
this Resolution. Notes for the payment of which when due
sufficient moneys or sufficient noncallable direct obligations
of, or obligations the principal of and the interest on which are
unconditionally guaranteed by, the United States of America shall
have been deposited in trust for the owners thereof (whether upon
or prior to the maturity of such Notes) shall be deemed to have
been paid and no longer Outstanding under the provisions of this
Resolution. Such investments will be considered sufficient if
said investments, with interest, mature and bear interest in such
amounts and at such times as will assure sufficient cash to pay
currently maturing interest and to pay principal when due on the
Notes. For the purposes of this Resolution, the term "Outstand-
ing" shall mean, as of any date, Notes theretofore or then being
issued under the provisions of this Resolution, except: (i) Notes
for the payment of which moneys equal to the principal amount
thereof, with interest to the date of maturity, shall be held by
the Paying Agent in trust (whether at or prior to maturity)
except when the City acts as Paying Agent, and (ii) Notes in lieu
of or in substitution for which other Notes shall have been
delivered pursuant to Section 8 hereof.
SECTION 20. REMEDIES. Any Noteholder or any trustee acting
for such Noteholder in the manner hereinafter provided may by
suit, action, mandamus or other proceeding in any court of
competent jurisdiction protect and enforce any and all rights
under the laws of the State or granted and contained in this
Resolution and may enforce and compel the performance of all
duties required by this Resolution or by any applicable statutes
to be performed by the City or by any officer thereof. The
Noteholders of a majority in aggregate principal amount of Notes
then Outstanding may, by a duly executed certificate, appoint a
trustee for the Noteholders with authority to represent such
Noteholders in any legal proceedings for the enforcement and
protection of the rights of such Noteholders.
SECTION 21. SEVERABILITY OF INVALID PROVISIONS, If any
section, paragraph, clause or provision of this Resolution shall
for any reason be held to be invalid or unenforceable, the
invalidity or unenforceability of such section, paragraph, clause
or provision shall not affect any remaining provisions of this
Resolution, but this Resolution shall be construed and enforced
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not
SECTION 22. GOV99NINO LAW. The provisions of this
Resolution shall be construed and enforced in accordance with the
laws of the State of Plorida
SECTION 23. REPEALING CLA1USE. All resolutions or parts
thereof in conflict with the provisions of this Resolution are,
to the extent of such conflict, hereby superseded and repealed.
SECTION 24. TIME OF TAKING EFFECT. This Resolution shall
become effective immediately upon its adoption.
PASSED AND ADOPTED thi=
( SEAL )
ATT S
MAT HIRAI,
ty Clerk
APPROVED AS TO FORM AND
CO RECT
J G L. F RNANDEZ
Ci y Attorney
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UNITED STATES OF AMERICA
STATE OF F'hORIDA
THE CITE' OP MFAMI, FLORIDA
TAX ANTICIPATION NOTE,
SERIES 1990
Interest Ratet Maturity_Dates Issue Date: CU51P:
A , 1991 October _, 1990
Principal Amount:
Registered Owner:
The City of Miami, Florida (the "City") is justly
indebted and for value received hereby promises to pay to the
Registered Owner set forth above or registered assigns or legal
representatives,,on the Maturity Date specified above t..upon the
presentation and surrender hereof, the Principal Amount specified
above together with interest thereon from the Issue Date
specified above, at the Interest Rate per annum specified above
(calculated on the basis of a 360-day year) until payment of such
Principal Amount, such interest to the payment hereof being
payable on the Maturity Date. The principal of and interest on
this noteare payable upon presentation and surrender hereof at
the principal corporate trust office of
Florida (the "Paying Agent"). Both.. the
principal of and interest on this note are payable in..any coin or
currency of the United States of ,America which, at the date of
payment thereof, is legal tender for the payment of public' and
private -debts.
This note is one of a duly authorized issue of notes.of
the City known as "Tax Anticipation Notes, Series 1990", issued
t under the authority of and in full compliance_ with, the: Con sti-
tution and the Taws of the _State of Florida, the Charter. of ; the
City-and,.Resolution No. adopted by the City Commission; of
the City. on September 27, 1990. (the "Resolution"), for the
purpose of paying the appropriations made for the fiscal year of
the City ending September 30, 1991 in anticipation of the receipt
of ad valorem taxes required to be deposited -in the General. Fund
of the City and estimated in the budget of the City to be
realized in cash during such fiscal year and to pay the costs of
the sale and issuance of the notes. -By the acceptance of this,
note, the owner hereof assents to all the provisions of the
Resolution.
Neither the full faith and credit nor the taxing power
+' of the City, Dade County, Florida, or the State of Florida or any,
political "subdivision thereof or governmental authority,or body
therein are pledged to the payment of the notes, but the note$.
Sq .
4-;
shall be payable in accords a with the provisions of the
Resolution solely from moneys deposited to the credit of the
special fund known as the "Note Fund" created by the Resolution. xL
The Registered `Owner of this note shall not have the fight .te
compel the exercise of the ad valorem taxing power of the_ty,;
Dade County, Florida, or the State of Florida or an �
sub days on thereof or governmentalauthor�.ty or body tereln o pf
taxation in any form of any real or personal property therh to::
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dray such note except for the City's ad valorem taxes collected
during the City's fiscal year ending September 30, 1991.
The notes are issuable as registered notes without
coupons in denominations of $5,000 or any integral multiple -
thereof. At the principal corporate trust office of the paying
Agent, in the manner and subject to the limitations and
conditions provided in the Resolution and without cost except for
any tax or other governmental charge, notes may be exchanged for
an equal aggregate principal amount of registered notes of
authorized denominations.
The transfer of this note is registrable by the
Registered Owner hereof in person or by his attorney or legal
representative at the principal corporate trust office of the
Paying Agent, but only in the manner and subject to the
limitations and conditions provided in the Resolution and upon
surrender and cancellation of this note. Upon any such
registration of transfer the City shall execute and the Paying
Agent shall authenticate and deliver in exchange for this note a
new note or notes registered in the name of the transferee or
transferees, of any authorized denominations and in principal
amount equal to the principal amount of this note.
The notes are not subject to redemption prior to
maturity.
This note shall not be valid or become obligatory for
any purpose or be entitled to any benefit under the Resolution
until this note shall have been authenticated by the execution by
the Paying Agent of the certificate of authentication endorsed
hereon.
This note shall be governed and construed in accordance
with the laws of the State of Florida.
It is hereby certified and recited that all acts,
conditions and things required to happen, exist and be performed
precedent to and in the issuance of this note have happened,
exist and have been performed in due time, form and manner as
required by the Constitution and laws of the State of Florida.
IN WITNESS WHEREOF, The City of Miami, Florida has
caused this note to be signed by the Mayor, either manually or
with his facsimile signature, and the seal of The City of Miami,
Florida or a facsimile thereof to be affixed hereto or imprinted
or reproduced hereon, and attested by the City Clerk, either
manually or with her facsimile signature.
(SEAL)
ATTEST:
CITY CLERK
THE CITY
OF MTAMI, FLORIDA
By.
MAYOR- .
APPROVED
AS TO FORM AND
CORRECTNESS
By:
CI "4TTOR NEY
.
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CERTIPICATE OF
AUTHENTICATION
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the
notes of the issue designated
This is one of
therein and issued under the
provisions 0f the Resolution
�r
mentioned therein
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as PWy-inq Agent
BY: ...
%Y
Authorized Officer
Date of Authentication:
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C poarm Of Abbreviations for Note]
The following abbreviations, when used in the rtscip-j.
tion on the within note shall be construed as though they were
full according to applicable laws or regulations.
written out in
TEN COX - as tenants in common
TEN ENT as tenants by the +entireties
JT TEN - as joint tenants with the right of
survivorship and not as tenants
in common
{'
UNIFORM GIFT MIN ACT v Custodian --
(Minor)
(Cult)
Under Uniform Gifts to Minors
t
Act
:i
(State)
k
Additional abbreviations may also be
used though not in the above list
[Form of Assignment for Note]
For value received, the
undersigned herebysells,
the within note,
assigns and transfers unto
and hereby irrevocably constitutes and
and all rights thereunder,
attorney to transfer the said note
appoints ,
book, with full
power of substitution in the
on the registration
premises.
Dated
Please insert Social Security
or other identifying number
of transferee:
Signature guaranteed:
NOTICE: -The transferor's signature to this Assignment must
correspond with the name
as it appears on the face of
the within note in every
particular without alteration
of any change whatever.
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Enclosure
68630.0010
(10) 577. 4000
,Pat (105) $77- 4088
any questions, please call me at your
Barnett Bank Plaza . Suite 1100
One East Brotvard Bouleoard
Ft. Lauderdale, Florida 33301-1806
(305) 462-28W
Fax (305) 527-8747
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Barnett Bank BuMng • Sint 3
315 South CaUmn Strreet
,
Mahanw. Florida 32301-1838
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Fax (904) 681.8t351
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CItY OF MIAMI, FLOAIDA
INtIER,0IFFICE Re OAANDUM
R-LCE1VL5-
_
to: honorable Mayor
��
and Memb{� e��l SAP 47 September 26, 1990 FILE:
of the City Commission ��
NIATTY.1 2-"ECT .
CITY CLE September 27 r ].99�3
Z�City
t;iT r OF l�t1AI4i, F�.�!. Commission Meeting.
Cesar H. odio
REFERENCEi3hd
City Manager
ENCLOSURES:
Agenda item No.
30 for the City commission meeting of September
27r 1990, proposes
to authorize the issuance of not to exceed
$15,O00rOOO in
tax anticipation notes. Section 17 of the
resolution empowers and directs the Mayor or Vice Mayor to
execute the Note
Purchase Agreement, which is to be adopted as to
form suOstantially
equivalent to the form attached, which was not
distributed with
the original agenda packet.
90
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THE, CITY OP MIAMI I FLORIDA
TAX ANTICIPATION NOTES
Soria$ 1900
MOTE PURCHASE AGREEMENT
October 1990
Honorable Mayor and Members of
the city Commission of
The City of Miami# Florida
3500 Pan American Drive
Miami, Florida 33133
Dear Commissioners:
The undersigned, Chase Securities, Inc. (hereinafter called�
the "Representative"), acting on behalf of itself and on behalf'of
the other underwriters named in the list attached as schedulel,!
h6reto (the Representative and such other underwriters as finally
determined jointly and severally being herein collectively called"
the "Underwriters"), offer's to enter into this Note Purchase
Agreement with The City of Miami, Florida (the "City")# which, Upon
the acceptance of this offer and the execution of this` Note'
Purchase Agreement by the City'. shall -be in full force and effect'
' in acdordanc6 with its terms and shall be binding upon the city and
the Underwriters.
.- ` This offer is made subject to your -addeptanceand execution of
this Note Purchase Agreement on or before -11:59 p.m.,
on the 'date hereof, and,, if not so accepted,, will be subject to
withdrawal by the Underwriters upon oral or written, notice
delivered by.the.Re'Presentative to the`Cityat:anyttime_prior to,
the acceptance hereof by the City.
.,an -,' -1,�- Purchase of Notes. Upon the terms and 'conditionw
upon the basis of the representations warranties and 'agreemehbi.
hereinafter set forth.' :the Underwriters, jointly- 'and: -s'ev'e':r&1`ly`
he-reby-agree to purchase fromthe'City-for 'offering' to'the public'
..
$00,000,,000 in aggregate 'principal amount-of'The City ofMi,
'am
, Florida,': Tax Anticipation Notes ' Series 1990 (the"Series '
v
Notes") and the City hereby agrees to sell to the ::'Underwriters alh
of the Series-1-1990 Notes at:a purchase price of $
L'
(or -%:df'-the principal amount thereof, taking i n t o:account
origl—na—T—issue discounto y) if �ah' -'le6s an underwriters ` discount 'o
payable to the City,, in immediately available federal:.
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funds. The Underwriters agree to wake a bona fide public offering
of substantially all of the Series 1990 Notes to the public at
initial public offering prices not greater than (or yields not less
than) the initial public offering prices (or yields) set forth in
the offering Memorandum (hereinafter defined); provided, however,
that the Underwriters reserve the right to make concessions to
certain dealers, certain dealer banks and banks acting as agents
and to change such initial public offering prices as the Underwrit-
ers shall deem necessary in connection with the marketing of the
Series 1990 Notes.
2. The Series 1990 Motes. The Series 1990 Notes shall be as
described in, and shall be issued and secured under and pursuant
to, Chapter 166, Florida Statutes, as amended, Resolution No. 90-
of the City adopted on September 27, 1990 (the "Resolu-
tion") and other applicable provisions of law (collectively, the
"Act"). The Series 1990 Notes shall mature on ,
1991, and shall bear interest at 4 per annum and shall not
be subject to redemption prior to their maturity date. to
connection with the public offering of the Series 1990 Notes, the
Underwriters have delivered to the City a letter containing the
information required by Chapter 218.385 of the Florida Statutes;
which letter is in the form attached hereto as Exhibit A. It shall
be a condition of the obligation of the City to sell and deliver
the Series 1990 Notes to the Underwriters, and the obligation of
the Underwriters to purchase and accept delivery of the Series 1990
Notes, that the entire aggregate principal amount of Series 1990
Notes shall be sold and delivered by the City and paid for by the
Underwriters at the Closing.
3. Offering Memorandum. As soon as practicable after the
date hereof, but in any event within seven business days, the City
shall deliver to the Representative a reasonable number of printed
copies of the final Offering Memorandum, dated the date hereof,
with respect to the Series 1990 Notes ( including the cover page and
any appendices contained therein, the "Offering Memorandum")
executed by the City in substantially the form attached hereto as
Exhibit H.
4. Use of Documents. The City hereby authorizes and
ratifies the use by the Underwriters of the Preliminary Offering
Memorandum, dated September 1990 (which, together with the
cover page and all appendices inc,
luded therein is herein called the
"Preliminary Offering Memorandum"), prior to the date hereof, and
authorizes the use by the Underwriters of (a) the Offering
Memorandum, as the same may be modified, amended or supplemented
upon mutual agreement of the City and the Representative (including
any supplements or amendments thereto to be used in connection with
the public offering and sale of the Series 1990 Notes), and (b)
with the prior review of the City, any other documents related to
the transactions contemplated in the Offering Memorandum in
connection with the public offering, sale and distribution of the
Series 1990 Notes.
2
90- 738
0
5. __precedent .-to.-t e
Representative. on or before the acceptance by the City of this
Agreemento the City shall deliver to the Representative a reason-
able number of copies of the Offering Memorandum of the City, dated
October ,...._..0 1990, relating to the Series 1990 Notes. The City
hereby represents and warrants that such Offering Memorandum is
deemed final and complete as of its date for purposes of compliance
with paragraph (b)(1) of Rule 15c26-12 under the Securities Exchange
Act of 19340 as amended. The City hereby confirms that it deemed
the Preliminary offering Memorandum complete as of its date, except
for certain omissions in connection with the pricing of the Notes.
6. Ra2resentations and Warranties of the -City. The City
represents and warrants to the Underwriters as follows:
(a) Both at the time of acceptance hereof and at the
time of Closing, the statements contained in the Preliminary
Offering Memorandum (other than as modified in the Offering
Memorandum) and in the Offering Memorandum, insofar as they
relate to the City and the Resolution are and will be accurate
in all material respects for the purposes for which their use
is authorized, and do not and will not contain any untrue
statement of a material fact or omit to state any material
fact necessary to make the statements therein, in the light of
the circumstances under which they were made, not misleading.
(b) When executed and delivered by the City in accor-
dance with the provisions of this Note Purchase Agreement, the
Series 1990 Notes will have been duly authorized by the City
in the manner required under applicable law, executed, issued
and delivered and will constitute valid and binding obliga-
tions of the City, enforceable against the City in accordance
with their terms, in conformance with the Resolution, such en-
forceability being subject to bankruptcy, insolvency, reor-
ganization, moratorium or similar laws, relating to or affect-
ing the enforcement of creditors' rights generally and to the
exercise of judicial discretion in accordance with general
principles of equity.
(c) The adoption by the City of, the Resolution and the
execution and delivery by the City of this Note Purchase
Agreement, the Series 1990 Notes, and all other documents
executed and delivered by the City in connection with the
issuance of the Series 1990 Notes (collectively, along with
the Resolution, the "Bond Documents") and the compliance by
the City with the provisions thereof will not in any material
respect conflict with or result in a breach or violation of
any of the terms or provisions of, or constitute a default
under, any agreement or other instrument to which the City is
a party or by which the City is bound, or any existing law,
administrative regulation, court order or consent decree to
which the City or its property is subject.
gf1;1 f31 C,'n35t)l'. � #1f�i",
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5.
Representative. on or before the acceptance by the City of this
Agreement, the City shall deliver to the Representative a reason-
able number of copies of the offering Memorandum of the City, dated
October ., 199o, relating to the Series 1990 Notes. The City
hereby represents and warrants that such Offering Memorandum is
deemed final and complete as of its date for purposes of compliance
with paragraph (b) (1) of 'Rule 15c2-12 under the securities Exchange
Act of 19340 as amended. The City hereby confirms that it deemed
the preliminary offering Memorandum complete as of its date, except
for certain omissions in connection with the pricing of the Notes.
b. $epresentations and Warranties of the _City. The City
represents and warrants to the Underwriters as follows:
(a) Both at the time of acceptance hereof and at the
time of Closing, the statements contained in the Preliminary
Offering Memorandum (other than as modified in the Offering
Memorandum) and in the Offering Memorandum, insofar as they
relate to the City and the Resolution are and will be accurate
in all material respects for the purposes for which their use
is authorized, and do not and will not contain any untrue
statement of a material fact or omit to state any material
fact necessary to make the statements therein, in the light of
the circumstances under which they were made, not misleading.
(b) When executed and delivered by the City in accor-
dance with the provisions of this Note Purchase Agreement, the
Series 1990 Notes will have been duly authorized by the City
in the manner required under applicable law, executed, issued
and delivered and will constitute valid and binding obliga-
tions of the City, enforceable against the City in accordance
with their terms, in conformance with the Resolution, such en-
forceability being subject to bankruptcy, insolvency, reor-
ganization, moratorium or similar laws, relating to or affect-
ing the enforcement of creditors' rights generally and to the
exercise of judicial discretion in accordance with general
principles of equity.
(c) The adoption by the City of the Resolution and the
execution and delivery by the City of this Note Purchase
Agreement, the Series 1990 Notes, and all other documents
executed and delivered by the City in connection with the
issuance of the Series 1990 Notes (collectively, along with
the Resolution, the "Bond Documents") and the compliance by
the City with the provisions thereof will not in any material
respect conflict with or result in a breach or violation of
any of the terms or provisions of, or constitute a default
under, any agreement or other instrument to which the City is
a party or by which the City is bound, or any existing law,
administrative regulation, court order or consent decree to
which the City or its property is subject.
afl7 of f•.S+a.5!)G 1k�1n�laF' �,(: v
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(d) The City will furnish such information, execute such
instruments and take SU�.,h other action in cooperation with the
Representative as the Representative may reasonably request,
to (i) qualify the Series 1990 Notes for offer and sale under
the Blue Sky or other securities laws and regulations of such
states and other jurisdictions of the United States of America
as the Representative may designate and (ii) determine the
eligibility of the Series 1990 Notes for investment under the
laws of such states and other jurisdictions and will use its
best efforts to continue such qualifications in effect so long
as required for the distribution of the Series 1990 Notes.
This paragraph shall not however require the City to submit to
the general jurisdiction of a court of any state other than
Florida.
(a) Between the date of the Note Purchase Agreement and
the time of Closing, the City will not execute any bonds,
notes or other obligations for borrowed money, other than
those the proposed issuance or incurrence of which is referred
to explicitly in the Offering Memorandum, without giving prior
written notice thereof to the Representative.
(f) The City is, and will be at the date of Closing,
duly organized and validly existing as a municipal corporation
under the constitution and laws of the State of Florida, with
the power and authority set forth in the Act (as defined in
the Resolution).
(g) The City (i) has full legal power and authority to
adopt the Resolution; to execute and deliver this Note
Purchase Agreement and the other Bond Documents; to issue,
sell and deliver the Series 1990 Notes; and to carry out and
consummate the transactions contemplated by this Note Purchase
Agreement, the Offering Memorandum and the other Bond Docu-
ments; (ii) has in full force and effect all consents,
approvals, permits or other actions by or filings with any
governmental authority required for the execution and delivery
by the City of this Note Purchase Agreement and the other Bond
Documents, and for the performance by the City of the transac-
tions contemplated thereby; (iii) represents that from the
time of acceptance by the City hereof through the date of the
Closing, except as contemplated by the Offering Memorandum,
the City will not incur any material liabilities, direct or
contingent, or enter into any transaction that could adversely
affect the transactions contemplated hereby or by the Bond
Documents, and there shall not have been any material adverse
change in the condition, financial or physical, of the City
other than changes in the ordinary course of business or in
the normal operation of the facilities operated by the City
that could adversely affect the transactions contemplated
hereby; (iv) represents that the execution and delivery by the
City of this Note Purchase Agreement, the Series 1990 Notes
and the other Bond Documents, the compliance by the City with
- 4 -
90- '738
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the provisions thereof, and the carrying out and consummation
by the City of its obligations under such documents and
instruments will not conflict with or constitute a breach of
or a default under any law, administrative regulations, court
decree, instrument or agreement to which the City is subject
or by which the City is or any of its properties are bound.
(h) If between the date of this Note Purchase Agreement
and the date of Closing any event shall occur which, in the
opinion of the City, would cause the offering Memorandum, as
then supplemented or amended, to contain any untrue statement
of a material fact or to omit to state a material fact
necessary to make the statements therein, in the light of the
circumstances under which they were made, not misleading, the
City shall notify the Representative, and if in the opinion of
the Representative such event requires the preparation and
publication of a supplement or amendment to the Offering
Memorandum, the City will at its expense supplement or amend
the Offering Memorandum in a form and in a manner approved by
the Representative.
(i) Except as disclosed in the Offering Memorandum, to
the best knowledge of the City, as of the date hereof, there
is no action, suit, proceeding, inquiry or investigation, at
law or in equity, before or by any court, government agency,
public board or body, pending or threatened against the City,
affecting or seeking to prohibit, restrain or enjoin the sale,
issuance or delivery of the Series 1990 Notes or contesting or
affecting as to the City the validity or enforceability of the
Act in any respect relating to authorization for the issuance
of the Series 1990 Notes, or the Resolution, or contesting the
exclusion from gross income of interest on the Series 1990
Notes, or contesting the completeness or accuracy of the
Offering Memorandum or any supplement or amendment thereto, or
contesting the powers of the City or its authority for the
issuance of the Series 1990 Notes, the adoption of the
Resolution, or the execution and delivery by the City of this
Note Purchase Agreement.
7. Closing. On the terms and conditions set forth in this
Note Purchase Agreement, the Underwriters shall purchase all (and
not less than all) of the Series 1990 Notes, and pay the purchase
price of the Series 1990 Notes, as set forth in Section 1 hereof,
by immediately available federal funds payable to the City, and the
City shall deliver to the Representative the aggregate principal
amount of the Series 1990 Notes. Closing (the "Closing") will be
at the offices of Fine Jacobson Schwartz Nash Block & England, on
or before October _, 1990 at 11:00 a.m., prevailing local time or
at such other place or other date or time as may be agreed upon by
the parties hereto. The Series 1990 Notes will be delivered as
registered bonds in the name of Cede & Co. as nominee for Deposito-
ry Trust Company. The Series 1990 Notes will be delivered by the
- 5 - 90- 738
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City in New York, Now York, in definitive form, and will ba made
available to the Representative for inspection at least 24 hours
before Closing.
S.onditions.dfos The Underwriters have entered
into this Agreement in reliance upon the representations and
warranties of the City herein contained and the performance by the
City of its obligations hereunder both as of the date hereof and as
of the time of Closing. The obligations of the Underwriters
hereunder are subject to the following conditions:
(a) At the time of the Closing, (i) the Bond Documents
and any other documents deemed necessary in connection with
the issuance of the Series 1990 Notes shall be in full force
and effect and shall not have been amended, modified or
supplemented in any material respect prior to the Closing,
except as may have been agreed to in writing by the City and
the Representative, and the City shall have duly adopted and
there shall be in full force and effect the Resolution and
such additional resolutions, or ordinances or agreements as
shall, in the opinion of Jorge L. Fernandez, City Attorney of
the City ("Counsel to the City"), Fine Jacobson Schwartz Nash
Block & England, and Law Offices of Manuel Alonso-Poch, P.A.,
(collectively, "Bond Counsel"), the Representative, Robinson
& Cole, Counsel to the Underwriters, and Kubicki, Draper,
Gallagher & McGrane, P.A., Co -Counsel to the Underwriters
(collectively, "Counsel to the Underwriters"), be necessary in
connection with the issuance of the Series 1990 Notes; (ii)
the representations and warranties of the City herein shall be
true and accurate in all material respects and (iii) the City
shall perform or have performed all obligations required under
or specified in this Note Purchase Agreement to be performed
at or prior to the Closing.
(b) At or prior to the Closing, the Representative shall
have received the following documents:
(i) the unqualified approving opinion of Bond
Counsel, dated the day of Closing, substantially in the
form appended to the Offering Memorandum as Appendix C
and a letter of such Bond Counsel, dated the date of
Closing and addressed to the Representative on behalf of
the Underwriters, to the effect that the foregoing
opinion addressed to the City may be relied upon by the
Underwriters to the same extent as if such opinion were
addressed to them.
(ii) A supplemental opinion of Bond Counsel, dated
the date of the Closing and addressed to the Representa-
tive on behalf of the Underwriters, to the effect that
(A) the Series 1990 Notes are not subject to
the registration requirements of the Securities Act
- 6 -
90- 738
f) I'D [ r: Ct N,' j t'.Q die
*11- U l.fr^t'.7.y(�I
i; I-,C. -IDs I i(I
Pn 11-1 n f. f 14
of 1933, as amended, by virtue of being exempted
securities and the Resolution is exempt from qualir
fication as a Trust Indenture pursuant to the Trust
Indenture Act of 19390 as amended; and
(a) the statements contained in the offering
Memorandum under the captions "Authority for the
Issue", "Purpose of the Notes", "Description of the
Notes", "Security for the Notes", "Registration,
Exchange and Transfer" and "Tax Matters", to the
extent such statements purport to summarize por-
tions of the Resolution, the Series 1990 Notes and
the law referred to therein, constitute fair summa-
ries of the portions of such documents and the law
purported to be summarized therein, it being under-
stood that in rendering such opinion, Bond Counsel
shall not be required to express an opinion with
respect to other sections of the Offering Memoran-
dum and financial statements and other financial or
statistical data included under any caption or in
any appendix of the Offering Memorandum including
any caption recited earlier in this clause (B); and
(iii) A certificate or certificates, dated the date of
Closing, signed by the Mayor or Director of Finance of the
City, in form and substance satisfactory to Bond Counsel, the
Representative and Counsel to the Underwriters, in which such
officials state:
(A) that the representations and warranties of the
City herein contained are true and correct in all
material respects as of the Closing, that the City. has
satisfied all conditions on its part to be performed or
satisfied hereunder at or prior to the Closing, and that
the information and statements with respect to the City
contained in the Offering Memorandum are true, correct
and complete in all material respects for the purposes
for which such Offering Memorandum is to be used, and
nothing has come to their attention that would lead them
to believe that such information in the Offering Memoran-
dum includes any untrue statement of a material fact or
omits to state a material fact necessary to make the
statements therein, in the light of the circumstances
under which they were made, not misleading;
(B) that no event affecting the City has occurred
since the date of the Preliminary Offering Memorandum
which should be disclosed in the Offering Memorandum for
the purposes for which it is to be used or which it is
necessary to disclose therein in order to make the
statements and information therein not misleading in any
material respect;
- 7 -
lb
' t;'.77F'7 t(1
90- '738
PrnJ !, n r I;
(c) that the financial statements and the other
financial and statistical data relating to the City
included in the Offering Memorandum are true and correct
as of the date of such certificate;
(D) that no obligations issued or guaranteed by the
City are in default as to payment of principal or
interest or have been in default as to payment of
principal or interest at any time after, December 31#
1975.
(iv) An opinion, dated the day of Closing, of Counsel to the
City, addressed to the City and to the Underwriters, in form and
substance satisfactory to the Representative and counsel to the
Underwriters to the effect that:
(A) the City is a municipal corporation of the
State of Florida,, duly organized and validly existing and
has full legal right, power and authority to adopt and
perform its obligations under the Resolution and the Bond
Documents, and to authorize, execute and deliver and to
perform its obligations under this Agreement,
(B) the City has duly authorized, executed and
delivered the Bond Documents, and assuming the due
authorization, execution and delivery of the Bond
Documents by the other parties thereto, such instruments
constitute legal, binding and valid obligations of the
City, enforceable in accordance with their respective
terms; provided, however, the enforceability thereof may
be subject to bankruptcy, insolvency, reorganization,
moratorium and other similar laws affecting creditors'
rights generally and subject, as to the enforceability
thereof, to the exercise of judicial discretion in
accordance with general principles of equity,
(C) with respect to the information in the Prelimi-
nary Offering Memorandum and the offering Memorandum
contained under the headings "Authority for the Issue",
"Purpose for the Notes", "Description for the Notes",,
"Security for the Notes" and "Litigation",, and based upon
participation in the preparation of the Preliminary,
Offering Memorandum and the Offering Memorandum; Counsel.
to the City has no reason to believe such information
contains any untrue statement of a material fact or omits
to state a material fact required to be stated therein or
necessary to make the statements made therein, in light,
of the circumstances under which they were made, not,
misleading,
(D) the Offering Memorandum has been duly autho.
rized, executed and delivered by the City, and the City
has consented to the use of the Preliminary Offering
8
90- 738,
fl.1 � -1 �) -) (I ;, " n , -' 1 1-,
ni llt;ls, , ,)!:�.x "l, I 6
C, I M -1 f ) I t-7 0 pa i I I n f- it,'
0
Memorandum and the Offering Memorandum by the Underwrit-
ers 0
(B) the adoption of the Resolution and the authori-
zation, execution and delivery of the Bond Documents and
the Series 1990 Notes, and compliance with the provisions
hereof and thereof, will not conflict with, or constitute
a breach of or default under any law, administrative
regulation, consent decree, ordinance, resolution or any
agreement or other instrument to which the City was or is
subject, as the case may be, nor will such enactment,
adoption, execution, delivery, authorization or compli-
ance result in the creation or imposition of any lien,
charge or other security interest or encumbrance of any
nature whatsoever upon any of the property or assets of
the City, except as set forth in the Offering Memorandum,
or under the terms of any law, administrative regulation,
ordinance, resolution or instrument except as expressly
provided by the Resolution,
(F) all approvals, consents, authorizations and
orders of any governmental authority or agency having
jurisdiction in any matter which would constitute a
condition precedent to the performance by the City of its
obligations hereunder and under the Resolution and the
other Bond Documents have been obtained and are in full
force and effect,
(G) the City is lawfully empowered to pledge the ad
valorem taxes collected by the City during the fiscal
year ending September 301 1991 to the repayment of the
Series 1990 Notes, and the Series 1990 Notes are valid,
binding and enforceable, in accordance with their terms,
subject to bankruptcy, insolvency, reorganization,
moratorium or similar laws relating to or affecting the
enforcement of creditors' rights generally and to the
exercise of judicial discretion in accordance with
general principles of equity,
(H) there is no action, suit, proceeding, inquiry
or investigation, at law or in equity, before or by any
court, government agency, public board or body (state or
federal), pending or, to the knowledge of Counsel to the
City, threatened against the City, (1) affecting, the
corporate existence of the City or the title to office of
any officer of the City or affecting or seeking to
prohibit, restrain or enjoin the sale, issuance or
delivery of the Series 1990 Notes or the application of
the proceeds thereof, or contesting or affecting as to
the City the validity or performance of, or, in any
respect relating to, the Series 1990 Notes, the Resolu-
tion, this Note Purchase Agreement, or the pledge of.the
ad valorem taxes collected by the City or the levy,
- 9 -
90 '738
f
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IC#i Aj , ! � f. fl �'�mT )a.i.fr ns
iL 1L'f 1t'il'c;.70
assessment or collection of ad valorem taxes pledged to
the payment of the Series 1990 Notes, or contesting the
exclusion from gross income for federal income tax
purposes of interest on the Series 1990 Notes, or
contesting the completeness or accuracy of the Offering
Memorandum or any supplement or amendment thereto or
contesting the powers of the City or any authority for
the issuance of the Series 1990 Notes, the adoption of
the Resolution, or the execution and delivery by the City
of this Note Purchase Agreement; or (2) involving any of
the property or assets under the control of the City that
involves the possibility of any judgment or uninsured
liability that would result in any material adverse
change in the business, properties, assets or the
condition, financial or otherwise, of the City which
could adversely affect the transactions contemplated
hereby, and
(I) such other matters as Bond Counsel or Counsel
to the Underwriters shall reasonably request.
(v) A letter of Moody's Investors Service evidencing
that such rating agency has issued an "VMIG-1" rating for the
Series 1990 Notes, and a letter of Standard & Poor's Corpora-
tion evidencing that such rating agency has issued an 11SP-1"
rating for the Series 1990 Notes.
(vi) Letter from the City Attorney updating outstanding
litigation involving claims against the City.
(vii) Such additional certificates, instruments or
opinions as Counsel to the City, Bond Counsel or the Under-
writers and their counsel may deem reasonably necessary or
desirable.
9. Termination. The Underwriters, through the Representa-
tive, may terminate this Agreement by notification to the City, if
at the time of or prior to the Closing (a) legislation shall be
enacted by the Congress of the United States or adopted by either
the United States Senate or House of Representatives or recommended
by the President of the United States to the Congress for passage
or favorably reported for passage to either House of Congress by
any committee of the House and Senate or a.decision by a Court of
the United States, including the United States Tax Court shall be
rendered or a ruling, regulation or official statement by or on
behalf of the Treasury Department of the United States, the
Internal Revenue Service, or other governmental agency_ shall be
made, with respect to federal taxation upon interest on the Series
1990 Notes or other action or events shall have occurred which have
the purpose or effect, directly or indirectly, of materially
adversely affecting the federal income tax consequences of any of
the transactions contemplated in connection herewith, and in the
reasonable opinion of the Representative, materially adversely
- 10 -
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%iir> ��cl :C>>�:ILfSJ.f'i7�JFiC1 t.,� la�il({ jtl
•
4, 0
affects the market for the Series 1990 Notes or the sale by the
Underwriters of the Series 1990 Notes, or (b) legislation shall, be
enacted or any action shall be taken by the Securities and Exchange
commission which, in the reasonable opinion of the Representative
and Counsel to the Underwriterst has the effect of requiring the
contemplated distribution of the Series 1990 Notes to be registered
under the Securities Act of 1933, an amended, or the Resolution to
be qualified under the Trust Indenture Act of 1939, as amended, or
there shall exist a atop order, ruling or regulation by the
Securities and Exchange commission the effect of which is that the
issuance, offering or sale of the Series 1990 Notes, as contemplat-
ed hereby or by the offering Memorandum, is in violation of any
provision of the Securities Act of 1933, as amended and as then in
effect, or of the Securities Exchange Act of 1934, as amended and
as then in effect, or that the Resolution is not exempt from
qualification pursuant to the Trust Indenture Act of 1939, as
amended and as then in effect; or (c) there shall exist any event
which in the reasonable judgment of the Representative either (i)
makes untrue or incorrect in any material respect any statement or
information contained in the Offering Memorandum or (ii) is not
reflected in the Offering Memorandum but should be reflected
therein or in an attachment thereto in order to make any statements
and information contained therein not misleading in any material
respect; or (d) there shall have occurred any new outbreak of
hostilities or other national or international calamity or crisis,
or worsening of any existing outbreak, calamity or crisis, the
effect of which in each case on the financial markets or the United
States being such as to materially adversely affect the marketabil-
ity of the Series 1990 Notes; or (e) there shall be in force a
general suspension of trading on the New York Stock Exchange or
minimum or maximum prices for trading shall have been fixed and be
in force or maximum ranges for prices for securities shall have
been required and be in force on the New York Stock Exchange
whether by virtue of a determination by the New York Stock Exchange
or by order of the Securities and Exchange Commission or any other
governmental authority having jurisdiction; or (f) a general
banking moratorium shall have been declared by either federal,
Florida or New York authorities having jurisdiction and then in
force the effect of which on the financial markets: of the United
States is such as, in the reasonable judgment of the Representa-
tive, would materially adversely affect the market for the Series
1990 Votes or the sale by the Underwriters of the Series 1990
Notes; or (g) any litigation shall be instituted or be pending at
Closing to restrain or enjoin the issuance, sale or delivery of the
Series 1990 Notes, or that in any way contests or affects any
authority for the validity of the Series 1990 Notes or any of the
Bond Documents, the pledge or application of any moneys or
securities provided for the payment of the Series 1990 Notes, or
the existence or powers of the City; or (h) the City has, without
prior written consent of the Underwriters, offered or issued any
bonds, notes or other obligations for borrowed money, or incurred
any material liability direct or indirect, or there has been an
adverse change of a material nature in the financial position,
90- 738..
I C. .11 � 9 4 ! f, vv
I Fa PD 9 W
f) -71 n I 4r
results or operation or condition, financial or otherwise of the
City in either case other than in the ordinary course of its
business, or other than as contemplated in the Offering Memorandum
which change could adversely affect the transactions contemplated
hereby.
If the City shall be unable to satisfy the conditions to the
obligation of the Underwriters to purchase, to accept delivery of
and to pay for the Series 1990 Notes contained in this Agreement
and the Underwriters do not waive such inability in writing, or if
the obligations of the Underwriters shall be terminated for any
reason permitted by this Agreement, this Agreement shall be
terminated and neither the Underwriters nor the City shall have any
further obligations hereunder, except as provided in Sections 10,
11 and 12 hereof. However, the Representative may, in its
discretion, waive, by written notice, one or more of the conditions
imposed by this Agreement and proceed with the Closing.
10. Expenses. (a) The Underwriters shall be under no
obligation to pay, and the City shall pay, all expenses incident to
the performance of the City's obligations under this Agreement,
including, without limitation, (i) the cost of preparation,
printing and distribution of the Offering Memorandum (including any
Preliminary Offering Memorandums, or amendments or supplements
thereto), (ii) the cost of the preparation, printing and execution
of the Series 1990 Notes, (iii) the fees and disbursements of Bond
Counsel and Counsel to the City, (iv) the fees and disbursements of
the Paying Agent, the City's Financial Advisors, the City's
independent public accountants, and of any other experts, advisors
or consultants retained to assist the City, (v) fees for bond
ratings, (vi) the cost of reproducing all necessary copies of any
of the Bond Documents, and (vii) all travel and other out-of-pocket
expenses of the City's staff and officials as incurred in connec-
tion with the Closing; all such expenses to be paid by the City as
issuance costs, as permitted under the Resolution.
(b) The Underwriters shall pay (i) all underwriting and
advertising expenses in connection with the public offering and
distribution of the Series 1990 Notes, (ii) the fees and disburse-
ments of Counsel to the Underwriters, (iii) the cost of preparation
and printing of the blue sky memorandum, (iv) the cost of the
preparation and printing of any agreement among underwriters or
selling group agreement and this Note Purchase Agreement, and (v)
all travel and out-of-pocket expenses of the Underwriters.
11. Survival of Contract. The respective agreements,
representations and warranties and other statements of the City,
the Representative and their respective officials, officers and
partners set forth in, or made pursuant to, this Note Purchase
Agreement will remain in full force and effect regardless of any
investigation, or statement as to the results thereof, made by or
on behalf of the City, the Representative or any of their respec-
tive officials, officers, partners or directors or any controlling
- 12 -
9.0-- '738
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•
parson, and will survive delivery and payment of the Series 1900
Notes.
it
12. Benefit, This Note Purchase Agreement is made for the
111 benefit of the parties hereto (including the successors or assigns
3 of the Representative). No other person shall acquire or have any
a right hereunder or by virtue hereof.
13. Execution in.Counterbarts. This Note Purchase Agreement
U may be executed in any number of counterparts, all of which taken
together shall be one and the same instrument, and any parties
hereto may execute this Note Purchase Agreement by signing any such
counterpart. The execution of this Note Purchase Agreement has
been duly authorized by the commission of the City, and the
Commission has delegated the authority for execution of this Note
Purchase Agreement to the Mayor or the City Manager.
14. Notices. Any notices or other communications to be given
to the City under this Note Purchase Agreement may be given by
mailing the same to the Director of Finance of the City of Miami,
Florida at 3006 Aviation Avenue, Miami, Florida 33131 and any such
notice or other communication to be given to the UndE;*writers may
be mailed to the Representative, One Chase Manhattan Plaza, New
York, New York 10081, Attention: Director: Municipal Finance
Division.
15. Severability. The invalidity or enforceability of any
provision of this Note Purchase Agreement as to any one or more
jurisdictions shall not affect the validity or enforceability of
the balance of this Note Purchase Agreement as to such jurisdiction
or jurisdictions, or effect in any way such validity or enforce-
ability as to any other jurisdiction.
16. Waiver or Modification. No waiver or modification of any
one or more of the terms and conditions of this Note Purchase
Agreement shall be valid unless in writing and signed by the party
or parties making such waiver or agreeing to such modification.
13 - .90' 738
17 JCS: rid .il �t t.'ti �.
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sb
17 - ft-.,ruing—La This Note Purchase Agreement shall be
governed by and construed in accordance with the laws of the State
of Plorida.
ACCEPTED, local time
on 1990.
APPROVED AS TO FORM
AND CORRECTNESS
Hy-
City Attorney
Very truly yours,
Chase 86curities, Inc.
for itself and as Representative
of the.Underwriters
V oe President
THE CITY OF MIAMI, FLORIDA
city Manager
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SCHEDULE
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LIST or tft DIRWATTEIRS
;. Ch'ae:. Sec' utitieat .
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Company.
I. American Government Certificates
& Funds Corp.
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In the opinion of Co -bond Counsel, ASSUMing continuing compliance with certain tax W46fiantg, under existing It", regulations, rulings - And Judicial
decisions, interest on the Notes It (1) excluded from gross Income for federal Income tax purposes and (ii) it not an item Of tax preference for purposes
of the federal slt6ftatht thifilfiluth tax imposed on individuals or corporations. See, however, t I he caption qAX MATIMRS, herein for a dektiptidn of
certain Other federal tax conattluefteft of owh6tkhtP of the Notes. 6-bond CountAl aft further of the opinion that the Notes and the Ifitateat thereon.
are exempt from taxation under the laws of the State of Illorids, except in to estate taxes and taxes imposed by Chapter 2M, Modda Statutes, On Interest,
a,
income or profits on debt obligations owned by corporations, a defined In said Chapter 220, Florida Statutes.
$15,000po
THE CITY OF MIAMIt FLORIDA
Tax Anticipation Notes, Series 1990
Dated Date: Date of Delivery Due: September 11591,
Rate.- % Price %
Yield,.
The Tax Anticipation Notes, Series 1990 (the "Notes"), are being issued by The City of Miami, Florida (the 'City")
for the purpose of providing funds to pay the appropriations made by the City for the fiscal year ending September 30, 1991
(the "Fiscal Year") in anticipation of the receipt of ad valorem taxes collected by the City during the Fiscal Year (the "Pledged
Funds") and to pay a portion of the costs of issuance of the Notes. The Notes, when issued, will be registered in the name
of Cede & Co., as nominee of The Depository Trust Company, New York, New York ("DTC"), acting as securities depository
for the Notes. Individual purchases of the Notes will be made in book -entry form only in denominations of $5,000 or any
integral multiple thereof. Purchasers of the Notes will not receive physical delivery of note certificates. Transfers of the Notes
will be effected through a book -entry system as described herein. Payments of interest on and principal of the Notes will be
made to Cede & Co., as nominee for DTC as registered owner of the Notes, by Southeast Bank, NA., MiamL Florida, as
paying agent (the "Paying Agent"), to be subsequently disbursed to the beneficial owners of the Notes.
The principal of and interest on the Notes shall be paid at maturity. The Notes are not subject to redemption prior
to maturity.
The principal of and the Interest on the Notes Is payable solely from and secured solely by a prior lien on and.
pledge of the City's ad valorem taxes collected during the Fiscal Witr'whlch constitute the Pledged Funds. The Notes.do
not constitute a general obligation of the City and neither the full faith and credit nor the taxing power of the City, Dade
County, Florida or the State of Florida or any political subdivision thereof or, governmental authority or body therein are
pledged to the payment of the principal of or Interest on the Notes, except for the Pledged Funds.
The Notes are offered when, as, and if issued and received by the Underwriters, subject to the unqualified opinion as'-.:
to legality by Fine Jacobson Schwartz Nash'Block & England, Miami, Florida and the Law Offices of Manuel Alonso-roch,,
PA., Coral Gables, Florida, Co -Bond Counsel. Certain matters will be passed on for the Underwriters by Robinson & Cole,
Mi4 i
Hartford, Connecticut, and Kubi* Draper, Gallagher & McGrane, PA., Miami, Florida. Howard Gary & Company, am,
Florida, and Raymond James & Associates, Inc., St. Petersburg, Florida, are serving as financial advisors to the City. It is
.
expected that the Notes in book -entry form will be available for delivery in New York, New York on or about October ,1990.
Chase Securities, Inc.
M. R. Beal & Company
American G. vernment Certificates & Funds, Corp.
Dated: October 1990
09 n1_6
Subject to chasp
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MEMBERS OF THE BOAR OF CrrV COMMISSIOSERS
XAVIER L. SUAREZ, MAyot
MILLER J. DAWKINS mce-mayot
ati
DA. MML41A ALONSO
VICTOR H. DeYVIME
4:
J. L. PLUMMER, JR.
CITY OFFICIAIS
City Manager CESAR H. ODIO
City Attorney JORGE L. FERNANDEZ, Esq.
Director of Finance CARLOS E. GARCIA, C.P.A.
City Clerk MATTY HIRAI
Co -Bond Counsel
FINE JACOBSON SCHWARTZ NASH BLOCK & ENGLAND
MiaraL Florida
1LAW'OFFICES OF MANUEL ALONSO-PO CH, P.A.
CoralGables, Florida
Financial Advisoi
HOWARD GARY & COMPANY
Miami, Florida
RAYMOND JAMES & ASSOCIATES, INC.
St. Petersburg, Florida
"M
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9n:1 AS r's 3!-soc I
beleb no lcn ims J gCi
REGARDING THE USE OF THIS OFFERING MEMORANDUM
No dealer, broker, salesperson or other person has been authorized by The City of Miami, Florida to give
any information or to make any representations other than those contained herein and, if given or made, such other
information or representation must not be relied upon as having been authorized by the City, This Offering
Memorandum does not constitute an offer to sell or a solicitation of an offer to buy any Notes not shall there be any
sale of the Notes to any person in any jurisdiction in which it is unlawful to make such an offer, solicitation or sale,
This Offering Memorandum is not to be construed as a contract with the purchasers of the Notes,
Statements contained in this Offering Memorandum which involve estimates, forecasts or matters of opinion, whether
or not expressly so described herein, are intended solely as such and are not to be construed as a representation of
fact.
The information set forth herein has been obtained from The City of Miami and other official sources which
are believed to be reliable but is not guaranteed as to accuracy or completeness by, and is not to be construed as a
representation by, the Underwriters. The information and expressions of opinions herein are subject to change
without notice and neither delivery of this Offering Memorandum nor any sale made hereunder shall, under any
circumstances, create any implication that there has been no change in the affairs of the City since the date hereof.
This offering Memorandum is submitted in connection with the sale of the Notes and may not be reproduced
or used, in whole or in part, for any other purpose.
IN CONNECTION WITH THIS OFFERING, THE UNDERWRITERS MAY OVER -ALLOT OR EFFECT
TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE NOTES AT A LEVEL
ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF
COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
THE NOTES HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE
COMMISSION UNDER THE SECURITIES ACT OF 1933, AS AMENDED, NOR HAS THE RESOLUTION BEEN
QUALIFIED UNDER THE TRUST INDENTURE ACT OF 1939, IN RELIANCE UPON EXEMPTIONS
CONTAINED IN SUCH ACTS. THE REGISTRATION OR QUALIFICATION OF THE NOTES IN ACCOR-
DANCE WITH APPLICABLE PROVISIONS OF THE SECURITIES LAWS OF THE STATES, IF ANY, IN WHICH
THE NOTES HAVE BEEN REGISTERED OR QUALIFIED AND THE EXEMPTION FROM REGISTRATION
OR QUALIFICATION IN CERTAIN OTHER STATES CANNOT BE REGARDED AS A RECOMMENDATION
THEREOF. NEITHER THESE STATES NOR ANY OF THEIR AGENCIES HAVE PASSED UPON THE MERITS
OF THE NOTES OR THE ACCURACY OR COMPLETENESS OF THIS OFFERING MEMORANDUM. ANY
REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE.
90-
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•
TABLE OF CONTENTS
MMODUCTION
.............
AUT11ORMY"POR THE ISSUE ...... ..............
PURPOSE OF THE NOTES ..........................
DESCRIPTION OP THE NOTES
. . . . . . . . .. . . . . . .
A
t
SECUR" ITY FO R' THE NOTES
............................................
REGISTRATION,
EXCHANGE AND TRANSFER . . . . . . . .
TAX MATTERS
LITIGATION .................. ........... .......... 4
RATING
c 6 .
UNDERWRITING
................. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 5
FINANCIAL ADVISORS
.................... . . . . . . . . . . . . . . . . . . . . . . . . . .
AUDITORS..
. . . . . .
5
LEGALITY
.................................. .......... ........... �a.
MISCELLANEOUS
APPENDIX A - GENERAL PURPOSE FINANCIAL STATEMENTS
... 6 ................... A
APPENDIX B THE RESOLUTION
.................. ............... B'1-
APPENDIX -C = FORM OF LEGAL OPINION r
......... ..........
APPENDIX D LITIGATION LETTER OF CITY ATTORNEY
.............. ................ D 1
gA
18
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OfferingMemorandum
$1300009000"
THE CITY OF MIAMI, FLORIDA
Tax Anticipation dotes, aeries 1990
INTRODUCTION
The purpose of this Offering Memorandum, including the cover page and all appendices, is to set forth
certain information in connection with the sale by The City of Miami, Florida (the "City'), of its $15,000,0V
aggregate principal amount of `pax Anticipation Notes, Series 1990 (the "Notes").
AMORM FOR THE ISSUE
The Notes are being issued pursuant to the Constitution and laws of the State of Florida, particularly Chapter
166, Florida Statutes, as amended, and pursuant to the Charter of the City, as amended (collectively, the "Act"), and
a resolution duly adopted by the City on September 27,1990 (the "Resolution"). A copy of the Resolution is included
as APPENDIX H hereto. Capitalized terms used herein and not defined shall have the meaning ascribed to them
in the Resolution. For a complete description of the terms and conditions of the Notes, reference is made to the
Resolution. The description of the Notes and the documents authorizing and securing the Notes and the information
from reports contained herein do not purport to be comprehensive or definitive. All references herein to the Notes
and such documents and reports are qualified in their entirety by reference thereto.
PURPOSE OF THE NOTES
The Notes are being issued for the purpose of providing funds to pay the appropriations made by the City
Commission of the City for the fiscal year of the City ending September 30,1991(the "Fiscal Year") in anticipation
of the receipt of the City's ad valorem taxes for such Fiscal Year and to pay a portion of the costs of issuance of the
Notes.
DESCRIPTION OF THE NOTES
The Notes will be dated the date of their original issuance and delivery and shall be issued in fully registered
form in the denominations of $5,000 maturity amounts or any integral multiple thereof and, when issued, will be
registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York
("DTC"). Purchases of beneficial interests in the Notes will be made in book -entry -only form (without certificates)
in' the denomination of $5,000 or any integral multiple thereof.
Book -Entry -Only System
DTC will act as securities depository for the Notes. The Notes shall initially be issued exclusively is
"book -entry" form and ownership of one fully registered Note in the aggregate principal amount of $15,000,000*.will
be initially registered in the name of "Cede & Co." as nominee of D i C.
DTC is a limited -purpose trust company organized under the laws of the State of New York, a member of
the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial
Code, and a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act
of 1934, as amended. DTC was created to hold securities of its participants (the "DTC Participants") and to facilitate
the clearance and settlement of securities transactions among DTC Participants through electronic book -entry changes
in accounts of the DTC Participants, thereby eliminating the need for physical movement of certificates. DTC
Subject to change
9.0- '738
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Participants include securities brokers and dealers, banks, trust companies, clearing corporations and certain other
organisations, some of which (and/or their representatives) own DTC. Access to the DTC system is also available
to others such as banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship
with a DTC Participant, either directly or indirectly.
For the purposes of this Offering Memorandum, the term "Beneficial Owner" shall mean the person for whom
the DTC Participant acquires an interest in the Notes. Ownership interests in the Notes may be purchased by or
through DTC Participants. Neither the DTC Participants not the Beneficial Owners will receive Notes, but each
DTC Participant will instead receive a credit balance in the records of DTC in the amount of such Participant's.
interest in the Notes, which will be confirmed in accordance with DTC's standard procedures. Each Beneficial Owner
may desire to make arrangements with the DTC Participant from whom it has purchased an ownership interest in
the Notes, to receive a credit balance in the records of such DTC Participant, and to have all notices of redemption
or other communications of the City to DTC, which may affect such Beneficial Owner, forwarded in writing by such
DTC Participant and to receive notification of all payments.
As long as CEDE & Co. or its registered assignee is the registered owner of the Notes, the City shall be
entitled to treat the person in whose name any Note is registered as the absolute owner thereof for all purposes of
the Resolution and any applicable laws, notwithstanding any notice to the contrary received by the City, and the City
shall have no responsibility for transmitting payments to, communicating with, notifying, or otherwise dealing with
any Beneficial Owners of the Notes.
DTC will receive payments on the Notes from Southeast Bank, N.A., of Miami, Florida, as paying agent (the
"Paying Agent") to be remitted to the DTC Participants for the subsequent disbursement to the Beneficial Owners.
The ownership interest of each Beneficial Owner in the Notes will be recorded on the records of the DTC
Participants, whose ownership interest will be recorded on a computerized book -entry system operated by DTC. For
as long as any purchaser is the Beneficial Owner of a Note, he must maintain an account with a broker or dealer who
is, or acts through, a DTC Participant, in order to receive payments on such Note. The City cannot and does not
give any assurances that DTC, DTC Participants or others will distribute payments on the Notes paid to DTC or its
nominee, as the registered owner, or any notices to the Beneficial Owners or that they will do so on a timely basis
or will serve and act in a manner described in this Offering Memorandum. The City is not responsible or liable for
the failure of DTC, DTC Participants or others to make any payment or give any notice to a Beneficial Owner in
respect of the Notes or any error or delay relating thereto.
When reference is made to any action which is required or permitted to be taken by the Beneficial Owners,
such reference shall only relate to those permitted to act (by statute, regulation or otherwise) on behalf of such
Beneficial Owners for such purposes. When notices are given, they shall be sent by the City to DTC. DTC shall
forward (or cause to be forwarded) the notice to the DTC Participants so that such Participants may forward (or
cause to be forwarded) the Notices to the Beneficial Owners.
Beneficial Owners will receive a written confirmation of their purchase detailing the terms of the Notes
acquired. Transfers of ownership interest in the Notes will be accomplished by book entries made by DTC and the
DTC Participants who act on behalf of the Beneficial Owners of the Notes. Beneficial Owners will not receive
certificates representing their ownership interest. Payments on the Notes will be paid by the Paying Agent to DTC,
then paid by DTC to the DTC Participants and thereafter paid by the DTC Participants to the Beneficial Owners
when due.
For every transfer and exchange of the Notes, the Beneficial Owner may be charged a sum sufficient to cover
any tax, fee or other governmental charge that may be imposed in relation thereto.
DTC may determine to discontinue providing its services with respect to the Notes at any time by giving
notice to the City and discharging its responsibilities with respect thereto under applicable law. In addition, the City
may determine that the use of DTC is no longer in the best interests of the Beneficial Owners. If either of such
determinations is made, and the City identifies another qualified securities depository to replace DTC, the City will
-2-
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Participants include securities brokers and dealers, banks, trust companies, clearing corporations and certain other
organlzations, some of which (and/or their representatives) own DTC. Access to the DTC system is also available
to others such as banks, brokers, dealers and trust companies that clear through or maintain a custodial relationship
with a DTC participant, either directly or indirectly.
For the purposes of this Offering Memorandum, the term "Beneficial Owner" shall mean the person for whom
the DTC participant acquires an interest in the Notes. Ownership interests in the Notes may be purchased by or
through DTC participants. Neither the DTC participants not the Beneficial Owners will receive Motes, but each
DTC Participant will instead receive a credit balance in the records of DTC in the amount of such Participant's
interest in the Notes, which will be confirmed in accordance with DTC's standard procedures. Each Beneficial Owner.
may desire to make arrangements with the DTC Participant from whom it has purchased an ownership interest in
the Notes, to receive a credit balance in the records of such DTC Participant, and to have all notices of redemption
or other communications of the City to DTC, which may affect such Beneficial Owner, forwarded in writing by such
DTC Participant and to receive notification of all payments.
As long as CEDE & Co. or its registered assignee is the registered owner of the Notes, the City shall be
entitled to treat the person in whose name any Note is registered as the absolute owner thereof for all purposes of
the Resolution and any applicable laws, notwithstanding any notice to the contrary received by the City, and the City
shall have no responsibility for transmitting payments to, communicating with, notifying, or otherwise dealing with
any Beneficial Owners of the Notes.
DTC will receive payments on the Notes from Southeast Bank, N.A., of Miami, Florida, as paying agent (the
"Paying Agent") to be remitted to the DTC Participants for the subsequent disbursement to the Beneficial Owners.
The ownership interest of each Beneficial Owner in the Notes will be recorded on the records of the DTC
Participants, whose ownership interest will be recorded on a computerized book -entry system operated by DTC. For
as long as any purchaser is the Beneficial Owner of a Note, he must maintain an account with a broker or dealer who
is, or acts through, a DTC Participant, in order to receive payments on such Note. The City cannot and does not
give any assurances that DTC, DTC Participants or others will distribute payments on the Notes paid to DTC or its
nominee, as the registered owner, or any notices to the Beneficial Owners or that they will do so on a timely basis
or will serve and act in a manner described in this Offering Memorandum. The City is not responsible or liable for
the failure of DTC, DTC Participants or others to make any payment or give any notice to a Beneficial Owner in
respect of the Notes or any error or delay relating thereto.
When reference is made to any action which is required or permitted to be taken by the Beneficial Owners,
such reference shall only relate to those permitted to act (by statute, regulation or otherwise) on behalf of such
Beneficial Owners for such purposes. When notices are given, they shall be sent by the City to DTC. DTC shall
forward (or cause to be forwarded) the notice to the DTC Participants so that such Participants may forward (or
cause to be forwarded) the Notices to the Beneficial Owners.
Beneficial Owners will receive a written confirmation of their purchase detailing the terms of the Notes
acquired Transfers of ownership interest in the Notes will be accomplished by book entries made by DTC and the
DTC Participants who act on behalf of the Beneficial Owners of the Notes. Beneficial Owners will not receive
certificates representing their ownership interest. Payments on the Notes will be paid by the Paying Agent to DTC,
then paid by DTC to the DTC Participants and thereafter paid by the DTC Participants to the Beneficial Owners
when due.
For every transfer and exchange of the Notes, the Beneficial Owner may be charged a sum sufficient to cover,
any tax, fee or other governmental charge that may be imposed in relation thereto.
DTC may determine to discontinue providing its services with respect to the Notes at any time by giving
notice to the City and discharging its responsibilities with respect thereto under applicable law. In addition, the City
may determine that the use of DTC is no longer in the best interests of the Beneficial Owners. If either of such
determinations is made, and the City identifies another qualified securities depository to replace DTC, the City will
-2-
90- 738
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make arrangements with DTC and such other depository to effect such replacement and deliver replacement Notes
registered In the time of such other depository and Its nominee In exchange for the outstanding Notes, If the City
fails to Identify another qualified securities depository to replace DTC, the City is obligated to deliver Notes as
described In. the Resolution.
In the event of an insolvency of DTC, if DTC has insufficient securities in the fungible bulk of securities in
its custody (e.g., due to theft or loss) to satisfy the claims of its Participants with respect to deposited securities find
is unable by (1) application of cash deposits and securities pledged to DTC to protect DTC against losses and
liabilities; (2) the proceeds of insurance maintained by DTC and/or its Participants; or (3) other resources, to obtain
securities necessary to eliminate the insufficiency, Participants may not be able to obtain all of their deposited
securities.
SECURM FOR THE NOTES
The principal of and interest on the Notes shall be payable solely from the City's ad valorem takes collected
during the Fiscal Year (the "Pledged Funds"). Neither the full faith and credit nor the taxing power of the City, Dade
County, Florida or the State of Florida or any political subdivision thereof or governmental authority or body therein
are pledged to the payment of the principal of or interest on the Notes, except for the Pledged Funds.
Commencing on December 1, 1990, the Director of Finance shall withdraw from the General Fund of the
City all Pledged Funds as received and deposit the amount so withdrawn to the credit of a special fund called the
Note Fund created under the terms of the Resolution (the "Note Fund") until the amount then to the credit of the
Note Fund on the first day of the indicated months equals the following percentages of the sum of the principal of
and interest on the Notes to be paid at maturity.
Percentage of
Month
Note Fund Requirement
December
25%
January
15%
February
10%
March
10%
April
10%
May
10%
June
7%
July
August 5%
September
Total 100%
If the amount so deposited in any month to the credit of the Note Fund shall be less than the required
amount for such month, the requirement therefor shall nevertheless be added to the amount otherwise required to
be deposited in each month thereafter until such time as such deficiency shall have been made up. Pledged Funds
deposited to the credit of the Note Fund in excess of the monthly deposit requirement set forth above shall be
credited against future Note Fund deposit requirements as the Director of Finance may determine. Payments into
the Note Fund shall be adjusted to give credit for investment earnings then on deposit in the Note Fund and to make
up any deficit in the required cumulative balance attributable to investment losw& Moneys in the Note'Fundshall 'sha
be trust funds and shall beat all times secured as are other deposits of public funds or invested as permitted. under
the Act.
3-
90- 738''
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The City will not create or suffer to be created any lien or charge upon the pledged 1~unds ranking equally
with or prior to the Notes, except for direct obligations of the City for which the full faith, credit and taxing power
of the City have been pledged.
PSGISUATION, EXCHANGE AND TRANSVER
As long as a book -entry system is used for determining beneficial ownership of Notes, registration, transfer
and exchange of Notes will occur as described under "Book -Entry -Only System",
TAX MAT1" RS
In the opinion of Co -Bond Counsel, interest on the Series 1990 Notes (i) is excludable from gross income
for federal income tax purposes and (ii) is not an item of tax preference for purposes of federal alternative minimum
tax imposed on individuals and corporations. Interest on the Series 1990 Notes, however, will be included in the
adjusted net book income of certain corporations for taxable years beginning in 1989 and such corporations are
required to include in the calculation of alternative minimum taxable income 50% of the excess of such corporation's
adjusted net book income over its alternative minimum taxable income (determined without regard to this adjustment
and prior to reduction for certain net operating losses). For taxable years beginning after 1989, the use of "book
income" is to be replaced with the concept of "aed current earnings". For such taxable years, the alternative
minimum taxable income of certain corporations ust be increased by 75% of the excess of such corporation's
adjusted current earnings over its alternative minimum taxable income (determined without regard to this adjustment
and prior to reduction for certain net operating losses).
In rendering the opinion contained above, Co -Bond Counsel has assumed continuing compliance with the
requirements of the Internal Revenue Code of 1986, as amended (the "Code"), that must be met after the issuance
of the Notes in order that interest on the Series 1990 Notes not be included in gross income for federal income tax
purposes. The City's failure to meet such requirements may cause interest on the Notes to be included in gross
income for federal income tax purposes retroactive to the date of issuance of the Series 1990 Notes. The City has
covenanted in the Bond Ordinance to comply with the requirements of the Code in order to maintain the exclusion
of the interest on the Notes from gross income for federal income tax purposes.
;,
Co -Bond Counsel is further of the opinion that the Series 1990 Notes and the interest thereon are exempt
from taxation under the laws of the State of Florida, except as to estate taxes and taxes imposed by Chapter 220,
Florida Statutes, on interest, income or profits on debt obligations owned by corporations, as defined in said Chapter
220, Florida Statutes.
The accrual or receipt of interest on the Series 1990 Notes may otherwiseaffect the federal income ''tax
liability of certain recipients such as corporations (including S corporations and foreign corporations operating
branches in the United States), property or casualty insurance companies, banks, thrifts or other financial institutions,
or certain recipients of social security benefits, among others. The extent of these other tax consequences will depend
upon the recipient's particular tax status or other, items of income or deduction. Co -Bond Counsel expresses no
opinion regarding any such consequences and investors are advised to consult their tax advisors as to the tax
consequences of purchasing or holding the Series 1990 Notes.
LITIGATION
There is not now pending any litigation restraining or enjoining the issuance or delivery of the Notes or the
levy or collection of taxes to pay the principal of or the interest on the Notes, or questioning the proceedings or
authorization under which the Notes are to be issued, or affecting the validity of the Notes. For a discussion of
pending litigation in which the City has a potential exposure of loss exceeding $500,000, see Appendix D,
"LJ TIGATION LETTER OF CITY ATTORNEY".
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RATING
The Notes have received ratings of from Moody's Investors Service, Inc., and from Standard
& Poor's Corporation, Generally, raft agencies base their ratings on the information and materials so furnished
A
and on investigations, studies and assumptions by the rating agencies. Such ratings reflect only the views of such
A
rating agencies, and an explanation of the significance of such ratings may be obtained from the rating agencies.
There is no assurance that the ratings will continue for any given period of time or that they will not be revised or
withdrawn entirely by the rating agencies, if in their judgment circumstances so warrant. A revision or withdrawal
of any such rating may have an adverse effect on the market price of the Notes.
UNDERWRITING
The Underwriters, Chase Securities, Inc., M. R. Beal & Company, and American Government Certificates
& Funds Corp., represented by Chase Securities, Inc., have agreed under certain conditions to purchase the Notes
from the City at a price of The Notes may be offered and sold to certain dealers, banks, and others at
•
prices lower than the initial offering prices, and such initial public offering prices may be changed from time to time
by the Underwriters.
FINANCIAL ADVISORS
The Financial Advisors for the City are Howard Gary & Company with offices located at 3050 Biscayne
Boulevard, Suite 603, Miam4 Florida 33137-4163, telephone number (305) 571-13W and Raymond James &
Associates, Inc. with offices located at 880 Carillon Parkway, St. Petersburg, Florida 33716, telephone number (813)
A
573-8255.
AUDITORS
The general purpose financial statements of the City set forth in this Offering Memorandum have been
examined by Deloitte & Touche, independent certified public accountants, for the fiscal year ended September 30,
1989, as stated in their report to the City Commission dated March 30, 1990 and are an integral part of this Offering
Memorandum. See Appendix A, "General Purpose Financial Statements".
LEGALITY
Certain legal matters incident to the validity of the Notes, including their authorization, issuance and sale
by the City are subject to the approval of Fine Jacobson Schwartz Nash Block & England, Miami, Florida, and the
Law Offices of Manuel Alonso-Poch, PA., Coral Gables, Florida, Co -Bond Counsel. Certain legal matters will be
passed upon for the City by Jorge L. Fernandez, Esq., the City Attorney, and for the Underwriters by Robinson &
Cole, Hartford, Connecticut, and Kubicki, Draper, Gallagher & McGrane, PA., Miami, Florida.
MISCELLANEOUS
So far as any statements made in this Offering Memorandum involve matters of opinion or of'estimates,
whether or not expressly stated, they are set forth as such and not as representations of fact. No representation is
made that any of the statements will be realized. Neither this Offering Memorandum nor any statement which may
have been made verbally or in writing is to be construed as a contract with the holders of the Notes.
The execution and delivery of this Offering Memorandum has been duly authorized by the City.
THE CITY OF MIAMI, FLORIDA
Mayor
90- 7
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APPENDIX
A • GENERAL PURPOSE FINANCIAL STATIMIgNoM
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APPtNDtX A
CITY OF MIAMlo FLORIDA
FINANCIAL SECTION OF THE
COMPREHENSIVE ANNUAL FINANCIAL REPORT
For the Fiscal Year Ended, September 300 1989
TABLE OF CONTENTS
titshlblt/
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Pate
Independent Auditors' Report ...................................::............
General pu*" rinanew Stat~ts
Combined Balance Sheet = All Fund Types
and Account G(oups......:::.:........................:............+...:. I
A— 3
Combined Statement of Revenues.
Expenditures and Changes in Fund
Balances - All Governmental Fund
Types and Expendable Trust Funds ........................................ it
A-5
Combined Statement of Revenues. Expenditures
and Changes in Fund Balances •' Budget
and Actual • General Fund, Special Revenue Funds
andDebt Service Funds ................................................... III
A- 6
Combined Statement of Revenues.
Expenses and Changes in Fund
Equity - All Proprietary Fund Types
and Pension Trust Funds ....................................:............. IY
A- 8
Combined Statement of Changes in
Financial Position - All
Proprietary Fund Types
andPension Trust Funds .................................................. V
A— 9
Notes to Financial Statements ............... ...............................
A-10 =
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Certified Public Accountants .
100 Southeast Second Street
Miami, Florida 33131.2139
telephone: (305) 389-4141
Facsimile: (30612884481
INDEPENDENT AUDITORS' REPORT
The of n Miami.
and City Commissioners
City
We have audited the accompanying general purpose
pnanciai statements of City of Miami, Florida as of
$eptember 30, 1989 and for the year then ended, listed in
the foregoing table of contents. These general purpose
firiamsi statements and the supplemental statements and
schedules discussed below are the responsibility of City of
Muni, Florida, administration. Our responsibility is to
e%press an opinion on these general purpose financial
statements based on our audit. We did not audit the
financial statements of the following component units:
t enoeete4eT Of TOW
FWW
SgE!2Mn unho
Aeseee
Revern�ee
Miami Sports and Exhibition
Authority',
Special Revenue Funds . , .....
26%
1 %
Debt Service Funds ..........
46%
17%
Capital Protects Funds ........
2%
4%
i Downtown Development
Authority -Special Revenue
Fund ........ I.............
1%
2%
Department of Off -Street
Parking —Enterprise Fund .....
16%
20%
Gusman Cultural Center and
Olympia Building --Enterprise
Fund ......................
1%
2%
Fire Fighters' and Police Officers'.
Retirement Trust and Cenral
Employees' and Sanitation
Employees' Retirement Trust --
Pension Trust Furids..
96%
100%
included for those entities, is based solely on the reocirts of
other auditors.
We conducted our audit in accordance with generally
accepted auditing standards. Those standards Neouire that
we plan and perform the audit to obtain reasonable
assurance about whether the general purpose financial'
statements are free of material misstatement. An audit
includes examining, on a • test bans, evidence supporting
the amounts and disclosures in the general purpose
financial statements. An audit also includes assessing the
accounting principles used and significant estimates made
by management, as well as evaluating the overall financial
statement presentation. We believe that our audit and the
reports of other auditors provide a reasonable bans for our
opinion.
In our opinion, based upon our audit and the reports of
other auditors, such general purpose financial statements
present fairly, in all material respects, the financial position
of City of Miami. Florida at September 30, 1989 and the
results of its opernons and the changes in the. financial
position of its proprietary and similar trust fund types for the
year then ended in Conformity with generally accepted
accounting principles.
Our audit also comprehended the combining and
individual fund and account group financial statements and
schedules listed in the foregoing table of contents. In our
opinion, based on our audit and the reports of other
auditors, such supplemental information, when considered
in relation to the general purpose financial statements,
presents fairly in all material respects the information shown
therein.
Those finanad sOWTients were audited by other
auditors whose report! thereon (which as to Guarneri S
Cultural Center and Olympia 8iaiding and Miami Sports and
Exhibition Authority con nin explanatory pwWaphs
described in Note 13 to tfie accompanying gen»ral purpose OelaKe & Touch*
financial statements, the eMects of which, in our opinion. March 30, ouch are not material in relation to this genral purpo" financial
$Moments) have been provided to us. and our oprwon
expressed herein. insofar as it relates to the, amounts
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CITY OF MIAMI. FLORIDA
COMBINED BALANCE SHEET -ALL FUND TYPES AND ACCOUNT GROUPS
SEPTEMBER 30.1989
on
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Al1SM AND OTIM DEEITS
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Assets:
Equity in Pooled cah and investrtni"
n 2(EI u, 1 :: - : t 7_225 S 5.516
cash and invistrtterNs
t 6.464 S62.077 S 2.624 S 449
S 4.612 S -
t' -
S 87.887
i 92.250
iNOIS 41 ...... 2.422
Forum cash an0 iroresgnertts, rock dgtp,
- - 2.062 -
20,724
-
25.208�
loom
accrued imwerost (Not"' 2(F) and 4 ...:. - -
fleceivabYts, not `a aroYwrwe Yx, ;
- - - -
643.053 -
-
643;063
488k dki
accounts of $2 348
I
Tax"Acx"rMs. .. 832 -
:. 2.607 3.357
Assessmom Yens
Proceeds kom
802 - - -
- 158 3.930 -
4-�� _
-
570 -
-
1,434
1 62
4;9E#3
w
sea4Niesaa� -
PwWon members'. corpnbwions -
- _- _-
1.402 -
308
-
4
1.402
5.23T
1.206
Due kom ogee kxi& (Note Sj 3,849 2,012
kom �
- 3,838 2,738 1,211
-
-
308
13.3
241
o lie 81 1,997 4.204
e
- 119 - -
- _
=
7
16.971
21GI1 _ _
assets ............... 197 42
_
_ _ 123 807
_
- -
-
S
&!�
s
Rodw
cash
astnctad and rnrestrttents, r�cp
accrued irNerest 2(H)
- - 1,883 -
1 -
--
2.233
1.469
(Notes 4 and 8(GII - 1.808
Pl query•2WWI
d:e71gtwnww, "m h
8.093 33.413 28.946 3.423
- -
_
75.883'
36.801
INotss 1�1 and
Band cssum" costs.rtel 1Noia 2(K)1....... - -
Qdwr debits:
- - 156.314 13.678
- 1.329 249
- 456.361
- -
-
-
625.261
1,578
5W,189
1.73i
AmOarq aAd" hx'`dd* service
Special ob borWs _ _
Subordvail ObIn
_ - - -
-
- -
- -
1.8W
8.214
1.690
8.214
1.309
Stort
llrSig awiable' in Debi _ -
SeM
- - -
84
7.787
Mtwrarws fund
Uartts Y
84
467
.... ..
ArrwuM abMPoridsd for retirement d
1,221
16.221
3.162
�sr�eral (onp,-temn'debt :r
eG rreral obYpNion bolls
....... S�pa<�al ob epMwn.bonds. and Yens
196.8m186.041
1 ,
Obgauon Debt -
..;:
- - _ -
'9868'
8&
H?,520
Accrued oompwtsated`atieabces _
Gowns
_ _ -
_88.50t
-
15Y
8 M
9; 299
:' _
and other payabYts'': _
= _ _ -
-
-' -
- -
580
48:12T
iir.58EIN
1 252'
Total assets and other dedts .:, .. .. , 516.507 :19.381 t18,228 $99 403- t200.082 ti9.715
t570,740 " t455:361''
- :.t6:i27 34.8%
'�
Z388. t1:7B53 3tia596:
�sanarruerO
l j
j
ticd',k. j
-
< 1
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srzP '�- '` I L :..• :..,
.... .__
.,
t
.-
•• ,.
,�.•
.:.
-.r"^.^:�lR�
_
.. ,. •..'.*. 1.:,,1in'. n'P w-r6:� o .M''.w.rr,t,. .,••y:::.•,�a. •.-:=,••_ _. _..s,,._-a_o�,atL�I1R
u41tiNi PiiYi ttRi"iliiii.Qi.41GWIfiMliutili"idi'�ii "II
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. .
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.
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JXHIBIT II
C"Y OP MIAMI. PLONIDA
COMIIINED STATEMENT OIL ANVINUEA. iniNENDITUNEs3. AND CHAW18 IN FUND
NALANCE8
ALL GOVIRNMENTAL
FUND TYVB AND WINDABLE TAUNT` pUQgW
FOR THE YEAH NDE MIIEN 30. 16"
On ftuwwk1
Revenues:
jr
Taxes (Note 31 ..........................
$111-568 $34,789 $28.463
S - 3 -�►
t174,81G
3188,831
Ucenses and permits .....................
6,330
--� .-�
8,330
6,399
Intergovernmental . . ......................
29, 738 31,167 --
1.629 6.088
88.600
66,018
-'
Intragovermmentel . . ......................
2,720 —
34,568
37,288
39, 113
Charges for services. .....................
3.297 —
— --
3,297
1.848
Contributions from employees and retirees ...
3.331
3.337
1,804
Assessment lien collections .
— — 1,904
--. —
1.904
2.403
Interest .. ....... . .....................
1,822 1.257 1,288
6.694 538
10,579
10,312
Other ..................................
1._.1,574 22.051 _218
3.014 262
7.117
13�,736,
Total revenues .......................
157.039 69,254 31,851
10,337 44,789
313.280
307,141
r
Expenditures:
i
-
Current
General government ...:................
19,513 —
19,513
20,205
1,
;
Public safety ..........................
118,808 2,894 —
— —
121,502
114,162
Public improvements ...................
11,523 — —
— —
11.523
12,521
Culture and recreation ..................
10,773 — --
-- —
10.773
10.321
Grants and related expenditures ..........
— 24,823 —
— —
24,823
16,847
Contributions to pension funds (Note 121
— — —
— 27,132
27,132
29.878
Insurance .............................
— — —
-- 1,808
1,806
1.961
Economic development .................
— 1,551 —
— —
1,551
1.673
Claim payments .......................
— — —
— 14.461
14,461
9.855
Other ... .........................
15.972 4,527 709
— 3.306
24,514
21,019
Debt service:
Principal retirement [Note 81 .............
169 — 11,410
— —
11.579
13.912
Interest and fiscal charges ...............
627 -- 17,370
489 -
- 18.486
19,016
1
Capital outlay ...........................
5,769 — —
34.252 —
40.021 _
63.753-
Total expenditures ....................
183,154 33,595 29.489
34,721 46,705
327,664
---
335. t 23
Excess (deficiency) of revenues over
(under) expenditures ................
21 6.115) 35,669 2.362
(24.384 1 (1,9361
' 11=1
(27.982)
Other financing sources (uses):
Operating transfers 1n .....................
34,304 8,423 542
12.490 —
53.759
47.826-
Operating transfers out ...................
(15,633) (40.286) (2,449)
(12.529) - —
(70,897)
(73.2 t 31
Proceeds from debt issuance. net ..........
— — 8.750
54,472 - .
83.222 `.
6,755''
Repayment of subordinate note . ; .. .:.
— — (8.750)
- —
(8.750)
—
Proceeds of refunding bonds. net...........
— — 21,894
— —
21,694
Payment to, refunded bond escrow agent ....
— — (21.894)
— ' —
(21;694)
Other . ..............
5.709 — _
_ —
5.769
Total other financing ao�xces (uses) .....
24,440 (33,863 (1.907)
54.433 —
43.103
(18_-632)
'
Cumulative effect of accounting change
13681
Excess (deficiency) of mvenues and other
finanang sources ow. expenditures and
other financing um ................
(1.675) 1.806 455
30.049 0.936)
28.699
(46.982) :
Fund balances at beginning of year, as previously
reported .... , • .. • .. • ..........
6,980 8.764 9,533
74.389 3.157
102.823
149,805
Reclassification of ban (Note 8 (E)] ..........
— — _
(9.4841 —
.44)
Fund balances at beginning of year, as
1
reclassified .............................
6.980 8.764 9.533
84.905 3.157
93.339
149,805
Fund balances at and of year ................
S 5,305 510.570 S 9,988
$94.954 S 1.221
$122.038
S10
See accomparrymg notes to the financial statements.
A-5
90-
78
n� f71 rrgjninc-' nEC-.' ,i'i
r`1`+ j15,ID90i, 100
!"(!>tt iIT.9aif, n15 riIi4
4-S?
Ei £� ij . J F l`.
^ r, j (} 1 F1 S £ .7 50
o
PrIl 1i nf,
f
1 0
OMY OP MIAMI, PLORIDA
COMDINID ITATI MINT OP 11WINU18. 001INDITUR18 AND CHANOU IN
FUND. BALANCES -BUDGET AND ACTUAL
GWOU FUND. ICIAL REVENUE PUNDS AND 016T SINVICI FUNt*
YNAR IND116 lIPM1119111 30, Ion
an om"Ww)
Revenues:
Taxes tNdte 3) ..........................................
$111,568
Won"I and 04"Its I ........... I ..................... -
6.330
Intargoverritnentil ..................... .................
29,738
Intr Mental .... ..... 1-1 ............. I ..........
2.720
Charges for'serAces ................ .....................
3.297
Assessment lion colloctlons ........... ...............
-
Interest........ ...... I- .......... I ...... I ...........
1.822
Clow............... ................. I ..... I .........
1,574
Total revenues ........................... ........
1-570-30
Wsmditures:
General goverriftwt ......................... I ............
19.513
Public safety ............................................
1118.808
Public improverrients ........... ... I .....................
11.523
Culture and recreation ................ I .......... I ........
10.773
Grants &W,r"#d expenditur as ............................
-
Ecoram developirnsint ...................................
Otpw.. . ..................... I ........................
15.972
Debt se we:
Pnmpbl rewomerit (Note a) .............................
169
Interest and fiscal Charges ............... I ....... 1-1 ...
827
Capital outlay ................. I .................. I ......
5,769
Total expenditures ......................... I ........
183.154
Excess (deftianc v) of revenues over expenditures .........
(26,1151
Other financing sources (um):
Operating transfers in ................. I ..................
34.304
Opersang transfers out ............................ .......
(15.633)
Proceeds of refunding bonds, not ....................
PsVmont to refunded bond escrow agent .....................
Ottw. .............. I ............................
5.789
Total other fewang sources (uses) .....................
24,440
Excess (deficiency) of rewwusis and other financing sources over
expenditures and other financing uses ......................
(1,675)
Fund balances at begrmq of year .......................
6.980
Fund balances at and at year .............................
5 5.305
(1) Don not include hm%M for which budgets how not been adopted. See Note 201111
AOM
YOW Y60
6.330
8.091
29.730
29.821
21
2.720
2,451
260,
3.201
3.334
(31)
1.822
1.790
12
1.674
2,046
157.039
159,940
M901
240
201
19.414
20,013
539
98
153
118.863
120,018
1.188
424
51
11,150
12.106
.956
54
41
10.760
10.854
94
346
373
15.999
18.807
808
169
189
-
827
514
(113)
5,769
(5.789)
1,162
Sig
182.811
180.261
(2.530).
Oje21
(8191
(25.
(20.3411
(5.4311
34.304
37,591
(3.287)
(15,833)
(17.250)
1.817
5.769
-
5.769
24.4110
20.341
4.099
S0.1621 Wig) S�O �3321 1 S 1 .3=3 2)
See accornpwMng notes to financial statements.
A-6
.in:i n-i VC,
Al pal 11 in c. I ILI
be j 5 b 'CIE I
101 -A
5 '
A.A:-:vti1.+.SrM naa..Jtrft Pliat'RYn3*1•?S�r`ASSH6N'�'r_N�:Aa4 � . '
VWWWAS
V
AWN
+f
$35.094
$34.413
S (871)
123.406
S 23.591
S 155
z
2.750
1,904
(840)
895
1.199
304
360
730
380
49
...,' 98.1
932
3
218
213
{
82.799
53,414
l9.385)
26.509
26.441
1881
f
5.933
2.694
3.239
--
—
_
18.002
7.578
10.426
1,516
1.526
(10)
—
—
—
1,688..
1,742
(54)
287
425
(1381
--
—
11,410
11.410
—�
—
—
14.812
13.954
858
2_..7�139
.: 13,538
13.601
28.509
720
25.789
35 680
, 19.876
4.216
-
652
_ 652
1 365
2 254
can
(37.025) (39.783) (2.758) (20)
(20)
— 21.694
21,694. ,
(21.694)
(21.694)
l35.6801 (3� 1 5291 11.869 _._20)
(20)
2.347 sates 632 .
.. =
S,:-- 632
1fi.Loocn:
vct ,.t icon
yJ alp ra ma
rfliw
"1
10 �,,}j i.j iso
2XI4181? tv
CITY 00 MIAMI, PLORIDA
COWIN20 STATIMINT Of NIVINUU, EXPINSU
AND CHANOU IN FUND IGUrrY
ALL 161110PAWYARY PUNO YYM
AND PENSION TRUST FUNDS
AN 30. 11IN11101
Polk THI YUR �I��)S
P"O"o" PWA Iryffim PWW TVOVM _Amom�t 0*01—
Ift""10111 I,
bmtorl6d, swvloo TOM 1111" 1� bill
Owabng reveriusir,
Charges for $@rvift$ .......................
S42,674
$15,587
S —
S 58 261
S 51 W1
Contributions from employ" (Note 121 ..........
22.2 87
22267
23:616
Contributions from OMPIOV646 and retirees
(Note 121 ................................
13,521
13.521
12.960
ReslWW gain (loss) on sale of invostmonts ........
..........................
—
—
17.830
32.114
17,630
32,114
(4,532)
28i039,
interest and dividends
Total operating revenues .....................
42,874
15.587
85.532
143,793
111,084
operating expanses:
Personal services .............................
30.216
9.477
1.849
41,342
40.54d
Contractual services ...........................
Materials and supplies
5.630
405
1,123
3.171
—
a 53
3:7576
7,277
3:383.
.........................
Benefit psyrnants, .............................
—
—
29,017
2.040
29017
2:040
2.098
Refunds .....................................
Utilities 4 ..................................
1,172
1.864
3.036
2,863
....
Intragovemmental charges .....................
Other ..................... .................
3279
12:508
—
141
—
25
3,279
12.672
3.6,14
11,639
Total operating expenses .....................
53.208
15.77a
32,731
101.715
98.939
Operating income (loss) before depreciation
(10,534)
(189)
52,801
42.078
12,145
expense� 4 ............................ ...
Depreciation expense .................... I ......
5.003
— 3,760
—
8.763
Operating income (loss) ......................
J15.537)
(3,949y
52.801
33,315
41355
Non -operating revenues (expenses):
Interest income
1.359
455
—
1.814
3.238
............................
interest and fiscal charges ......................
Other .... ..................................
(8,433)
2.669
(763)
(201
8
at
(9.1901
2:I476
(7,564)
(262)
Not non -operating revenue (expenses) ..........
(4,405)
(509)
(4.906)
(4.588
Income (loss) before operating transfers ........
(19.942)
(4.458)
62.809
28.409
_(233)
Operating transfers in ............................
Operating transfers out .........................
18.833
(5,334
4.599
(7W
Z
23,232
(§ - 0_9 4)
28'158
12;77 1)
Not operating transfers .......................
13.299
3.839
—
17,138
25.387
—
Income (Ioss)'biforo eWaordihWV item .........
debt
(6.6Q)
—
(819)
—
T2.809
—
45,547
250 54
(6,940)
Extraordinvy item —low on refinwuxV ........
�8O
Not income (low) ...........................
(6.843
(819
9
45,547
18.214.
Retained eamirigs (deftt) at begOvving Of Year. as
Previously reported ............................
(12,625)
(1.529)
488.770
474jO 16
456,402
Reclassificaton of loam............... ...........
(4.938)
(4.936)
.....
Retained earnings (deficit) at boqWiWv of year. as
reclassified ..................................
(17.581
j 1.529
488.770
-F'
469.6W
456.402
—4-
Retained earnings (deficit) at end at Year ...........
(24.204)
(2,1481
41-579
515.227
_�_7 516
-
Contributed capital at beginning of year ............
68.097
9.452
—
77,549
975
7' i" 14-2
-370
Contributioris from other govorninei -to ..........
Contributions from other (ands ................
970
5.705
—
10
—
—
5.715
3.407
Conthibuted capital at end of year .................
74,778
9.462
—
',
84 .240
.4 9
51
Total fund equity............................
S50.574
S 7,314
1 $�7 9
1am5 4�
-
$599,487
S552.19-5
See accompanying notes to finanaell stataMonts.
A- 8
bei 5 b L
1 U, Pn.j rl n f" I q
t aw
CITY 00 MIAMI, PLORIDA
' COMMINID STATIMINT OP CMANO11111 IN ItINANCIAL POSITION
ALL HIApEEPA30IFUNDS
FOR TN� M.on
M ftu"rule)
IN", capital provided by:
tr)peP8tttl11s:
Income (loss) before extreordinarY item .....
Items flat requihno Current outlays of Worinng
capital:
Depreciation, amortization and bond
Accretion
Loss on dispositions of property, plant and
equipment
Total provided by operations before
extraordinary item, ...''+... .
rxrditem-lss on debtrefinancing ....
Othdr� lxrr+itk+d by operations ..
Decrease (increase) in restricted accounts
Combu m and equity transferal net....... .
Proceeds from Tony term debt .............
Increases in other liabilities .. ......... .
Total. ....................
Worlony capital applied to:
Additions of property, plant and equipment ....
Reductwn of debt I ......... I......
Owosso in bond discount .................
(Increase) decrease in other liabilities .........
Increase (decrease) in other assets, net ....... .
Total................................
Increase in wing capital .................
Summary of increases (decreases). in working
capital:
Cash and investments . .
Pension investments .... ... ......... .
Accounts receivable, net ... ...... .
Due from other funds .................... .
Due from other governments ...............
Inventories ........ .. ....... .
Accounts pavabeand acc Ad a vines ...........
Due to other funds .. .. ... .
POasbletsforrrssec � purchaW .... . .
Deferred revenue . .
Current poitm of certificati of partiapation .. .
Increase in working capita
MMreetleeairy Fund
$ (8,843) S (819)
8,328
526
209
209
(14, 5")
6,884
25.727
18,076
18.880
t 39)
495
17.870
206
S 3.056
1.943
2,417
873
(3,212)
(4, 720)
(181)
12
3,841
470
3,892
3.892
1,3688
10
2,164
1,915
4,079
S 181
1,211
-84
542
11.322)
_5
ems'
CiM1 111 1 v
TAM
ells!!
1
S62,809
S 45,547
S
25,154
�-
10;167
8,d92
. ...
996
.14069
52,809
58,710
34,715
52,809
58,710
27,775
(18:694
f
3.777
---
--
25,727
68,771
194
52,809
75.955
103.679 ;
--
18,616
19,731
--
2.775
62,830
.t336)
-
t76)
39
.�_
21.949
81501
S5�
$5�
S
22.1.78
3,217
$
(3.719)
54,440
54,440
29.429
182
2,125
(1,964)
(855)
2.773
(297)
--
+ 82
+174
i2,068)
(4;7381
0.602)
(6 042)
(2,241)
1,110
1,1810),
2.675
(3?0)
335
SS��
s 5s..:.006
S-22.1,78
--
See accompanying notes to financial statements.
A- 9
r -
bfj.1i:1', Aft
CITY OF MIAMI, 1=LORit
NOTES TO
FINANCIAL STATEMENTS
1, GENRRAL DWRINTIO N
The City of Miami, (the "City"), in the County of Dade, was
Incorporated in 1896, and comprises spprowmati* 34
square riles of land and 20 square miles of writer. The City
operates under the Commission/City Manager form of gow
eminent and provides the folio mg services: public safety,
Public works. Mid waste, parks and recreation, public Neill -
ties. planning, toning, housing, and community develop.
ment. bade County Ithe "County..) is a separate govern.
mental entity and its financial statements are not included in
this report.
The Florida Legislature, in 1966, approved and submitted
to a general election, a constitutional amendment designed
to give a new form of government to the county. The Coun-
ty is, in effect, a muniapslitty wnh governmental powers ef-
fective own twenty-seven cities and unincorporated areas,
Including the City of Miami. It has not displaced not re-
placed the cities' powers, but supplements them. The
County can take over particular ae mes of the City's open
bons (1) if the services fall below certain minimum stan-
dards set by the County Commission, or (2) with the con-
sent of the governing body of .the City.
Since inception, the Metropolitan County Government has
assumed responsibility on a county -wide service bears for a
number of functions, including countywide police services.
complementing the municipal police service: a uniform sys-
tem of fire protection, complementing the municipal fire
protection; a consolidated two-tier court system: a consoli-
dated water and sewer seance: the coordination of the ven-
ous surface transportation programs: the Installation of a
central traffic control computer system; the merging of all
public transportation systems Into a county system; effect-
ing a combined public library system and centralization of
the property appraiser and tax collector functions.
2. SUMMARY Of SIGNIFICANT ACCOUNTING
POLICIES AND REPORTING PRACTICES
The financial statements of the City have been prepared in
accordance with generally accepted accounting principles
("GAAP") as applied to governmental units. The Govern-
mental Accounting Standards Board ("GASS") is the stun.
dard-setting body for governmental accounting and financial
reporting. The more significant of the City's sccounturg poli-
cies are described below.
A. Financial Repwti" Endtf
For financial reporting purposes. tte City includes those
funds, account groups, agencies, boards, commissions and
auvwties that are generally controlled by or dependent on
the City. Control by or dependence on the City is dater.
mined on the basis of such factors as budget adoption, tax-
ing authorny. outstanding debt secured by revenues or gan-
oral obligations of the City, obligation of the City to finance
Lf)-1,5 , ,elE 1
any deficits that may occur or receipt of significant subsidies
fr6t" the City. The Wowing is a brief review of each of the
potential component units addressed in defining the report.
trig entity for the City:
(1) Indlueled within tM enttty
DOWNTOWN DEVELOPMENT AUTHORITY
(" ODAI—The DOA is govemad by aboard approved
by the City Commission. The Commission must ap-
prove the mil" levied on the special tawng district es-
tablished to fund ODA. The ODA has been included
"thin the reporting entity a a special revenue fund
since its inception.
MIAMI SPORTS AND EXHIBITION AUTHORITY
("MSEA")--The MSEA was created to promote the
development of sports. convention and exhibition facili-
ties within the City using the City's portion of the 3%
Convention Development Tax. The City Commission
must approve the MSEA's board membership and op-
erating budget. The various funds of the MSEA have
been included in the reporting entity since Its inception
in 1983.
DEPARTMENT OF OFF-STREET PARKING
("DOSPI—The DOSP is an agency and instrumentali-
ty of the City, which owns and operates parking facili-
ties within the City. The City Commission has reserved
the right to confirm new members of the Off -Street
Parking Board, to establish and fax rates and charges for
parking services, to approve the DOSP operating bud-
get and to authorize the issuance of 'revenue bonds.
The DOSP is included in the reporting entity as an en-
terprise fund.
The City has also authorized the Off -Street Parking
Board to administer the operations of the Maurice Gus -
man Cultural Center and the Olympia Budding, which
are properties awned by the City. Such operations are
separately accounted for vwthin the reporting entry
under the title of the " Gd10 Enterprise Fund". In the
event that operating revenues of the Gd.O Enterprise
are not sufficient to cow. operating . expenses, the
DOSP or the City wise provide any necessary cash re-
quirement subject to authorization by the City Commis-
sion.
CITY OF MIAMI FIRE FIGHTERS' AND POLICE OF-
FICERS' RETIREMENT TRUST ("FIPO") and CITY OF
MIAMI GENERAL EMPLOYEES' AND SANITATION
EMPLOYEES' RETIREMENT TRUST ("GESE")-••Both
FIPO and GESE,are essentially smgle-employer public
employee retirement systems under the administration -
and management of somata. Boards of Trustees and
are included in the reporting entity as pension trust
funds.
j t71.,1,IC.r r r;n
pin { f,.. f f .i l:i
City of Miami, Flack
Notes to Financial Statements
W bdudilid fth ft eft*
MIAMI CAPITAL DEVELOPMENT, INC. ("MC011---
MCbI is a nonotefit corpotation which facilitates buss
mess development within the City under a delegate
agency agreement with the City by providing financial
assistance to entrepreneurs and thus fosters Citywide
and neighborhood economic development. MCDI's
scope of services is not limited solely to the City limits
and the City Commission has limited ability to influence
operations or the appointment of MCDI's board of di-
rectors, representing principally the private business
and financial community.
HEALTH FACILITIES AUTHORITY ("HFA")—The HFA
is an agency established under State Statute to issue
revenue bonds. Such debt is not an obligation of the
City. The HFA has no significant operations other then
the issuance of such debt.
MIAMI POLICE AND FIRE FIGHTERS' RELIEF ANO
PENSION FUNDS --These moray -purchase benefit
plans, established under Florida State Statutes Sec-
tions 175 and 185. are funded solely by certain excise
taxes collected by the State of Florida. The City has no
financial oversight responsibility for these plans, nor are
plan benefits financially integrated with those provided
under the City's FIPO Trust. Boards of Trustees are in-
dependent of the City Commission (See Note 12(0).
B. Basis of Rrasentodon
The financial transactions of the City are recorded in individ-
ual funds and account groups. Each is accounted for by
providing a separate set of self -balancing accounts that
comprise its assets, liabilities, reserves, fund equity, reve-
nues and expenditures or expenses. The various funds and
account groups are reported by generic classification within
the financial statements.
The following fund types and account groups are used by
the City:
Govwrwnerrtal Funds
Governmental funds we those through which most govern-
mental functions of the City are financed. The acquoman,
use and baiances of the City's expendable finerxdsl re-
sources and the related current liati4two (except those ac-
counted for in proprietary funds) we accounted for through
governmental funds. The mesarrwrom focus is upon deter-
mination of financial position and changes in financial posi.
Van, rather than upon net incortte determination. The fol-
lowing are the City's gowstrwntal fund types:
General Fund —The General fund is the general operating
fund. It is used to account for ale financial resources except
those required to be accounted for in another (curd.
Spada(.Rsvw w Funds —Special mwnw hinds are used
to account for the proceeds of specific revenw sources
(other thin expendable trusts) or major capital projects) that
are legally restricted to expenditures for specified purposes,
Debt Service Fundsll—Debt service funds are used to at.
count for the accumulation of resources for, and the pay
MGM of, general long-term debt principal, interest and to.
Wad costs.
Capital Prefects Funds —Capital projects funds are used to
account for financial resources to be used for the aCouisi-
tion or construction of major capital facilities (other than
those financed by propnetary funds).
Fhopriets" Funds
Proprietary funds are used 10 account for the City.'$ organi-
zations and activities which are similar to those often found
in the private sector. This means that all assets, liabilities,
equities, revenues. expenses and transfers related to the
City's business activities —where net income and capital
maintenance are measured —are accounted for through
proprietary funds. The measurement focus is upon determi-
nation of net income, financial position, and changes 1n fi-
nancial position.
Enterprise Funds —Enterprise funds are used to account
for operations:
• that are financed and operated In a manner similar to
private business enterprises —where the interest of
the City is that the costs of providing goods or ser-
vices to the general public on a continuing basis be
financed or recovered primarily through user charges;
or
• where the City has decided that periodic determina-
tion of revenues earned, expenses incurred, and/or
net income is appropriate for capital maintenance.
public policy, management control, accountability, or
other purposes.
Certain enterprise funds have historically operated at a loss
and have required operating subsidies from the general
fund. If future operations are not sufficient to offset these
deficits, the City will continue to support these activities
from the general fund or other discretionary funds (See
Note 9).
Intaimel Service Funds —Internal service funds are used to
account for the financing of goods or services provided by
one department or agency to other departments or agen-
cies of the City, on a cost -reimbursement basis.
Fidudwy Funds
Tnast and Agency Funds --Trust and agency funds are
used to account for assets held by the City in a Trustee ca-
pacity or as an agent for'rKWlduale, private organizations,
other governments, and/or other funds. These include ex-
pendsbie trust pension trusts. and agency funds. The
City's expendable trust funds (Sa f-Insurance and Pension
Administration) are accounted for in essentially the same
A-11
90- 738
15i11 n i r e cq'135"1 11f- f
i 9-1r-- h ,CIE 71: r, 1f`vjf7 J:iC!
pj�
City of Miami, Florida
Notes to Financial Statements
manner as governmental funds. Pension trust funds are ac-
counted for in essentially ttH same manner as propnetarV
funds since capital maintenance is cfiticirl. The City's ages-
cy funds are custodial in nature (assets equal liabilities) and
used to account for deposits hold under issuance of a cable
Y.V. license and assets held under three deferred cOfhpen-
sation plans for certain employees.
Acmunt Groups
Account Groups are used to establish accounting control
and accountability tot the City's general fixed assets and the
unmatured principal of its general long-term obligations.
The two account groups are not funds. They do not reflect
available financial resources and related liabilities --but are
accounting records of the general fixed assets and general
long-term obligations.
General Fixed. Assets —This account group is used to ac-
count for all fixed assets of the City. other than those ac-
counted for in the enterprise funds and internal service
funds.
General Long -Temp Debt —This account group is used to
account for the long-term portion of claims payable, ac-
crued compensated absences, lease purchase obligations
and outstanding principal balances of long-term debt, other
than revenue and special obligation bonds payable and
other long-term liabilities recorded in the enterprise funds
and internal service funds.
Totals (Memorandum Only) --Amounts in the "Totals
(Memorandum Only)" columns n the combined financial
statements represent a summation of the combined finan-
cial statement line items of the fund types and account
groups and are presented for analytical purposes only. The
summation includes fund types and account groups that
use different bases of accounting, includes interfund trans-
actions that have not been eliminated and the caption
"Amounts to be provided." which is not an asset in the
usual sense. Consequently. amounts shown in the "Totals
(Memorandum Only)" columns are not comparable to a
consolidation and do not represent the total resources avail-
able or total revenues and expenditures/expenses of the
City.
C. BaWa of Aeeouetft
Basis of accounting refers to when revenues and. ex-
penditures or expenses one recognized in the accounts and
reported in the financial statwnents. Basis of accounting re-
lates to the timing of the measurements made, regardless
of the measurement focus applM .
(1) Modifled Aaxuafl
All governmental funds and expendable trust funds are
accounted for using the modified accrual basis of ac-
counting. Their revenues are racognized in the period in
which they become susceptible to accrual i.e., when
b0-1eh J'_'F l
they became measurable and available to pay liabilities
of the current period. Ad valorem tuxes, utility service
taxes, charges for service, investment earnings, fines
and forfeitures, franchise taxes, are susceptible to ac-
cruel. The City considers property taxes as available
when collected in the current year or within 80 days
subsequent to September 30th. A one year availability
period is used for revenue recognition for sit other gov-
ernmental fund revenues. Occupational license reve-
nues collected in advance of periods to which they re-
late are recorded as deferred revenues. where grants
revenue is dependent upon expenditures by the City,
revenue is accrued as such expenditures are incurred.
Special assessments are recorded as receivables and
deferred revenue when levied and recognized as reve-
nue when due, provided they are collected in the cur-
rent year or within 60 days subsequent to September
30th. Special assessments are recorded in the General
Obligation Bonds Debt Service fund since they re-
present a partial reimbursement of costs incurred in
certain capital protects originally financed with general
obligation bonds. The City does not issue special as-
sessment bonds.
Expenditures under the modified accrual basis of ac-
counting are generally recognized when the related
fund liability is incurred and expected to be liquidated
with available resources. Exceptions to this general rule
include principal and interest on general iong�term debt
which are recognized when due or when debt service
funds resources have been provided during the current
year for payment of principal and interest due early in
the following year.
The agency funds are custodial in nature and do not in-
volve measurement of results of operations. They are
accounted for under the modified accrual basis of ac-
counting. Assets and liabilities are recognized when
they occur regardless of the timing of related cash
flows.
12) Aocn+ea
All proprietary and pension trust funds use the accrual`
basis of accounting. Under this method, revenues are
recorded when earned. and expenses are recorded at
the time liabilities are incurred.
0. Budgetary PWW
(1) Budget PoNcy
The City Commission annually adopts the budget ordi-
nance for all governmental funds of the City, except for
the following funds:
• Other Special Revenue Funds
• MSEA Subordinate Obligation Note' Debt Seance
Fund
A-12
L
city of Miami, Ficidit.0
Notes to Financial Statements
a MStA Sowal ObJOHM UNS ()ebt Selvies Fund
All capital projects funds (budgets are adopted on a
PiTilect basis)
Annual operating budgets we adopted On a basis sub-
stantially consistent with generally accepted account-
1mg phriclolds (,'GAAP") except that (a) budgetary
comparisons for the general fund include encum-
brances as expenditures. (b) certain activity within the
Miami Soorts and Exhibition Authority special revenue
fund related to the Miami Atoms operations is not in-
cluded within the administrative budget and (c) certain
receivables of ODA have been written off and the ad-
vance from the City was recorded as a liability.
Adjustments necessary to COM10818 the results Of oper-
ations in the special revenue and debt service funds as
presented in the Combined Statement of Revenues.
Expenditures and Changes in Fund Balances (Exhibit 11)
to that presented in the Combined Statement of Reve-
nues, Expenditures and Changes in Fund Balance —
Budget and Actual (exhibit 111) are 83 follows (in thou-
sands):
3P"W RW4WV" Fundis
Actual —Exhibit 11 ...........
Plus (lass) kaxiii; not budgeted:
Other Funds .............
Plus not effect of NISEA activity
not budgeted ............
Plus not effect of ODA write off
of receivable and advance
from City recorded as ItalAw
Actual —Exhibit III .. .......
Debt See woos Funds
Actual —Exhibit 11.... : ......
Plus (kmsl Funds not &Ageted:
MSEA Subordinate Obligation
Claw .................
MSEA BMW ..Soscial Obligaborii
..............
Actual Exhibit III ............
EUG"
of 0060mrReveriousewo
and 00W
FWWN*V
Sawa" oiw
othw
N ' I
Us"
$1.806
(9)
425
Fund
saierm
bw
S10.570
(2.650)
572
125 125
$2.347 S 8.617
sus sea
S 455 S 9.989
373
(1961
S 832
(84)
(7,959)
3 1.945
In addilim. capital project funds are budgeted on a to-
tal project bass for which annual budgets are not avail-
able.
The City also adopts non-aPpropnatod operating budg-
ets for the proprietary funds substantially on a GAAP
basis, with several exceptions. Such exceptions in-
clude:
0 Debt PrIMC101111 Wmamts are budgeted as debt W,
vice. The portion of debt %Ncs representing pmridi,
pal payments reduces the related liability on a C-AAP
basis,
0 Depreciation expense is not budgeted.
* Certain mot)-io0aratmo expenditures for capital outlays
are not budgeted.
(2) Budest—LoW Cornollancial
The City follows these procedures in establishing 'the
budgetary date reflected in the financial statermarits,.
• Prior to August 31 at. the City Manager submits to the
City Commission a orociosed operating budget for the
fiscal year commencing the following October I st.
The operating budget includes proposed expendi-
tures and the means of financing them. Budgetary
control is legally maintained at the fund level except
for the General fund, which is at the departmental lev-
el.
• Public heanmgs are conducted to obtain taxoaver
comments.
• Pnor to October I at, the budget is legally enacted
through passage of an ordinance.
• Overall changes to the adopted budget must be ap-
proved by a majority vote of the Commission.
• Generally. the Commission and City Manager may
transfer among departments any part of an unencum-
bered balance of an appropriation to a purpose for
which an appropriation for the current year has prow -
en insufficient. At the close of each fiscal year, the
unencumbered balance of each appropriation reverts
to the hmid from which.it was appropnated and is
subject to future appropriations.
• Budgets are monitored at varying levels of classifica-
tion detad, however, expenditures cannot legally ex-
coed appropnanons at the individual fund level.
Budgeted amounts in the accompanying - financial
statements areas originally adopted. or as amended by
the City Commission and City Manager throughout the
year. During the year. a~ supplementary appropna-
tions were. approved totaling approximately
$9.000,000.
(3) Et1GMtA NBC --
Encumbrance accounting, under which purchase or=
tiers, contracts. and other commitments for the expen-
diture of monies we recorded in order to reserve that
portion at the appkable appropristicon, is omploy6d in
the general and capital projects funds. On the non-
GAAP budgetary Was, encumbrances are recorded as
expenditures of the current year. On a GAAP basis, en-
cumbrances outstanding at year -and are reported as..,
A-1 3
90- 738
f
Yrts f I, �1 fA-., f 14
City of Mismit Florida
l
Notes to Financial Statements
reservations of fund balance since they do not consti-
tute expertdituree or Iiabifib*6 because the commit-
marits will be honored durtnd the subsequent year,
(41 In ln�dltridualEttp�R�idlinae flyer Apl�pti e
The following funds incurred an excess of expenditures
over approonabons for the fiscal year ended September
30, 1989 (in thousands):
Special Revenue Funds:
• Downtown Development Authority .... S 10
• Cable T.V.. .... ............... 10
• Metro -Deft Tourist Tax ............. se
Debt Service Funds:
• Other Special Obligation Bonds ...... 34
E. Pooled Cash and Irwrrstrnmtet
The City maintains an accounting system in which substan-
tially all cash, investments and accrued interest are record-
ed and maintained in a separate group of accounts. All such
cash and investments, including accrued interest. are re-
flected as pooled cash and investments. Investments are
stated at cost or amortized cost, which approximates mar-
ket. All investments consist of U.S. governmental obliga-
tions and prime commercial paper. Interest income is ello-
cated based upon the approximate proportionate balances
of each fund's equity in pooled cash and investments. No
interest is charged to funds having deficit balances.
Individual fund overdrafts (deficit pooled cash accounts)
have been reported as an interfund payable in that fund with
an offsetting interfund receivable reported, to the extent
possible, in a fund of a similar fund type: or in the general
fund if monies are not available in the individual funds within
the same fund We. The funds listed below maintained sep-
arate cash and investment balances and are recorded as
"Other cash and investments in the accompanying finan-
cial statements. In addition, certain other City funds main-
tain separate restricted cash and investment accounts in
compliance with debt requirements (See Notes 4 and 8).
e Miami Sports and Exhibition Authority Special Reve-
nue Fund
• Downtown Development Authority Special Revenue
Fund
• Special Obligation Bonds Debt Service Fund (MSEA)
9 Subordinate Obligation Note Debt Service Fund
(MSEA)
• Miami Arena Capital Projects Fund (MSEA)
• Exhibition Expansion Capital Projects Fund (MSEA)
• Off -Street Parking Enterprise Fund
• G & 0 Enterprise Fund
• FIPO Pension Trust fund
• GESE Pension Trust Fund
• Deferred ComWsatlon Agency Fund
F. Penisikm Inverttnwwtb
Pension investrrients for the FIPO And GESE 'trust Funds '
We carved at cost. Debt securities are adjusted for artl0rti-
zation of premiums and discounts. Premiums and discounts
are amortized using the straight-line basis over the life of the
investment. Approximate market value of investments are
determined as follows:
• Securities traded on a nittonal securities exchange
are valued at the last reported sales prices on the last
business day of the fiscal year:
• Securities traded in the over-th"ounter market and
listed securities for which no sale was reported on
that date are valued at the last reported bid price;
• Commercial paper and money, market funds are val-
ued at cost which approximates market.
Investment policy is determined by the Boards of Trustees
and is implemented by outside investment advisors. Invest-
ment advisors use the following guidelines:
FIPO:
• Bonds, notes or other obligations of the United
States Government and its agencies and in bank cer.
tificates of deposit,
• Corporate common stock, preferred stock, convert-
ible debentures (subject to 5% limitation for any one
entity of the equity portfolio and provided the aggre-
gate investment does not exceed 1 percent of total
outstanding capital stock of any one corporation),
• Notes collateralized by first mortgages on real proper•
ty or guaranteed by the Federal Housing Administra
tion or the Veterans Administration,
• Corporate interest bearing obligations,
• Venture capital, private placements and letter stocks,
• Real estate, financial institutional futures, listed op-`
tions and stock index futures.
All of the above investments are subject to the following a,g.
gregate portfolio limitations based upon cost at time of
purchase: equities (65%1. fixed income (65%), real estate
0 5%). venture capital (5%) and all other types of invest-
ments 0 0%).
GESE:
e Unlimited investments in bonds, notes or other obli-
gations of the United States Government and its
agencies and in bank certificates of deposit.
V0 t' (i.(1 4lt::t`3c'i:E. #3 C?Jits
inn nt Ltv3:17)C.
+tiFl.i l
C7ILr;ii"tlfJ3Ci i t"C:`�,Itt+
f ',"
Pn1IiilE, 14
1
1
City of Miami, f6rida
Notes to Financial Statements
'r Individual Myestmomts In the following cannot exceed
10% of the funds available far Investments:
so Corporate Common stock, preferred stock. Con-
vertible debentures (provided the aggregate in-
vestment does not exceed 3 WCent of total out -
Standing capital stock of any one Corporation)
fie Notes collateralized by first mortgages on real
brooer`y or guaranteed by the Federal Housing
Admtntstration or the veterans Administration
so
Corporate interest bearing obligations
Purcnases and sates of securities are reflected on a trade
gate casts Gain or loss on Sales of securities is based on
average cost.
G. Inventories
Inventories are only significant to and reported in proprietary
I
unds inventories are valued at the lower of cost (first -in,
first -out Oasts) or net realizable value Inventory to the inter-
nal service funds consists of expendable supplies held for
consumot,on
H. Restricted Assets
Certain proceeds of bonds, notes and ►oans, as well as car -
:aim "esources set aside for their repayment are classified as
restricted cash and investments because their use is limited
cy aoolicaote bona covenants
I. Accumulated Unpaid Vacation. Sick Pay, and
Other Employee Benefit Amounts
Order ;erns of owl Service regulations. labor contracts -and
aamtnistrattve ooltcy. City employees are granted vacation
ana stcK leave to varying amounts Additionally, certain over -
,,me hours can be accrued and carried forward as earned
;,me off
Urused vacation and sick time is payable upon separation
from service, subject to various limitations depending upon
,ne employee's seniority and civil service classification The
C.tv r+as Significantly decreased accumulated vacation time
earned in, prior years by buying out such time from. employ-
ees, and by limiting the accumulation of current year's
earned vacation time. Accumulated unpaid compensated
acsences are accrued when earned to the governmental
and oroprietary funds, with the long-term portion of govem-
rrental' Tunas' Itaotlity being recorded to the general long-
term account group
J. Intragoverninwm l Allocation of Administrative Ex-
penses
Tine general fund incurs certain administrative expenses for
other funds including accounting. legal, data processing,
personnel administration. engineering and other services. A
brief description of the major components of such charges
are as follows
A—
e Project Maragafll~ant. The Public Works DOW ,
MOM charges major capital improvement projects Yr the city for design, survey and ,nspectton sevices
These charges are based on direct labor charges J'es
an overhead factor for adrMtmtsteattve ekCenseS of t&6
engineering division; ' and totaled aboPo'xtr+et& v
$1,043,000 for fiscal 190
a Indirect Cott All"ation. The general ;u'rd o arlet
other funds for general and adrntr+tstratve,e oe�s spa,
to allocate certain ovetheaa costs as ae`.erol led
under a central services Cost atiocatior, otar,
Charges approximated $770,000 'or °-scat ' �S9
K. Bond Discount and Issuance Coats
Discounts on revenue and Special obligation bonds cavac a ;a
within the proprietary funds are amortized using the r vice:
method over the life of the bonds Bona ,ssuarce ccs;s arc .
capitalized and amortized on a straight -fine casts c.Ne" 7e
life of the bonds.
L Property. Plant and Equipment
Property. olant and equtpment used to governmental : Jrc ;
type operations (genera( fixed assets) are accounted for
the general fixed assets account grouo. Public domain , Ir;,•
frastructure") general fixed assets consisting of ceratr r--
provernents other than buildings, including roads. or,cges. = .
curbs and gutters. streets and sidewalks, drainage syster?,s,,
and lighting systems are capitalized together wit`' :--e
general fixed assets. No depreciation nas oeen orovicec .r. -
general fixed assets
All property. plant and equipment are valued at ^:star cat
cost or estimated historical cost. Donated orope-:v c'a^t
and equipment are valued at their estimated *air ^"a"let
value on the date received.
Depreciation of all exhaustible fixed assets used cv,:,~e tiro
pnetary funds is charged as expense against their ooe"3
lions. Depreciation has been provided over ;tie, esur•atec
useful lives using the straight-line method. The estirnatec
useful lives are as follows:
• Buildings and improvements 30-50 rears:
• Machinery and Equipment 4-20 Yearn ' .,
• Improvements other than Buildings 10-20 vea,rs
Interest costs' associated wrath enterprise fund corrovv's
(revenue bonds) used for construction projects are cachta'
,zed during the current period as part of the cos; -:,t :^e 3
sets. net of related interest earned on unexceraea port crs
of such oorrowtngs.
M. Interfund Transactions
Quasi -external transactions are accounted for as urc -eye-
nues, expenditures or expenses (as aooroonatel a„77
terfund transactions except advances. auast-external :"are -
actions and reimbursements are accounted for as trarsfe•s.
15
94 '738.:.
` .„ - , I.( ! ."t'•..'_�J,it4> 5 E�L'JUC]c: VC'I t t .({.{: Y'.i.C1A•Cit=rfi fin fly ��
n f ns
jfef? 1 q
a "ict
t; fir;;
a
City of Miami, Florida
Nantes to Financial Statements
Nonrecurring or nonrouttne transfers of equity between
funds are considered equity transfers. All other ,nterfund
transactions are treated as operating transfers.
N. Defame! Companestion
The City offers its employees three deferred compensation
Plans created in accordance with Internal Revenue Code
Section 457 that permit the deferral of a portion of an em-
ployee's salary until future years. The deferred compensa-
tion is not available to employees until termination, retire-
ment, death, or unforeseeable emergency.
Membership to one plan is limited to key management per-
sonnel, while the other plans are open to all City employees.
The plans are funded through employee payroll deductions.
All contributions are paid to outside fiduciary agents. How-
ever, all amounts of compensation deferred under the
plans, all property and rights purchased with those
amounts, and all income attributable to those amounts,
property. or rights are (until paid or made available to the
employee or other beneficiary) solely the property and rights
of the City (without being restricted to the provisions of ben-
efits under the plan), subject only to the claims of the City's
general creditors. Participants' rights under the plan are
equal to those of general creditors of the City in an amount
eoual to the fair market value of the deferred account for
each oarticinant.
The City records its deferred compensation plans to an
agency fund.
Deterred compensation plan assets are carried at market
value
0. Fund Equity
Contributed capital is recorded in proprietary funds that
nave received capital grants or contributions from develop-
ers. customers or other funds. Reserves represent those
portions of fund balance which are either not available for
appropriations or are legally segregated for a specific use.
Designated fund balances represent tentative plans for fu-
ture use of financial resources.
P. Comparative data
Comparative total data for the prior year have been
presented in the accompanying financial statements in or-
cer to provide an understanding of changes in the City's fi-
nanc:al position and operations. However, comparative data
A-16
have not been presented in all statements because their In-
elusion would make certain StAtefrents unduly complex and
difficult to understand. Certain comparative total data for
the prior year have been reclassified to conform to the
1989 presentation. The most Significant reclassification to,
rated to the public Service tax fund which :s presented at a
special revenue fund to 1989 This fund was previously ac
counted for as a debt service fund
I PROPERTY TAX
Property taxes are levied on January 1 st and are payable OM
November 1 St. with discounts allowed of one to four per•"
cent if paid prior to March 1st of the following calenCar `
year. Taxpayers also have the option of paying their taxes to
advance to equal quarterly payments based on the prior
year's tax assessment with quarterly discounts varying be-
tween 2% and 6%. All unpaid taxes on real and personal
property become delinquent on April 1st and bear interest
at I S% until a tax sale Certificate is sold at auction Dade
County bills and collects all property taxes for the City. any'
sells tax certificates for delinquent taxes.
The assessed value of property, as established by the Daoe
County Assessor of Property, at January 1. 1988, uoor+
which the 1988-1989 levy was based, was aoproximateiv
$10.241.650.000. The City is permitted by Article 7, Sec-
tion 8 of the Florida Constitution to levy taxes up to S 10 per
$1,000 of assessed valuation for general governmental ser-
vices other than the payment of principal and interest on
general obligation long-term debt. In addition. unlrmitea
amounts may be levied for the payment of principal and in-
terest on general obligation long-term debt, subject to a lim-
itation on the amount of debt outstanding The tax rate to
finance general governmental services (other than the pay-'
ment of principal and interest on general obligation long-
term debt) for the year ended September 30. 1989. was .
$9 5995 per $1.000. The debt service tax rate for the
same period was $2.3381 per $1.000
Property taxes receivable as of the end of the fiscal .year,
representing collections within 50 days suoseouent to Sep- z
tember 30. for billings through the fiscal year then ended
amounted to approximately $832.000 and $208.000 for ;
the general and debt service funds.. respectively,
rani n t f.5 �`�`.)t:£ilryf,10i-,
-.4 a:. ..
c, r d L f ! nl'.I fj 3 `ICI
pj'jrirtfl 1 q
City of Miamis i rich
Notes to FinanCiell Statements
A, EdUITI V IN POLIO CASH AND INVESTMINTS, RISTRICTIO AND OTHIA CASH ANC! INVISTMINT9
At September 10, 1989, the CO's non•Pehsion Gash and investments consisted of the following (in thousanas)
Eouity in pooled cash
Other cash and investments
Aestricted cash and tnvestrnehts.
Total $758
Investments S 179.840 ;
Deposits .. • .. 7,014
Accrued interest Y 904 '
Total non•pension cash and investments
C�iposits ;
The City's bank deposits at September 30, 1989 were as follows (in thousands):
Carrying t3ab ti
Amount Pw Banks
Demand deposits $3.663 S 8,999
Time deposits 3.351 3.392
Total. $7,014 S12.391
All time and demand deposits are held in banking institutions approved by the State Treasurer of the State of Florida. to hold
ouohc funds. Under the Florida Statutes Chapter 280, "Florida Security for Pubic Deposits Act the State Treasurer reouires
all qualified public depositories to deposit with the Treasurer or another banking institution eligible collateral equal to from 501%
to 125% of the average daily balance for each month of all public deposits to excess of any applicable deposit insurance neid
The percentage of eligible collateral (generally, U S. Governmental and agency securities, state or local government aeot. or.
corporate oonds) to public deposits is dependent upon the depository's financial history and its compliance with Chaoter 280
In the event of a failure of a qualified public depository, the remaining public depositories would be responsible for Cover�rg
any resulting losses. Accordingly, all cash and time deposits held by banks can be classified as category one credit %,sK as
defined in GASS Statement No 3 which means they are fully insured or collateralized.
Investments
The City Code authorizes the Director of Finance to purchase and invest idle funds prudently in bonds and obligations of ager-
ctes of the United States, provided such are guaranteed by the United States or by the issuing agency.,,,general obligat oi?s,of
states, municipalities, school districts, or other political subdivisions; revenue and excise tax bona$ of the various murnctoali-
ties of the State of Florida, provided none of such securities has been in default within five years prior. to date of.purcnase :F
negotiable certificates of deposit, bankers acceptance drafts; and pnme commercial paper.
Investments are categonzed to give an indication of the level of risk assumed by the entity at year-end The three. categories of `
rtsK are as follows:
(t l Insured or registered, or securities held by the entity or its agent in the entity's name,
(2) Uninsured and unregistered, with securities held by the counterparty's trust department or agent to the entity"s name j
and
(3) Uninsured and unregistered, with securities held by the counterpartV. or by its trust department or agent but not in
the entity's name.
,i
x<
A-17
Atli
�' _.
16n Y Lt1 9a 6 '1 rfd r W
CltV Of Mlalnlo Florida
Notes to Financial Statements
The City's Monsoonsion Investments are CIA11116ifiod as follows (in thousands):
-CrNt Awk
3
U. S Treasury Notes and Bills $21.058
ae�M
$1 52
U S Agency S#Cuhtj6q 33.532
$ 36,4 1 0.,
22,985
Shon-Terrn C*
om1morcial Paget 38.466
56.5 1
......... 816 1.665
38,94
Totals $91-O56 $41.152 1.685
133.87
-3
kti
ShOrI&Tattri IhVettMoMt Pool
deferred compensation plan assets
25,243
25.3 I'l
.
20,724
20.724
Totals
--
$179.840
$179.83 1'�
Cash and investments held by the City's Pension plans consisted of the follovving
at September
30. 1989
hn thousandi
Credit Risk Category
TotW
1 2
— 3
Cang
Aft3a
Markm
U S Government and
Agency Obligations $135.698 $15,3113 $ 39.517
Corporate Stocks
$190.533
$192.448
148,037 —
Corporate Bonds. 110,007
2S8.044
307.400
13,763
15.816
Commercial Paper
29.579
29,111
4,949 3.000 9,198
17.147
17 '3 .05
Totals $302.447 $18.318 $174.538
495,363
546.012
Short Term Investment Pool
Accr,ued interest and Other
43.272
43,66
4,478
4.4.78
Jotal Pension Investments
$543.053
$594.0989:'
The investments in the short-term
investment Dools are o
not categorized because they are not evidenced exist in Physical or book entry form. nc .-ed by securities th at
R
W,
Zi -
9
A-1 8
9 0
tips
be I j5 fj eE V
nol JEA lulle3 90
If, fl Y laxf) aim ne d zi i w
-1 3 0 .1 pol n r, k Jq
()PQ, E., VIC-U*jde9
j
F.
city Miami, FiS.-da
Notes to Financial Statements
S. Out PROMITO OTNIN PUN01
Due from/to other #umdf sfl 10drit from one fund to
another for soacific Purposes.
cohilet6d of the follo"rig (in thousands):
At September 30, 1 gag, the oalamde'm a(.0
General P
Get r p0ft
Due t6 -
rhea
Soecial RLIVOMU6
Miami SO&TS and exhibition Authority
oowmtowm 0evelotgnapit Authority
81
200
.
Community Oevelooment.
63
100
Public SeAde Tax'
Other
858
Funds
Debt Service:
1.898
2.000
MSeA Subordinate Obligation Bonds
MSeA S06081 Obligation Bonds
19
Caoltal Projects:
Street Improvement
Culture and ftcreatiom
183
Public Use
3,173
Miami Arena
80
173
-
Enterprise Funds200
Deoartment of Off -Street Parking
G & 0 Enteronse Fund
718
Marine Stadiurn
—
668
Miami Stadium
114
Orange Bow
409
Convention Center
591
Marinas
3.897
Golf Courses
147
Warehouse Property
403
Parking Garage
135
Building and Zoning
572
Solid Waste
304
Prooerty and Lease Management *'''*1.007
...... .
internal Service.
616
Fleet Management
Property Maintenance
711
Print Shop . ......
175
Procurement Management
611
Communication Services
110
Trust and Agency:
926
Pension Administration
FIPO Pension Trust. ..........
485
Total
__.L2
$13,316
$13.31-6
A-19
90
Sn3 1111 e,9330C.1 ME174- [:' I 15-10SOE-l' YO
J
nc)t J1:0 jr-11E-1 90
J '
City of Miami, Florida
Notes to Financial Stetemernts
S. OTHER RECEIVABLES
AMbuhtS dut froth other gbverrlmants pnMaraly represent amounts relating to grant$ awarded by other goverrit"imai ag6v%=
Cies+ and other recONAble$ from state SM local governments. A$ part of Its Cornrtlunity DOV61opnierit Block Grant Motaf^
the City Issues Single and multi -family housing rehabilitation loans to qualified reslderits, All reoa laths of the loans. WMICM
carry low Interest rates, are to remain in the loan program. As collection of the loans it not assurla, the loans are riot rect5rced
as receivables, but are Maintained in the City's accounting system on a memorandum basis As of September;30, i 989
rehabilitation loans outstanding totaled approximately $35,822,000
7. PROPERTY, PLANT ANb EQUIPMENT
The following is a summary of changes in general fixed assets br the year ending September 30. 1989 (In ttiousand5i
balance, Addhi6ft 06knieft 0slahai,
Oftebw 1. slid avid Sa ottrnbar 30.
19" Tti^tfei�t "tom 101111119
Land $ 75,198 S 5,925 S -- S $1.123
Bulioing & Improvements 72,740 599 -- 73,339
Machinery & Equipment. 25,104 9,834 7,843 27.099
1
Improvements Other than Buildings 192,939 227 15 193.151
Construction in Progress 62,745 18,779 871 80.653
Total . .. .. .... $428.726 $35.364 $�8.72299 $455.361
See Note 13 for a discussion of the construction projects currently in progress
A summary of proprietary fund type property. plant and equipment at September 30, 1989 Is as follows (in thousandS
Intert,<s{
Enterpariservice
Land S 18,647 $
Buildings and Improvements 142,597 4.408
Machinery and Equipment .. 7.633 28.684
Construction in Progress 27.152
Total 196,029 '33.092
Less Accumulated Depreciation (39.715) (19.516)
Net $156,314 S 13.576
A-20
90-
1kiSJ:i
38
q n i n 1 t 't1 3 ry :) G'. 11 i
f2i.`. �i(1 t.I.4il V1:3r.i; iE5 t�;��S4
Pn-�(1(1F> q
4+
c +;
i
A. Changes In Lew #-Torm Debt
the fol 10"M Is 8 Su"Aillry Of OMPI in 1OM9,tetM debt for
the year ended
960ttimilbor
t!
ealanceat odtabot 1. 1988 V-87150
38 $36.750 ri-
tow
$3 �82
22.8
Oblilq~'.
Ndw bon di Mute 41.005
.292
45,250
Sr7.234
Adcr ton on Cactital
86.258
Abo!reciation Bonds
Debt affeased
1,180,
IM&O838 in 1606 080blds
(19.525)
Imcrease in long-term claim
5,789
itabitities
Incteate In long-term
11.125
11.125
iccumuistea urioaid
comoensatea absences
Dept retired . (11,280)
(9-180) (6.296) (1.292)
2.328 2.328
Revassificatiom of d#bt-from.
- (28.028)
0511 15081
General Lomo-Term Debt to
P,00rietarV Find
Balance at September 30. I gag $197,550
(14.663)
S105.465 S41.579 S5 789
0 4.66�1'
$ 15.580
14,663
$365.943
S88.043 S43.520 S 9.490
B. summary of Annual Debt SerAce Requirefflorns
The annuai-reQuirernemrs for all bonds. notes, loans, certificates and, other
including interest of $412.737.000 are as follows (in thousands):
Payables outstanding as of September 30, 1 mq,
-__q*n" long -Term DeW
Proorlattlary Fund Debt
Gain"
cordficat"
Renue
aovnd
ObUgatitim
1990
O&W of
Obligathm(I Payeb'9111 Par"paition
S"Cul
Obligation(2)
$ 21.519
1991 23.1.949
$ 9,112 $1,273
9,890
$ 2.510
$ 13.053
1992 24.187
1,273
10,578 1.273
2.815
5,5716
9.803
1993 22.693
12.758 1.273
10.083
1994 21.784
12.792 1.273
10.465
1995.1999 9e.809
62.822 1,274
10.463
2000-2004 71.746
47,422
52.307
2005-2W9 IA AAA
A 1 -1'70
51.495
A-21
Fv
9 0 -
7, 3
G.
L
qnj ni tsi3ocJ neo-. fit: jajDa(vtlfi K,l lf:fl vitimea"& na djjW
j
ft
j C ri cS
r C) it I L-ftlfT7t fi.j 'ocl Q .10 e
Pn1n[16 I CJ
j q
-ilk
City of Miamis Fladda
Notes to Financial Statements
C. Surnn" of L&W'Twm D*M
LOMO-term debt at S40tiMbiOr 30, 1080 w8i COMP111111d Of
the followimo:
.
I
M
0eneral and Obs= AM& M600
JMM_tW
arw .TJM
$37,145,000-Polies Headquarters
Irmorover"ant Bonds. mine Issues, maturing
through 20018; interest at ram ranging from
3% tb 11% ............................
S 21.770
$38.765.000-Storm Sewer lmorOvemont
Bonds; 01~ issues, maturing through 2014;
interest at rates ranging from 2.5% to 11%
24.445
$39.890.000-Public Parks and Recreation
Facilities Bonds; two issues, maturing through
2003. interest at rates ranging from 3. 5% to
75% ....... . ................. . ..
10,130
$61.705.000-Sanitwv Sewer Improvement
Bonds: ton issues, maturing through 2008;
interest at rates ranging from 3% to 11 %
27,945
$31.060.000- Street and Highway
Improvement Bonds: mine issues, maturing
through 2008. interest at rates ranging from
3% to 11% .. .... ............. .....
23,265
S4,290.000 Housing Special Obligation
Bonds; one issue. maturing through 2006.
interest at rates from 4.1 % to 7.4% ........
3.955
S38.000.000 Miami Sports and Exhibition
Authority Floating/Fixod Rate Special Obligation
Bonds, SOW193 1985. maturing in various
from 1991
amounts through 2015; interest
rates vary weekly at 70% of prime rate (the
prime rate was 10% at September 30. 19891
subject to adjustment under coin
circumstances ............. 4.... --
38.000
$8.750.000 Miami Sports and Exhibition
Authority Floatin Fixed Subordinate Obligation
Bonds. Series 1989 A. maturing in various
amounts from 1990 through 2004; interest
rates vary weekly � ...................... 8.750
$30.000.000 Rental Revenue Bonds, Series
1988. maturing through 2019; with interest at
8-65%. : ... ... ........... 30,000
$6.500.000 Guaranteed Enitidement Revenue
Bonds, Series; 1989, matunin q through 2009:
interest rates ranging from 5.25% to 7% - - .. 6.500
S38,355.000 General Obigatiort Ft
Bonds. Series 1986. rnatuiring throu7r720 4:
interest rates ranging from 4.5% to � 7%
$22.605.000 Gen" Obbg~ Refunding
Bonds. Senes 1987. maturing through 2010;
interest rates ranging from-6.8% to 7.4% 22.605
$13.210.9W Sunshine State "Governmental
Financing Commission, maturing through
2015. interest rate at 7% .......... . . . 12.301
MASAO $*CW 100 HUD PrornissiON
"to, interest to be o" Annually at A variable
rate; Annual orl"081 0w0 ants of SI.986.00
bOOMMOg August 1, 1990 ............ ...
963.140.000 Other issues, maturing through
2013; interest it rates ranging from I% to
................
303,015
"evefto and sois" Ban& end
0011011, 01111ft-11'"1111-- V FUIVAL.
$66,271,325 Special Arwwue Refunding
Bonds. Series 1987. due from
in installments
sow"natel S830.000 to S5.490.000
; from
through 201 ; interest at rates ranging
5.25% to 7.30% (The pomoh of the bonds
issued in capital appreciation bond form had
A
accrued value of atelv S 1. 7 million as
of September 301res"I" .......
66.982
$16,275.000 Parking System Refunding
Bonds. Son" 1986. maturing through 2009
at varvina rates of interest ranging from 4.25%
to 7.15% ....... ......
15.540
S5,500.000 Subordinated Pariang System
Revenue Bonds, $3.500.000 due in 1990.
S2.000.000 due in 2008. interest at 6%
through 1992. thereafter at 80% of the prime
rate .... I ...........
5.500
$225,000 Orange Bowl Warehouse Revenue
Bonds. maturing through 1989; interest at
8.5% ..... ......... -
21
S 13.720,000 Government Center Parking
Garage Special Obligation Bonds; maturing
through 2008: interest at rates ranging from
13-100
5.625% to 8.875%
S 14,420.000 Sunshine State Governmental
Financing Commission. maturing through
2015; interest rate at 7%
14.420
516.000.000 Florida League of Cities' First
Municipal Loan: maturing through 1996;
interest rate at 7% ... ..
I e,060
S16.175.00OComficatesctP&nicipation,
Series 1986. maturing through 1992; interest
at rates ranging from 4.6% to. 6.4% -
9.490
.141.053
Less Unamortized Bond Discount
(1-.788)
rl �39255
D. sum"W" of Now Debt lamancas
$22.605.000 General Obligation Refunding Bands, Series
1987-06 Apni 1, 1989. the City sold $22.605,000 Gen-
eral Obligation Refunding Bonds. Senes 1987,
with interest
rates between 6.8% and 7.4% to advance refund a portion
of the S33.000.000 General Obligation Bonds .da1edApnl
1, 1985. which carry interest rates between 8.4% and
A-22
,90-
738
:
Inj n i -i
'ici 1 ri f q
b
A
City of Miami, Florida
Notes to Financial Statements
1 1 %. The pimcoks from the Sense 1987 Bonds (net of ap-
proximately $912.000 in Issuance Costs and original Issue
discount) were used to purchase U.S. Government securi-
ties which were deposited in an irrevocable trust with an es-
crow agent to provide for all future debt seance payments
on the refunded portion of the General Obligation Bonds
dated April 1, 1985 (see Note 8(h)). The Senes 1987
bonds are collateralized by a pledge of the full faith, credit
and taxing power of the City. The General Obligation fie•
funding Bonds, Sense 1987, are payable from ad valorem
taxes levied on all taxable property located within the City.
$18,400,000 General Obligation Bonds —Om November
1. 1988, the City sold $18.400.000 General Obligation
Bonds with interest rates between 7.2% and 7.25% and
maturities ranging from 1990 to 2013. The proceeds from
the bonds are to be used to fund venous capital projects in-
cluding: police headquarters and crime prevention facilities.
storm sewer improvements, sanitary sewer system, streets
and highway improvements and fire fighting, fire prevention
and rescue facilities. The bonds are general obligations of
the City for which its full faith, credit and taxing power are
pledged, and are payable from unlimited ad valorem taxes
levied on all taxable property in the City.
$30.000,000 Rental Revenue Bonds, Series 1988—Dur-
ing 1989, the City sold $30,000.000 Rental Revenue
Bonds. Series 1988. with interest rates at 8.65%. maturing
through 2019. These bonds were Issued to finance a por-
tion of the costs of the acquisition of real estate and the
construction thereon of a 250,000 square foot office build-
ing to be leased from the City by the United States of Amer-
ica Ithe "Government"), to pay capitalized interest on the
bonds and to pay the costs of issuance of the bonds. These
bonds are secured by the payments of the annual rental by
the Government under the lease agreement and the full
faith and credit of the United States of America.
$6,500.000 Guaranteed Entitlement Revenue Bonds, So -
ties 1989—Dunng 1989. the City issued S6,500.000
Guaranteed Entitlement Revenue Bonds, Series 1989. with
interest rates between 6.25% to 7%. maturing through
2009. These bonds are secured by a pledge of the Guaran-
teed Entitlement Revenues, which are required to be shared
vwth the City by the State of Florida pursuant to the provi-
sions of the Revenue Sharing Act and AN monies, securities
and instruments held in the funds and accounts established
in the Bond Resolution except the Rebate Fund.
$16,000,000 Florida Laegue of Cities' First Municipsl
Loan-Dunng 1989. the City obtained a loan from the Flor-
ida League of Cities' First Muniapal Loan Council to finance
the Orange Bowl Renovation Projoict. Interest rates are van -
able. The loan will be repaid with revenues from Orange
Bowl operations.
$8,750,000 Floating/Fixed Rate Subordinate Special Ob-
ligation Bonds, Series 1989A—On May 4, 1989, MSEA
issued $8,750.000 in Floating/Fixed Rate Subordinate,
:>,II_I nI rS35t)(_'i 11!I",`
n
Special Obligation Bonds, Series 1989A to refund the out-
standing balance of the S 10.000,000 Subordinate Obliga-
tion Note Senes 1985. which was paid in full using pro-
ceeds from the bond issuance. The bonds are secured by a
pledge of the MSEA's allocated portion of the 3% Convem�
tion Development Tax, but on a basis subordinate and junior
to the pledge to the Senior bonds and from the date of origi-
nal issuance through April 29. 1994 (except upon earlier
occurrence of certain events) by funds drawn urider a bank
letter of credit in a stated amount equal to the principal
amount of the bonds plus 55 days interest thereon at an ih=
terest rate of 12%. The bonds carry a variable interest cal-
culated weekly. For the period of issuance until September
30. 1989. the average rate on the bonds was 6.646/e. Inter,
est is payable monthly.
$6.500,000 Florida League of Cities' First Municipal
Loan--Ounng 1989. the City of Miami and the Department
of Off -Street Parking Enterprise fund (the "Department")
entered into a participation agreement to draw up to
$6,500.000 in funding under the First Municipal Loan
CouncilPooled Loans Program sponsored by the Florida
League of Cities for the proposed Coconut Piayhouse pro-
ject. The Pooled Loan Program was created using the pro-
ceeds of the Sense 1985 First Municipal Loan Council
Pooled Loan Program Revenue Bonds and is available to
qualified county and municipal governments within the
State of Florida. No amounts have been drawn on the par-
ticipation agreement pending commencement of project
construction. The amounts drawn will bear interest at a cal-
culated variable rate, payable monthly, with the outstanding
loan balance due on December 1. 1995. The loan requires
a pledge of parking system revenues subordinate to the Se-
nes 1986 Bonds, but on a panty with all other bonded deot
of the Department.
E. Redassif cation of Sunshine State Govemmentai
Financing Commission Loans
During the years 1988 and 1989, the City financed certain
renovation and constriction projects within the Mannas and
the Exhibition Center enterprise funds using approximately
$12.420.000 and $2.000.000. respectively of funding
from the $27,630,900 Sunshine State Governmental Fi-
nancing Commission loans (the "Loans"). The total amount
of the loan was originally recorded in the General Long -
Term Debt account group with the proceeds recorded in
the capital projects funds. During 1988. approximately
$4.936,000 in cash was transferred from the capital
projects fund to the enterprise fund for these projects, and
in 1989. the remaining amount of approximatev,
$9.484.000 was transferred. The portion of the loans relat-
ing to the marinas and exhibition center projects will be re-
paid with revenues generated by those operations.
Effective October 1, 1988, the City reclassified that portion
of the debt used to fund these projects from the General
Long -Term Debt account group to the enterprise fund: The
beginning fund equity of the capital projects and enterprise ;
A-23
90- '738
:tSt
. 1` �f'. J`' ..
ht f� IViIr- .7 t t! "i 1�)�•'J Sit �3�j Cflf'. I `S
C
City of Miami, Florida
Notes to Financial Statements
funds have been f"Uted to fe OM this reCleSsifiClitlOn as
follows (In thousastds):
Beginning fund balances/retained
earnings (deficit), As previously
reported ............. . ..... $74,389 SO 2.625)
Reclassification of amounts
previously reported as transfers (9,484) (4.93e)
Beginning fund balances/retained
earnings (deficit), as
reclassified ................ 384,905 3 1�7,68811)
ararrrr�
F, Obligaltion under Capital Les"
During 1989, the City entered into a capital lease to
purchase equipment totaling S5,769,000. Such costs have
been recorded as capital outlay in the general fund. The
funding provided by the lease agreement is reflected as
"other financing sources" recorded in the general fund and
the related capital lease obligation is in the General Long -
Term Debt account group. Future minimum lease payments
under the lease as of September 30, 1989 are as follows:
Amount
Year ending:
1990 ............. . ........... $ 1.273.000
1991 1.273.000
1992 ......................... 1.273,000
1993 ......................... 1,273.000
31,340.381,600 After considerAtion of the $197.650,000
Of general Obligatlon bonds outstanding at Septemmbef 30,
1989, less 8001PDXIMAtely $1,690.000 available in the re,
lated debt service fund.
General obligation bonds authOnted but unissued at Sep
tember 30. 1989, totaled $42.500.000.
$65.271,325 Spedal ROW" Refunding bonds —Debt
.service is provided by a pledge of net revenues of the Con-
vention Center/Garage. the pledged portion of the public
service telecommunications tax revenues, and by a cove-
nant and agreement of the City to provide, to the extent
necessary, revenues Of the City, other than Ad valorem
prOperty tax revenues, sufficient to make up any deficiency
in certain of the required restricted funds and accounts.
Various funds and accounts held by the Trustee are re-
quired to be maintained under the terms of the Trust Inden-
ture pursuant to which the bonds were issued. Those funds
or accounts pertaining to these provisions include the Reve-
nue Fund, Bond Service Account, the Redemption Ac-
count, the Reserve Account, the Construction Account, the
Supplemental Reserve Fund, the Renewal and Replace-
ment Fund. and the Surplus Fund.
The Trust Indenture provides that the gross revenues of the
Convention Center/Garage will be deposited, as received,
with the Trustee to the credit of the Revenue Fund. The
Trustee shall transfer from the Revenue Fund, on a monthly
basis, all money remaining in the fund in excess of current
expenses to the following accounts or funds in the following
order:
j
1994 ......................... 1.273,000
• to the Bond Service Account the amount, it any, re-
1995 .................. 1.274.000
quired so that the account balance shall equal the ac-
Total minimum lease payments ......... 7.639.000
creed aggregate debt service as of the last day of the
Less amount representing interest at
month. Accrued aggregate debt service is equal to
7.15% ........ 1.870.000
the sum of interest accrued and unpaid, pnnciDal in-
......
stallments due and unpaid and the portion of principal
Present value of minimum lease payments S5,769,000
installments for the series next due accrued to end of
the month;
G. Synopsis of Bond Covenants
+ to the Redemption Account, the amount, if any, so
The various bond indentures contain significant limitations
that the account balance shall equal the component
and restrictions on annual debt service requirements, main-
of accrued aggregate debt service comprised of
tenance of and flow of monies through various restricted ac-
amortization installments or portions thereof, as of
counts, minimum amounts to be maintained in various sink-
the last day of the month in which the transfer is
ing funds, and minimum revenue bond coverages. A
made:
summary of major provisions and significant debt service re-
• to the Reserve Account, such amount, if any, of the
quirements follows:
balance_ remaining after making the deposits under
General Obligation Bonds —Debt service is provided for by
the two preceding provisions, as may be requires to
_
a tax levy on non-exempt property value and collections on
make the amount then held for the credit of the Re-
assessment hens from projects financed by proceeds of
serve Account equal to the debt service reserve re -
such bonds. The total general obligation debt outstanding is
quirement as of the last day of the month;
limited by the City Charter to fifteen percent of the assessed
• to the Renewal and Replacement Fund, commencing
non-exempt property value. At September 30. 1989, the
on April 1, 1988, one -twelfth (1 /12) of S l 00.000
statutory limitation for the City amounted to approximately
and one -twelfth 0/12) of such additional amount, if
S1,536,247,500 providing a debt margin of approximately
any, which a consultant retained for such purpose in
A-24
_i
90- '738
E i.
City of Miami, Flertua
Dotes to Financial Statements
its latest written row prepared pursuant to the
Trust Indenture shell have recommended;
0 to the Supplemental Reserve Pund, such amount, if
any, as may be fequired to make the amount then
held for the credit of the Supplemental Reserve Fund
equal to approximately, $1.500,000:
• to the Surplus Fund, the balance, if any, of the
amount so withdrawn,
At September 30. 1989, the City had on deposit with the
Trustee for these bonds approximately $10,020.000 m-
cluding accrued interest receivable, in the required restrict -
ea funds and accounts.
$18,275,000 Parking System Revenue Bonds (DOSP)—
Debt service is payable solely from the revenues of the Off -
Street Parking facilities. This issue ("Series 1986") con-
sists of serial bonds payable in installments of $315,000 to
$1.390,000 from 1988 through 2009. At September 30.
1989. the City had on deposit with the Trustee for these
bonds approximately $3.193,000 including accrued inter-
est receivable in venous reserve accounts. These accounts
consist of the Parking System Fund (Revenue, Revenue and
Replacement, and General Reserve accounts). and the
Bond Fund (Interest and Principal, Sinking fund, Reserve.
Redemption, and Insurance and Condemnation Award ac-
counts). The nature, purpose and funding requirements of
these funds and accounts are similar to those described
above relative to the Convention Center.
$13.720,000 Special Obligation Bonds --Debt service is
provided by a pledge of net revenues of the Government
Center Parking Garage and utilities services taxes collected
by the City from the sale of water and gas in an amount not
to exceed the principal and interest requirements in the en-
suing fiscal year. A reserve must be maintained equal to the
maximum annual debt service. Various funds and accounts
held by the Trustee include the Revenue Fund, Bond Ser-
vice Account. Redemption Account, Reserve Account and
the General Reserve Fund. The nature, purpose and funding
requirements of these funds and accounts are similar to
those described above relative to the Special Revenue Re-
funding Bonds for the Convention Center. At September
30. 1989. the City had on deposit with the Trustee for
these bonds approximately S 1,834.000 including accrued
interest, in the restricted funds and accounts.
$38.000,000 MSEA SpimW Obligation Bonds, Series
1985—These bonds are limited special obligations of the
Miami Sports & Exhibition Authority ("MSEA") and are paw
able solely from and secured by a pledge of (i) MSEA's allo-
cated portion of the 3% Convention Development Tax tamed
and collected in Dade County. (ii) investment earnings on
certain reserve accounts required to be maintained with the
Trustee, and (iii) from the data of original issuance of the
Bonds through December 30. 1990 (except upon the easi-
er occurrence of certain events) from funds drawn under a
bank letter of credit in a stated amount equal to the principal
�'ii f
9n 1 171 r S..j`�C:.?, ilf 1 ' -
E t
amount of the bonds plus 55 days interest thereon at an m-
latest rate of 12%. No funds were drawn on the Letter of
Credit as of September 30, 1989, The bonds carry a van -
able interest rate Calculated weekly. During 1989. the Mr -
ago rate on the bonds was 8.45%. The bonds were issued
to provide funding for the Construction of the Miami Arena
(see Note 13).
Upon issuance in December 1985. the proceeds of these
bonds, net of original issue discount of $612,000. were
distributed to various reserve funds and accounts held by
the Trustee in compliance wth the provisions of the Bond-
Indenture. Those funds and accounts pertaining to these
provisions include the Tax Fund, the Bond Interest and Pnn•
cipal Accounts, the Debt Service Reserve Account. the Re-
placement Reserve Fund, the Maintenance Fund, the Cam-
talixed Interest Account and the Expense Account. Receiots
of convention development tax proceeds are to be deposit-
ed in the Tax Fund and distributed to the following funds or
accounts as follows:
• to the Interest Account, deposits to bring balance to
125% of the preceding interest payment plus one-
third of the letter of credit fee due for the ensuing fis-
cal quarter, or 100% of the ensuing interest payment, 1
whichever is greater;
• to the Principal Fund Account, deposits to bnng balm
ante on the business day pnor to each interest pay-
ment equal to 125% of one -twelfth of the principal re-
tirement for the ensuing fiscal year, beginning i
January 1, 1991;
• to the Debt Service Reserve account, deposits to
bring balance to $3,375,000 (fully funded at bond
closing);
• to the Miami Sports and Exhibition Authority's oper-
ating fund, $30.000 per month up to $350.000 ad -
lusted by the consumer price index:
• to the Replacement Reserve Fund, deposits to bnng
balance to $3.700,000 (fully funded in 1987).
• to the Maintenance Fund, deposits to bring balance
to $3.000,000 (fully funded in 1987: however, the
required balance was amended to $2, 250.000 in
1989 and the excess of $750.000 was transferred
to the Miami Arena Capital Project Fund): then
• to the Authority for.any of its lawful corporate pur-
poses.
58,750,000 Floating/Fixed Rate Subordinate Special Ob.
ligation Bonds. Series 1989A—On May 4, 1989. MSE4
issued $8,750.000 in Floating/Fixed Rate Subordinate`'
Special Obligation Bonds, Series 1989A to refund the out-'
standing balance of the 510,000,000 Subordinate Obliga
tion Note Series 1985. which was paid in full using pro
coeds from the bond issuance. The bonds are secured by a
pledge of the MSEA's allocated pornon of the'3% Conven-
tion Development Tax, but on a basis subordinate and junior`
A-25
90- 738
I
,A
City of Miami, Florida
Notes to Financial Statements
to the pledge to the senior bonds and from the date of ongi-
Hal issuance through Agin( 29, 1994 (except upon earlier
occurrence of certain events) by funds drawn under a bank
letter of credit in a stated amount equal to the p C1011l
amount of the bonds plus 55 d" interest thereon at an in-
terest rate of 12%. The bonds Carry a variable interest Cal-
culated weekly. For the period of Issuance until September
30, 1989, the average rate on the bonds was S.64%. Inter-
est is payable monthly.
Upon meeting certain conditions and providing notices, the
MSEA may convert the bonds to a fixed interest rate, as de-
termined by a remarketing agent, that would allow the
bonds to be remarketed at par value. Upon conversion to
fixed rate, the bonds will no longer be secured by the bank
letter of credit, nor will they be subject to purchase at the
demand of the registered bondholders.
During 1989, the MSEA transferred to the special revenue
fund $1.655,699 in convention development tax proceeds
in excess of the funding requirements described above re-
lated to debt service on the Special Obligation Bonds and
Subordinate Obligation Note.
$30,000,000 Rental Revenue Bonds, Series 1988—Dur-
mg 1989, the City issued $30.000,000 Rental Revenue
Bonds, Series 1988 to finance the costs of the acquisition
of real estate and the construction thereon of a 250.000
square foot office budding to be leased from the City by the
United States Government. The Resolution establishes as
trust funds with the Trustee the Construction Fund, the
Revenue Fund, the Reserve Fund and the Sinking Fund to
be provided as follows:
• to the Construction Fund, a portion of the net pro-
ceeds of the Bonds will be deposited into the Con-
struction Fund to pay costs of issuance of the bonds,
to pay capitalized interest on the bonds and to pay
costs related to the acquisition, construction and de-
velopment of the project and purposes incidental
thereto.
• to the Revenue Fund, all of the pledged revenues as
soon as received. Amounts are to be withdrawn from
the funds in amounts sufficient to timely pay interest
and principal as they become due.
• to the Sinking Fund, in an amount sufficient to pay
the interest on the bonds when due and to pay the
principal of maturing bonds.
• to the Reserve Fund, amounts to be deposited there-
in to be used to pay the principal of and interest on
the bonds and any additional bonds Issued under the
resolution. In accordance with the resolution, the City
has determined not to fund the Reserve Fund in con-
nection with the issuance of the bonds. Consequent-
ly, no funds will be available, from any source, in the
Reserve Fund to pay debt seance an the bonds.
'.S$,500,000 Guaranteed Entltlemeftt Revenue Bonds, S#-
ries 1060 --Dung 1989. the City Issued $6.500.000
Guaranteed Entitlement Revenue Bonds, Series 1989 to fi-
nance the cost of Certain capital improvements and squib►
merit within the City. At September 30, 1989, the City had
on deposit Huth the Trustee for these bonds approxlmeteiv
5612,500 in various reserve accounts within a Sirtlung
Fund. These accounts consist of the Interest Account, the
Principal Account, the Bond Redemption Account and the
Service Account. Guaranteed 8ntittement Revenues shall
be applied to the various funds in the follovwng order:
• to the Interest Account in the Sinking Fund, on the fif-
teenth day of each month, of such sums as shall be
sufficient to pay one-smxth 11 /6) of the interest be -
Corning due on the bonds on the next semi-annual in-
terest payment date to the extent that additional
monies are required therein for such purpose;
• to the Principal Account, on the fifteenth day of each
month, of such sums as shall be sufficient to pay one -
sixth (1 /6) of the principal amount of serial bonds
which will mature and become due on such semi-an-
nual maturity dates and one -twelfth (1 / 12) of the
principal amount of serial bonds which will mature
and become due on such annual maturity dates to
the extent that additional monies are required therein
for such purpose:
• to the Bond Redemption Account, on the fifteenth
day of each month in each year, beginning on such
date, of such amortization requirements as may be
required for the payment of the term bonds payable
from the Bond Redemption Account, as shall be de-
termined by subsequent proceedings of the City;
• to the Debt Sennce Reserve Account, on the fifteenth
day of each month in each year, an amount equal to
the difference between the amount on deposit in the
Debt Service Reserve Account and the m"mum an-
nual debt service for the bonds outstanding, No pay-
ments shall be required whenever the amount depos-
ned therein shall be equal to the maximum annual
debt seance for the Series 1989 Bonds outstanding
(fully funded as of September 30, 1989).
$16,175,000 Certificates of Participation —During 1986
the City issued S16,175,000 Certificates of Participation,
series 1986 (the "Certificates") to finance the acquisition
through August 1, 1989 of equipment for use by the Fleet
Management internal service fund in providing essential City
services and to reimburse the City for equipment acquired
during the prior two years. The certificates represent a lim-
ited and special obligation of the City and evidence undivid-
ed proportionate interests in "basic rent payments" to be
made by the City pursuant to a lease purchase agreement
for the acquisition and financing of the equipment. Title to
all equipment purchased rests in the City. Bask rent pay-
ments consist of an annual principal component and semi-
annual interest components at interest rates from 4.6% to
A-26
90 - 738
«n.7 pt r". 1.5='JC•.
.;':a?�c, lfiln�►CDp i!i% y I f:fl �`ita7;E�c.i3fi ,fJ i+�+J,'•M
Esfi�rlj �- t
:1LvJri'YE3"0 f i"!.':1Jtitti �:ltffiif# {�
r,
City of Miami, Florld6o
Notes to Finandal Statements
8,4% through 1902. "1 City is obligated to make rental 04MOMM under the lease only from funds appropriated from general
revenues of the City ftW $WfC#j ()that than ad valorem taxes. The obligation of the City to make rental Payments does not
constitute an obligaW of the City for which the City is obligated to levy or Pledge any form of taxation.
H. 0#441"04" Of Laft-Taft Dow
On AOMI 1, 1 gag. the City sold S22.606,WO General Obligation Refunding Bonds, Son*$ 1981, to advance refund A Portion
of the $33.000,000 General Obligation 80rids dated April 1. 1986, The outstanding balance Of the Bonds refunded totaled
$19,528.000 and consists of bonds Outstanding at April 1 totaling $2.885,000 in Police HeAdouarters Improvement SOMC19.
$6.735.000 in Storm Sewer Imptovemerit Bonds, $3,795,000 in Sanitary Sewer Improvement Bonds, $3.219.0W in
Street and Highway Improvement Bonds and $2,926.000 in Fire Fighting, Fire Prevention and Rescue 9wilities Bondi. the
Proceeds from the Series 1987 bonds (not Of SOProximateiv $912,000 in issuance costs and original issue disCoUmt) Were
used to Oul`0896 U.S. Government Securities which were deposited in an irrevocable trust with an escrow agent to provide
for all future debt service payments on the Portion of Samos 1985 Bonds that was refunded. As a result, the bonds listed
above are considered to be defessed. The issuance of refunding debt at interest rates lower than the Series 1985 bonds will
cause aggregate debt service payments to be reduced by approximately $843,000 with a net present value savings of ip.
proximately $815.000.
In prior years. the City defessod certain outstanding general obligation and revenue bonds by placing the proceeds of the
refunding bonds in an irrevocable trust to provide for all future debt service porments on the old bonds. Accordingly, the trust
accounts and the defessod bonds are not included in the City's financial statements. At September 30. 1989. the following
additional outstanding bonds are considered defeased (in thousands):
Parlang Facilities Revenue Bonds: $ 1.400
Series8 ...................................................... . ..
SamosC ........................................................... 2.985
Series1980 ......................................................... 8.450
Parking System Revenue Bonds:
Series1983 ......................................................... 12.985
Parlang Revenue Bonds:
Series1981 ........................................................ 9.915
Convention Center and Parldng Garage Revenue Bonds, Series 1980 ........... 60,000
General Obligation Bonds:
Firefighting. Series 1984 . ................................ ............ 1.820
Housing. Series 1984 ................................................ 16.920
Storm Sewer Improvement, Series 1984 ................................. 2.610
Street and Highway, Series 1984 ....................................... 6.425
A-27
bf) J b L
VC,•
CKV of Mlarni,. Florida
Notes to Financial Statements
9, PUND Idurry
The only non -proof toy City subNhd M&AMO a daftit fund OQUIN it September 30, 1989 was the bownwwri Oweloomerit
Authority Special revenue fund, WhCh had a deficit balance of soproximatO S 128,000. The f011OWng WNCIU114 lists the 44ut.
ty components of all City OMOM*t*V funds 66 Of SaOtilliffibillf 30, 1089 (in thousands):
f1w Dow
R401011*1 U2gamtg
TOW
114ulid
Off-street Parting .....................
$2.213 S 6,493
S 8.106
S
S 81708
G&O Enterprise Fund ..................
(882)
(8821
2.076
1 194
Marine Stadium .......................
(368)
(368)
ago
"jai
Miami stadium....... ................
(790)
(790)
1,054
884
Orange Bowl Stadium ..................
— 829
629
4.478
5,106
Convention Center ..................
1,848 (28.031)
(24,185)
48.248
22.063
Manna$ ......... .............
758
758
2.787
3,646
Exhibition Center ......................
(2.821)
(2,821)'
100,929
8.108
Golf Courses ....... ......
(44)
391
347
Warehouse Prop" ..................
— 337
337
22
359
Parlang Garage .......................
129 (3.831)
(3,702)
634
(3.068)
8uilding and Zoning ...................
— MO)
(380)
2e7
(113)
Solid Waste ..........................
(2,505)
(2.505)
2.308
(1971
Property and Lease Management
1.043
1.043
2,287
3,330
54.1811 S(28,392)
S(24.204)
$74.778
S50,574
Intensig Soo wWo Punds:
Fleet Management ....................
s— S (757)
S (757)
S 8,652
S 5.895
Property Maintenance .................
(170)
(170)
273
103
Print Shop ...........................
(759)
(759)
178
(5811
Procurement Management .............
140
140
23
163
Communications Services ..............
(602)
(602)
2.336
1.734
S— S (2.148)
S (2.148)
S 9,482
$ 7,314
See Note 11 for selected financial information regarding the enterprise funds.
A-28
9 0, 73118,,-�,`-,,�,,,
if
1) CI i
17',9.35�)CJ
I r, u, 1. ri'l f- I
-4
01
City of Miami, Florlaa
Notes to Financial Statements
W SWASURANCI
The City maintains a W4nsurance expendable trust fund to administer insurance activities relating to certain property and
liability risk, group aceident and health and Worker$' compensation.
Charges to pamcipatimi; operating depaftrnents are based upon artlbunts determined by management to be necessary to
meet the e"uired annual payouts during the fiscal year. The estimated liability for insurance claims includes estimated future
liability on a cawby-cars basis lot All pending claims and an actuanally determined amount for claims incurred but riot redori• ,
ad. The longterm portion of the total estimated liability. Which is expected to be funded from future ocerations, is teftecten +n
theCeneral Long -Tens Oobt account group (" CLTO") and amounted to approxomately S41,979,000 as'of September 30,
1989 as follows (in thousands):
estlritatea
Glait�n+s
-Payable
A. Workers Cornpe nsaton
All workers compensation costs are paid from the Self -Insurance fund, with all departments of
the City assessed a charge based upon annual cash requirements. As claims are reported.
they are investigated by claims personnel. and an estimate of liability on a case -by -case basis
is established. The estimated liabilities are penodically reviewed and revised as claims
develop. Most liabilities in this area will be payable over several years. $17.830
B. Genersll0wenge
Departments of the City are assessed for property and casualty, including police professional
liability and ubhc offic.al's liability cover As based u n the cash r ".ram nt f th S If
eq e a e e-
p a9 po o
Insurance fund and their relative share of the total risk. The City has continued to purchase
certain casualty insurance for which the premium is small in relation to the coverage provided.
The City is fully insured, subject to a S 100.000 deductible, for all property loss exposures.
except as related to parks and recreation facilities, which are included in the City's self-
insurance program. As the casualty claims are reported, they are investigated by the claims
personnel and an estimate of liability on a case -by -case bans 13 established.
24.539
C. Group Aceldertt and Health
Certain employees and retirees of the City contribute through payroll deductions or deductions
from pennon payments to the cost of group benefits. The remainder of the funds necessary
are contributed by the City based upon the number of participants in the plan. As of
September 30. 1989. the plan covered approximately 1.400 active employees, 1.100
I
retirees and 1.400 dependent units. Costs of the plan for the year then ended were
I
approximately $9.7 million. The current portion of claims payable at September 30. 1989
represents payments made by the City in October and November 1989 on claims incurred on
3
or before September 30, 1989.
1,410
Total
43.579
Less: current portion
2.000 1
Long-term claims payable
$41.579
,A— 2 9
90- 73:8
r
_. _ _..
�61'000i' ti(1 x.l ,furl \'1Q.7:'�ci:fi
��i d
l`=y�sl~i
City of Miamle Florida
Notes to Financial Statements
11. 824MINT INFORMATION -ANT N001181 FUNDS
01=1
10-ftwo
WIAM
-row
Current &iiaaltsi
P 15611
1 JS 0 0
C-4
166
C411FAW
I -152e
1.510
C440
Weiss,
f-22
16
I
542
S a
254
$2,004
12,369
Current hatilitm
.19.92
--21,
set
11,783
Net *orW0 cADIN
S010300
S- (275)
$11.3031
jis "4481 So M(�781 I
S (821
S 11494IS
420
rr, 6-11
S
Rostfttad assets
S 3. 193
1"
S13.949
S10,162 S
smarseas
S
�3
3 1.642
S-
ram -me,
�1,321
2
S 28.946
Current listwiais aftwe
from futneted *$"is
290
39
2.44 64
'S1641
'3-
-S-
666
4048
Not restricted assets
S 2,213
S-
S13.910
1 7722
S 1.077
S-
S
0100". plant and
eauloment
S24.203
$1.489
$10,024
S811.524 $16.790
S10.190
3 "1
S 7.442
0 53
1 03`1
$2.001
VU.V&
-
Total assets
jagisagsag
S31,990
Igagainst
2.060S24.011
21010�
S93.458 S16.794
SONNIM
S11,718
700110M
S 863
�11010112
$10,158
3 360
11111111101�
319.065
S4,011
$200.082
Bonds tiaysaia. OV-twm
debt (Met)
S20.208
9,-
$16.021
$64.461 912.420
S 2.000
sumno
S-
VISO
=Noma
INNOMM*
3
S127 837,
.. 1�
Contributed capital
sasses
S -
lallessais
$2j078
anionswas
851
S ".248 3 2.787
S10.929
S 391
S 534
S 267
5 2.308
$2.287
S 74,778
Total retained earnings
8.706
8821
124.185) 758
(2.821►
-("1
13.7021
390)
12.505)
1.043
ter.
(241041
'50574
Taw eawtv
S 8.706
11 1-94
S-22063. S 3.545
a
3 8.106
asses
S 347
'
SMOGS)
S (1131
S (197
S3330
'
S
'
Operating revenues5
8.605
S 712
3 2,118
3 4-OCIS 9 1,693
S 315
51256
S 650
S4.403
$15.875
S2.519
S 42.674
000ratilloz.omo (loss)
before am no
revenues (expenses).
S 553
S (311)
S0.2381
S 0.255) S (1151
S (1991
S 44
S 58
1 13361
S414.7631
$2.025
$115,S371
Non-opeirsting revenues
(etvanses),
M? rest income
e
370
11
5
a"
-
10
139
-
124
12
1.359
Interestvia fiscal criarges
11.631)
(161)
(51)
(4,801) (836)
-
-
0.153)
-
-
-
18.4331
Other
-
28
5
(1
31 M111)
7
3
-
97
105
4.002
2.669
Total mori-oovating revenues
(ewerisesl
0.2611
(1221
(411
(3.9261 (2.401)
7
13
(1.014)
97
229
4.014
' (4.4051
Not transtars from (to) other
tunas
-
-
320
2,810 541
a
856
-(1001
133
14.054
15.227)
13.299
Not income (loss)
10081
T-4-331
S (9591
r-i25651 r-(19751
17(-1661
i- 5-7
r
r 11-061
r 1-480)
1 8-12
S 6.5-131
0ecirociation expense
S 1.858
3 143
S 577
3 1.793 S 123
3 161
S 58
S 159
S 5
S 60
S 66
S 5.003
AdOittions to DromM. plant
and equipment. not
S 1.511
$1.129
aQass
S 994
S 189 S 5.232
aa;�ss
S 7.158
S 9
S
S 6
S 122
S
S 16449
Additions of contributed
capital
S
S 976
S 27
S- S
S 5.357
S-
S
S-
S 321
S
S 6681
increase toecrease) in
Working capital
S0.623)
S (401)
S 1.142
S 14471 S 46A
S 174
S 106
S 232
S 1101)
S 12181
S 878
S 206
- ---
(1) Includes operations of the Orange Bowl Warehouse Property, the Miami Stadium. the Marine
Stadium and the Orange
Bowl Stadium.
qnj ni, llf:f-
[--1-q I ii h , o E t
ft
A-30
f
0
0
r , c
a
City of Miami, Flarlas
Notes to Financial Statements
i
12. PUGION PLANS
A. Plan Weviotloni
The City sponsors me separate defined benefit contneutofY
pension plans under the Adn'1lniltratlorl and Ittenagei10t of
separate boards of trustees: The City of Miami Firs Fighters'
and Police Officers' Retirement Trust ("FlPC") and the City
of Miami General Employees and Sanitation Employees' Re.
tirement Trust ("GESE"). The plans cover substantially all
City employees who contribute a percentage of their base
salaries or wages on a bi-weekly basis. The payroll for em-
ployees covered by FiPO and GESE for the year ended Sep-
tember 30, 1989 was $71.5 million and $59.9 million, re-
soactively: the City's total payroll was $149.4 million.
At October 1, 1989, the date of the most recent actuarial
valuation, membership in the FIPO and GESE consisted of
the following:
FIPO also
Retirees and beneficiaries currently
receiving benefits and terminated
employees entitled to benefits but
not yet receiving them ............ 1,595 970
Current employees:
Vested ....................... 725 738
Nonvested .................... 1,224 1,040
Totals ........................ 4
2.748
Retirement benefits are based upon a percentage (2.5% for
FIPO, 2% for GESE) for each seance year of the average
compensation earned over the highest two years of mem-
bership service. Provision has been made for additional ben-
efits for longevity. Early retirement after twenty years of ser-
vice is one option. Benefits for disability and death are also
provided under the plans.
City employees are required to contribute 8.5% of their sal-
ary to FIPO and 8% to GESE. Contributions from employees
are recorded in the period the City makes payroll deductions
from participants. The City is required to contribute such
amounts as necessary on an actuanal basis to provide FIPO
and GESE with assets sufficient to meet the benefits to be
paid to the participants. Contributions to FIPO and GESE
are authorized pursuant to City of Miami Code Sections
40.205 and 40.230. respectively.
The City was involved in lor"tanding litigation, principally
related to funding of the tvvo plans, which was settled under
an agreement approved by the City Commission on June
13. 1985 ("the Gates Settlement"). The major terms of
the Gates Settlement are as follows:
• Each of the two Boards of Trustees (Boards), in its
discretion, may have its own employees. administra-
tor, attorneys, accountants. money managers, and
other professionals.
The City's total annual contributions to FIPO and
GESE beginning with fiscal year 1084/85 are to-
quired to consist of:
as Non -investment expenses
• • Actuarial contributions for normal cost using the
entry age method: a mechanism has been agreed
upon to resolve possible disagreerhent on annual
contributions by a third party.
•� Annual unfunded liability contributions based On a
schedule that requires WOOD= for 91PO and
$8.400.000 to GESE. respectively, for 1984/85,
increasing thereafter by approximately 5% per
year. The total unfunded liability, including the Of -
feet of certain plan improvements, was calculated
to be approximately S 104, 600,000 for FIPO as of
January 1, 1983 and $109.000.000 for GESE as
of October 1, 1982, establishing the bans for the
contribution schedule. The respective unfunded li-
ability balances are expected to increase annually
for approximately the next 9 years, until the annual
unfunded liability contribution by the City exceeds t
the accumulated interest on the unpaid balance.
The currently existing unfunded liability balances
are scheduled to be eliminated by the year 2011
for FIPO and by the year 2007 for GESE.
• Any increase in the unfunded liability of either FIPO or
GESE ansing from lawful increases in benefits provid-
ed by the City unilaterally shall be amortized in level
annual installments over the shorter of (1) 30 years
from the beginning of the fiscal year in which the
change occurred, or (2) the period over which such
benefit increase is expected to be paid. Any increase
or decrease in the unfunded liability resulting in
changes in actuarial assumptions or changes in bene-
fits resulting from collective bargaining shall be amor-
tized in level installments over a period of 30 years
from the beginning of the fiscal year in which the
change occurred.
• A Cost -of -Living Adjustment Fund (COLA Fund) was
created with a designated amount of savings gener-
ated by the tax qualification of FIFO and GESE repre-
senting employee contributions of 2% of salary.
B. Funding Straus and Pr+ogiress ;
The amounts shown below as the "pension benefit oblige-
non" is a standardized disclosure measure of the present
value of pension benefits, adjusted for the effects of project-
ed salary increases and step -rate benefits, estimated to be
payable m the future as a result of employee service to date.
The measure is intended to help users assess the funding
status of FIPO and GESE on a going -concern basis,assess
progress made in accumulating sufficient assets to pay ben-
efits when due, and make comparisons among employers.
A-31
90-- '738
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4 _ ,
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.Chy of Miarr h Florida
Notes t6 Financial Statements
The measure is the edtWrlal dreaertt value of credited projected benefits, and is independent of the funding method used to
determine dontnbutione to PIPO and USE.
The pension benefit obligation and the estimated sdtuanally determined employer cbnthbutton "did by the City weWdal'
culated by consulting actuaries biased on actuarial Valuations for KiPO And GESE.
The More s10nificarit aesurriptions underlying the actuarial valuatlona are At follows:
Assumed rate of return on investments ................. 7.5% per annum compounded annually
Salary Scale ........... ... ......... Projected salary increases of.4.6% compounded annually,
attributable to inflation and additional projected salary,
increase up to 4.8% per year attributable to sanionty/
merit.
Retirement ...... .. ....... ... ........ Probabilities of retiring ranging from I % at age 40, 3.5°r6 at
age 45. 50°ll; at age 50, to 100% at age 55.
OE$E
Assumed rate of return on investments ................. 7.5% per annum, compounded annually
Salary Scale Annual
Age Sak"Ir� se
25 .0J0
30 .085
35 .080 j
40 .075
a
50 .075 a
60 .075
Retirement Annual
R al
y
55
60 .10000
65 .200
70 -1.000
Significant actuarial assumptions used to calculate the unfunded pension benefit obligations (in thousands):
fiPO 0189 To4s1
Valuation Date . ............................... Oct. 1. 1989 Oct. 1, 1989
Pension benefit obligation:
Retirees receiving benefits and terminated members .... . ..... S 150.400 S 120,800 $271,200
Current employees:
Accumulated member contributions ...................... 51.500 39.300 90.800
Employer —financed vested . .............:............ 91.900 113.800 205;700
Employer -financed non -vested ........................ 92.100 .28.300 12
Total.......... - ............... I ............... 385.900 302,200 688.100
Net assets available for benefits, at cost (market value is
$366.200 for FIPO. S211.500 for GESE) :........ ...... 339.400 188.000 527;a00
Unfunded pension benefit obligation . ..'................ S 46.500 S:_ 1.14.200 :.S160.7.00
� , Wit. : •>:
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i
N
City of Miatmit Florida
Notes to Financial Statements
C. aall tlllrwiy Daufllil ow ca whil kln
ANWW*nwwft WW CaftMbufts MW$
The funding policy for 000 and GESE provide for periodic
employer contributions at actuarially determned rates that,
expressed as percentage$ of annual covered payroll, are
sufnctent to Maintain the actuarial soundness of the plans
and to accumulate sufficient assets to pay benefits when
due.
Significant actuarial assumptions used to compute the con-
tribution requirements are the same as those used to corn -
puts the pension benefit obligations as described in 8.
above.
FIPO
Contributions are determined using the entry age normal
cost method with frozen unfunded actuarial accrued liability.
Contributions toward the unfunded actuarial accrued liability
are based on a level percentage amortization approach,
with increasing scheduled payments through the year
2011.
For the year ended September 30. 1989 the recommend-
ed contnbuton rate was 28.1 % of participating payroll, or
S 18,538,3 t 8 (17.6% or $11.157.203 employer and
8.5%, exclusive of 2% contribution to the COLA Account,
or $5.379.113 estimated for employees), based upon an
actuarial valuation performed as of October 1, 1987. The
contribution requirement consists of $10.278,683 for the
0. TrwW Itnformstilon
normal cost. $5, 735,843 for the amortazabon of the un-
funded attuanal aCUL16d liability and an additional
$622.090 for certain expenses. ContnbutIons (excluding
contributions to the COLA Account) made to FIPO pertatn-
tng to the Year ended September 30, 1989 were approxt--
mately S 17.147,000.
GEu3E
GESE contributions are determined using the entry age nor -
Mal frozen actuarial accrued liability. Contributions toward
the unfunded actuarial accrued liability are based on a genes
of increasing scheduled amortization payments through the
year 2007.
For the year ended September 30, 1989. contributions to-
taling $16,074.397 ($11,108.648-employer and
$4,965,749-employee) were accrued to accordance with actuarially determined contribution requirements..
based on an actuarial valuation performed as of October 1,
1987. These contributions consisted of $6,743.43 for
the normal cost. S7.800.000 for the amortization of the un-
funded actuarial accrued liability, $697.286 for the amorti-
zation of the change to unfunded liability due to change to
assumed rate of return on investments, and an additional
$833. 693 for certain administrative expenses.Contnbu-
bons represented 26.7% of the covered payroll (employ-
er-18.74%; employees 8%. exclusive of 2% for COLA).
unn,nded
Penelon
Benefit
(4) Obligstion EmPoyer
Contributions
P
Net Assails(2)
(3) (5) Peretm s t�qe
Available for Pension P nut loans bww Animal of Covered Pere:entage
tRspar End l Yew BWNWIW at Bera t ceded ObNgadon covered PWMN of Covered
Septamber 30 Cost (note A) Obis adon
(1)/(2) (2) Z.; of P (41/(5) Payroll
FIPO
1989 $339.4 $385.9
88% S 46.5 $71.8 65% 17.6%
1988 304.4 3577.9
85% 53.5 65.4 82% 18.0%
1987 283.6 335.7
84% 52.1 63.3 82% 23.0% "
GESE
f
1989 $188.0 $302.2
62% S 114.2 $59.9 191 % 18. 7%
` 1988 172.5 302.6
57% 130.1 59.3 219% 21.0%
1987 185.8 286.0
58% 120.2 60.2 200% 21.0%
Oue to the Ion -st g andnq litigation mentioned to Section A
the separately issued financial statements for FIPO and
of this Note, there had been, in prior years, significant differ-
GESE.
ennes to the actuansUy-determmned liabilities and funding re-
as calculated by the City and the two Trusts.
me City maintains a Pension Administration trust fund (ex-
Therefore, historical trend information regarding the pen-
pendable vest fund), which charges each department of
sion benefit obligation is not currently available. The City
the City and other governmental contributors their respec-
hal
shall compile such information on a prospective bans. Sit.
troe share of estimated pension plan contributions. Substan-
lected 10 year historical financial information is provided to
Wally all amounts charged were to the general fund. and the
A-33
90-- 738
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P
City of Miami, Flod a
Notes to Financial Statements
remainder to variow 15dw funds, principally enterpnsa and
internal service. The Pension Administration trust fund then
disburses the actuarially determined required contributions
to the pension trust funds.
9. Deparbirieft of Off•8treet Par dho
The Department of Off -Street ParinnQ (the "17e06rtrl`lent")
enterprise fund I$ the sponsor of a single employer defined
benefit pension plan which covers all of the Department's
eligible full-time employees Including employees within the
facilities managed by the Department. As of October 1,
1989. the Department's pension benefit obligation totaled
approximately $1,419,000. The actuarial value of assets
available for plan benefits totaled approximately
$1."2.000. For the year ended September 30. 1989. ac-
tuanalty determined employer contributions and overall con-
tribution requirements were met under the plan. Refer to
the Department's pension plan financial statements for ad-
ditional information regarding the pension plan.
F. Spedal Beneifk Phm
In addition to the deferred compensation plan described in
Note 2IN), certain executive employees of the City are al-
lowed to loin the ICMA Retirement Trust's 401(a) plan. This
defined contribution deferred compensation plan, which
covers governmental employees throughout the country, is
governed by a Board of Directors responsible for carrying
out the overall management of the organization, including
investment administration and regulatory compliance.
Membership for City of Miami employees is limited by the
City Code to specific members of the City Clerk, City Man-
ager, and City Attorney's offices; Department Directors. As-
sistant Directors; and other executives. To participate in the
plan a written trust agreement must be executed, which re-
quires the City to contribute 8% of the Indnndual's earnable
compensation, and the employee to contribute between
5% to 10% of salary. Participants may withdraw funds at re-
tirement or upon separation based on a variety of payout
options. The following Information relates to the City's par-
ticipation to this plan (in thousands):
Total current year payroll for all employees ...... S 149.369
Current year payroll for employees covered In the
plan 2.093
Current year employer contribution at an 8% rate 167
In addition to coverage under the FIPO Pension Plan, City of
Miami fire fighters and police officers are members of sepa-
rate non-contributory money purchase benefit plans estab-
lished under the provisions of Florida Statutes, Chapters
175 and 185, respectively. These two plans are funded
solely from the proceeds of certatul excise taxes levied by
the City imposed upon property and casualty insurance cov,
srags within the City limits, This tax, which is collected from
Insurers by the State of Flonda, is remitted directly by the
City to the plans' Boards of Trustees. As long as the MIr'II-
mum benefit provisions of Statute Chapters 175/185 are
met by FIPO, the City is entitled to levy such excise taxes
solely for the use of the money purchase benefit plans. The
City is currently under no obligation to make further conth-
butions to the plans. The total of such excise taxes received
from the State of Florida and remitted to the plans was e(a-
proximately $4.71 e.000 for the year ended September 30.
1989. Benefits are allocated to the participants based upon
their service during the year and the level of funding re-
ceived during sad year. Participants are fully vested after
nine years of service. On termination of service, a panici-
pant may also one of three options: to receive a lump sure
payment, or five substantially equal payments or not less
than 10% the first year and the remainder any way over the
next four years. The total must be paid out within We years.
0. Post-Empbymerltt Health Can Beinefks
In addition to providing pension benefits, the City offers to
its retirees comprehensive medical coverage and life bene-
fits through the City's self insured plan. Substantially all of
the City's general employees and firefighters may become
eligible for those benefits when they reach normal retire-
ment age while working for the City. As Indicated In Note
10c, 1,100 of the 3.900 participants are retirees. Cost of
the plan for active employees, dependents and retirees for
fiscal year 1989 approximated $9.7 million.
13. COMMITMENTS AND CONTINGENCIES
Capital Improvement Program
The City's Capital Improvement Ordinance Identified ongo-
ing and future projects totaling $297 million. Major empha-
sis Is placed on maintaining and expanding the City's Infra-
structure. The greater effort is directed to public facilities.
street Improvement, park facilities, storm sewers, and sani-
tary sewers. The community redevelopment projects are
designed to assist in neighborhood revitalization and the ex-
pansion of the City's economic base. A functional distribu-
tion of the capital improvement ordinance and funding
sources, excluding projects financed by the Department of
Off -Street Parking and the Miami Sports and Exhibition Au-
thonty follows (in thousands):
A-34
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_nc-1C:l:
1 � ,.Ci.:+,1'`, E�1:1C)CJ%' ViG-; � �.►.f:11 \.lf.iG1�E)�.'i:f� :i�3 f�ijly
nn7 ns ra.,C. nur
tfi^if"7=fiSti pail r'z' Ic
C V Si' L et
City of Miamit Flo rip
Notes to Financial Statements
l
pare
41, 245
General Government ...... . .............
40'696
Sanitary Sewan ........................
27,418
Street Improvements ....................
28,209
Parking Facilities ........................
21.757
Community Redevelopment .. ... ...
21.080
Marinas.....,. . ..... ........
19.380
Mousing ................ ....
18.917
Storm Sewers ...... ...................
17.243
Stadiums ..... . ... ....................
17,102
Fire .................... .. ..........
18.283
Police .................................
15.408
Exhibition Centers ........... . ....... . ...
8.116
Economic Development ..................
3.737
Solid Waste .. . ........ . ...............
2.495
Mass Transit ...........................
232
Total Capital Improvement Program ......
$29�7.2666
Prepesed Simnm of Funding
Amount
City
General Obligation Bonds ..............
$111,024
Revenue and Special Obligation Bonds ...
93.405
Interest Eamings and Other .............
53,722
258,151
Non -City
Federal Grants ....................... 29.872
Private and Developer Contributions ...... 5,809
State Grants ......................... 3,434
39.115
Total Funding ......... .............. $2977.288
During fiscal year 1989. the City's Department of Public
Works was monitoring 69 construction projects in progress
or awaiting final approval with budgets totaling approxi-
mately $1 10 million in costs. The most significant of these
public works projects were:
• Police Substations —two district substations are be-
ing funded by an appropriation of S 10 million in police
facilities general obligation bonds.
• Neighborhood Parks Renovation Program —over
twenty parks are being renovated throughout the City
at a total cost in excess of $9 million. Funding for the
program is provided by a S4.4 million loan proceeds
from the Sunshine State Goverrimental Financing
Commission and other discretionary City funds.
• Sayfront Park Redevelopment —A S20 million down-
town waterfront park redevelopment project. Major
funding sources include $8.8 million in federal
grants. S4.4 million in Sunshine State Governmental
Financing Commission ban proceeds, $3 million
from the new port bndgs land sale, $1.8 million in pri-
vate sector contributions. and S 1.3 million direct ap-
propnations from the State of Florida.
n,Nt onftw paw West
The Southeast Overtown/Park West redevelopment prig
gram entails the redeWoOrttent of 200 acres of ohi"a taus,
estate, adjacent to the central business district: lilt hew rail
,dental and Corfirrercial activity. The g0et41 redevelop -
merit concept for the project area the provision of a ,fide
range of housing opportunities with suo0aftimg corrirh rGial :
uses to serve the area's future 00pulation, By the aftd of the.
century the project area is envisioned to have the dAbAcity
to support over 9,000 residential units and over one million
square feet of commercial space. The City of Miami has
been delegated limited redevelopment powers for the im=
plamentation of the redevelopment plan. Public sector ,n-
voNement will focus on land acquisition, resident relocation,
demolition, project marketing, infrastructure improvements
and construction and, in some instances, the provision of
"gap" financing. It ,s estimated that private investment will
exceed S 1.0 billion during the next 20 years. Phase I level-
opment started in the fail of 1988 with an initial 1.140
units. Public infrastructure, including utilities, is being con-
structed simultaneously with private development. Total
public investment in Phase I exceeds S58 million of which
approximately S21.1 million is included in the City's capital
improvement ordinance. New private construction in the
amount of S200 million is planned over the next five years
for a total of 1.900 residential units and 250,000 square
feet of commercial space.
MilanM Spats and Exhibition Authorky
Construction was completed in 1988 on the Miami Arena
("Arena"), a sports/exhibition facility seating approximateiv
15.600. Under the terms of the Miami Arena Construction
Funding Agreement between the Miami Sports and Exhioi-
tion Authority (MSEA) and the private developer
("Oecoma" ), funding for the construction costs of apvroxi-
matety $48.060.000 was provided by proceeds from the
$38 million special obligation bonds issued by MSEA, an in-
itial contribution of S4.7 million from MSEA, and a contribu-
tion of approximately S7.1 million from Oecoma.
The Arena was constructed on land leased from the Cav
pursuant to a Land Lease Agreement between the City.
MSEA and Decoms for an initial term of 52 years with the
sole option of the City to renew, upon request of MSEA. for
any increment of years up to 47 years, at an annual rental of
S300.000 for the first 30 years, subject to market adjust-
ment thereafter. Under the terms of the Miami Arena Con-
tract (the "Contract"). the operations of the Arena shail be
managed by Decoms. or designee. (Operator) for a term of
32 years plus two ten-year renewal options. The contract
A-35 90-7
38
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C of Miami, Flora
'- Notes to Financial Statements
TOM 06bt ala of Septef tidr 30, i 989, as described in
Note 12.
AT&T Communicatbris of the Southern States, Inc. has
filed in Circuit Court a complaint against the City for the re-
fund of an alleged oveMbyment of public senncs taxes in
the amount of $1,802,M during fiscal years 1987 and
1998. The City Attorriey's Motion to Oismias has been de-
need by the Court. the City intends to obtain a Writ of prohr-
bition from the Court of Appeal at this time. The ultimate
outcome of this Claim cannot presently be determined. AC•
cordmgly, the City has not recorded a liability for this Contra-
gency.
k
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14. SUBSEQUENT EVENTS
On October 12, 1989, the City issued S 14.980.in tax
Anticipation Note$, Series 1989, to pay for appropriations
made by the City for the fiscal year ending September 30
1990. in antiCipetlOn of the 1`e0e108 Of ad valorem titre$ to
be collected during the fiscal year. The rime$ were issued at
the rate of a.75%. General Fund ad valorem taxes are being
transferred in the new fiscal year to a "Note Fund" until bal-
ance of the -Note Fund" equals the principal and interest
due on the Notes at maturity on September 28, 1990.
j
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A-36
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1
APPENDIX B •THE RESOLtJi ON
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RESOLUTION NO.
A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF
MIAMI, FLORIDA AUTHORIZING THE ISSUANCE OF NOT TO
EXCEED $15,000,000 IN AGGREGATE PRINCIPAL AMOUNT OP THE
CITY OF MIAMI, FLORIDA TAX ANTICIPATION NOTES, SERIES
1990 FOR THE PURPOSE OF MEETING CERTAIN OF THE CITY'S
CASH FLOW REQUIREMENTS FOR THE FISCAL YEAR ENDING
SEPTEMBER 30, 1991; APPROVING THE FORM OF THE NOTES;
PROVIDING FOR THE RIGHTS AND SECURITY OF ALL NOTE
HOLDERS PURSUANT TO THIS RESOLUTION APPOINTING A
PAYING AGENT FOR THE NOTES; AUTHORIZING THE PAYING
AGENT TO TAKE ACTION NECESSARY TO QUALIFY THE NOTES FOR
DEPOSIT WITH THE DEPOSITORY TRUST COMPANY; AUTHORIZING'
THE NEGOTIATED SALE OF THE NOTES; APPROVING THE FORM,
EXECUTION AND DELIVERY OF A NOTE PURCHASE AGREEMENT TO
EFFECT THU NEGOTIATED SALE OF THE NOTES; APPROVING THE
FORM AND DISTRIBUTION OF A PRELIMINARY OFFERING
MEMORANDUM; APPROVING THE FORM AND EXECUTION OF AN
OFFERING MEMORANDUM; AUTHORIZING THE CITY MANAGER ON
BEHALF OF THE CITY TO DETERMINE THE FINAL DETAILS OF
THE NOTES WITHIN THE PARAMETERS ESTABLISHED BY THIS
RESOLUTION; AUTHORIZING THE MAYOR OR VICE MAYOR TO
EXECUTE FINAL NOTE PURCHASE AGREEMENT CONSISTENT WITH
THE FINAL DETAILS; AUTHORIZING OTHER OFFICERS OF THE
CITY TO TAKE ALL OTHER ACTIONS NECESSARY IN CONNECTION.
WITH THE ISSUANCE OF THE NOTES; AND PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, the City of Miami, Florida (the "City") anticipates
certain temporary cash shortages during the fiscal year of the
City ending September 30, 1991 (the "Fiscal Year") because cash
disbursements have been scheduled to be made in the Fiscal Year
before sufficient moneys therefor are expected to be available to
the City; and
WHEREAS, pursuant to the Constitution and the laws of the
State of Florida (the "State,'), in particular Chapter 166,
Florida Statutes, as amended, and pursuant to the Charter of the
City, as amended (collectively, the "Act"), the City desires to
issue its Tax Anticipation Notes, Series 1990, in an aggregate
principal amount not to exceed $15,000,000 (the "Notes")' for the
purpose of meeting certain of the City's cash flow requirements
for the Fiscal Year and for the purpose of paying.certain of, the
costs of issuance of the Notes; and
WHEREAS, for reasons more fully set forth herein, the City
Commission of the City (the "Commission") finds and.determines .it
to be in the best interest of the City to authorize the sale of
the Notes on the basis of a negotiated sale to Chase Securities,
Inc., M.R. Beal & Company, and American Government`'Certificates &
Funds Corp. (collectively, the "Underwriter") rather than a
public sale by competitive bid;
WHEREAS, due to uncertainties of the financial markets and
the necessity of immediate response to market conditions by the
City it is necessary for the Commission to authorize its -City
Manager to determine on behalf of the City the final details of
the Notes within the parameters set forth in this Resolution and'
to authorize the Mayor or the Vice Mayor and the City Attorney to
execute a final Note Purchase Agreement on behalf of the City
evidencing such final details;
NOW THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY
OF MIAMI, FLORIDA:
SECTION 1. AUTHORITY FOR THIS RESOLUTION. This Resolution
is adopted pursuant to the provisions of the Act.
SECTION 2. FINDINGS. It is hereby ascertained, determined'
and declareds
90`- 738
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(a) Under the Act, the City is entitled to levy and
receive ad valorem taxes on real and tangible personal property
within the City,
(b) The principal of and interest on the Notes and all
required sinking fund and other payments shall be payable solely
from the City's ad valorem taxes collected during the Fiscal Year
(the ,Pledged Funds"), Neither the full faith and credit hot the
taxing power of the City, Dade County, Florida (the "County") or
the State or any political subdivision thereof or governmental
authority or body therein are pledged to the payment of the
principal of or interest on the Notes, except for the Pledged
Funds.
(a) The Pledged Funds will be sufficient to pay all
principal of and interest on the Notes as the same become due -,- d
to make all sinking fund or other payments required by, this
Resolution.
SECTION 3. RESOLUTION CONSTITUTES CONTRACT, In
consideration of the acceptance of the Notes authorized to be
issued hereunder by those who shall own the same from time to
time (the "Noteholders"), this Resolution shall be deemed to be
and shall constitute a contract between the City and such
Noteholders, and the covenants and agreements herein set forth to
be performed by the City shall be for the equal benefit,
protection and security of the owners of any and all of such
Notes, all of which shall be of equal rank and without
preference, priority or distinction of any of the Notes over any
other thereof except as expressly provided therein and herein.
SECTION 4. AUTHORIZATION, DESIGNATION AND DETAILS OF THE
NOTES. Subject and pursuant to the provisions of this
Resolution, Notes of the City to be known as "Tax Anticipation
Notes, Series 1990" are hereby authorized to be issued in an
aggregate principal amount not to exceed Fifteen Million Dollars
($15,000,000) for the purpose of providing funds to pay the
appropriations made for the Fiscal Year in anticipation of the
receipt of the Pledged Funds and to pay the costs of issuance of
the Notes. The Notes shall be issued in such aggregate principal
amount not to exceed $15,000,000 as shall be approved by the City
Manager (or such Assistant City Manager as he shall designate).
The Notes shall be sold at an underwriting discount or fee not,to
exceed two percent (2%) of the total of the aggregate principal
amount of the Notes and may be sold at such premium or at such
original issue discount as shall be approved by the .:City Manager
(or such Assistant City Manager as he: shall designate), the
execution of the Note Purchase Agreement by the City, as provided
in Section 17 of this Resolution, to be conclusive- evidence =of
such approval by the City Manager. The Notes shall be issuable
as fully registered notes without coupons in denominations, of
$5,000 or any integral multiple thereof, shall be, numbered- -1rom
NR 1 upwards, shall be dated on or as of such date as shall , -be
determined by the.City Manager (or such Assistant City Manager�a's
he shall designate) and shall not be subject to redemption prior
to maturity. The Notes shall mature no later than one year from
the date of the Notes, as such date shall be approved..by the. -,City
Manager (or such Assistant City- Manager .as he shall designate),,
and shall bear interest from their date at a. rate , not:, to - exceed
8.51k per. annum (payable on the maturity Oats of the Notes -..and
calculated on the basis of a 360 day year),,. such rate
determined by the City Manaqer.(or such Assistant City'Manag.er as
he shall designate) at the time of execution of.the Note,Purchase
Agr3ement and zhall be, in the judgment, of such officer W4A
subject to the maximum rate -limitation , set, - forth above, the
lowest rate available to the City under then current financial
conditions taking into consideration the maturity established for,
the Notes.
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All of the particulars of this Section 4, and such other
characteristics as may be necessary or advisable to be included
in the Notes Or in relation to the issuance of the Notes, as
approved by the City Manager (or such Assistant City Manager at
he shall designate), shall be contained in the final Note
Purchase Agreement.
SECTION 5. PAYMENT OP NOTES. The principal of and interest
an each Note are payable at the principal corporate trust office
of the Paying Agent, as defined herein, upon the presentation and
surrender of such Note at maturity, in any coin or currency Of
the United States of America which, at the date of payment
thereof, is legal tender for the payment of public and private
debts.
SECTION S. EXECUTION OP NOTES. The Notes shall be executed
in the name of the City by the Mayor and shall be approved as to
form and correctness by the signature of the City Attorney, and
the seal of the City or a facsimile thereof shall be affixed
thereto or imprinted or reproduced thereon and attested by the
City clerk, either manually or with their facsimile signatures.
In case any one or more of the officers who shall have signed or
sealed any of the Notes shall cease to be such officer before the
Notes so signed and sealed shall have been actually sold and
delivered, such Notes may nevertheless be sold and delivered as
herein provided and may be issued as if the person who signed and
sealed such Notes had not ceased to hold such office. Any Note
may be signed and sealed on behalf of the City by such person as
at the actual time of the execution of such Note shall hold the
proper office, although at the date of such Note such person may
not have held such office or may not have been so authorized.
The Notes shall bear thereon a certificate of
authentication, in the form set forth in Exhibit A hereto,
executed manually by the Paying Agent. Only such Notes as shall
bear thereon such certificate of authentication shall be entitled
to any right or benefit under this Resolution and no Note shall
be valid or obligatory for any purpose until such certificate of
authentication shall have been duly executed by the Paying Agent..
Such certificate of the Paying Agent upon any Note executed on
9 behalf of the City shall be conclusive evidence that the Note so
authenticated has been duly authenticated and. delivered under
this Resolution and that the owner thereof is entitled to the
benefits of this Resolution.
SECTION 7. NEGOTIABILITY, REGISTRATION AND CANCELLATION.
At the option of a registered owner of a Note and upon surrender
of a Note at the principal corporate trust office.of the Paying
Agent with a written instrument of transfer satisfactory to the
Paying Agent duly executed by the Noteholder or his duly
authorized attorney and upon payment by such Noteholder of.any
charges which the Paying Agent or the City may make as provided
in this Section, the Note may be exchanged for a Note of...the,same
aggregate principal amount and maturity of any other, authorized,
denominations.
The Paying Agent shall keep books for the registration of
Notes and for the registration of transfers of Notes. The Notes
shall be transferable by the owner thereof in person or by -his
attorney duly authorized in writing only upon the books of the
City kept by the Paying Agent and only upon surrender thereof
together with a written instrument of transfer satisfactory to
the Paying Agent duly executed by the Noteholder' or his duly
attorney; Upon the transfer of any such Note, the
City shall cause to be issued in the name of the transferee a new.
Note or Notes.
The City and the Paying Agent may deem and treat the person
in whose name any Note shall be registered upon the books kept'by
the Paying Agent as the absolute owner of such Note, whether such
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Note shall be overdue or not, for the purpose of receiving
payment of, or on account of, the principal of and interest on
such Note as the same becomes due and for all other purposes.
All such payments so made to any such Noteholder or upon his
order shall be valid and effectual to satisfy and discharge the
liability Ripon such Note to the extent of the suer or surfs so
paid, and neither the City not the Paying Agent shall be affected
by any notice to the contrary.
In all cases in which the privilege of exchanging Motes or
transferring Notes is exercised, the City shall execute and the
Paying Agent shall authenticate and deliver Notes in accordance`
with the provisions of this Resolution. All Notes surrendered in
any such exchanges or transfers shall forthwith be delivered to
the Paying Agent and cancelled by the Paying Agent in the manner
provided in this Section. There shall be no charge for any such
exchange or transfer of Notes, but the City or the Paying Agent
may require the payment of a sum sufficient to pay any tax, fee
or other governmental charge required to be paid with respect to
such exchange or transfer.
All Notes paid, at maturity or otherwise, shall be delivered
to the Paying Agent when such payment is made, and such Notes,
together with all Notes purchased by the City, shall thereupon be -
promptly cancelled. Notes so cancelled may at any time be
destroyed by the Paying Agent, who shall execute a certification
of destruction in duplicate by the signature of one of its
authorized officers describing the Notes so destroyed, and one
executed certificate shall be filed with the City and the other
executed certificate shall be retained by the Paying Agent.
SECTIONS. NOTES MUTILATED, DESTROYED, STOLEN OR LOST. In
case any Note shall become mutilated, destroyed, stolen or lost,
the City may execute and the Paying Agent shall authenticate and
deliver a new Note of like date, maturity, denomination and
interest rate as the Note so mutilated, destroyed, stolen or
lost; provided that, in the case of any mutilated Note, such
mutilated Note shall first be surrendered to the City and, in the
case of any lost, stolen or destroyed Note, there shall first be
furnished to the City and the Paying Agent evidence of such loss,
theft, or destruction satisfactory to the City and the Paying
Agent, together with indemnity satisfactory to them. In the
event any such Note shall be about to mature or have matured,
instead of issuing a duplicate Note, the City may direct, the
Paying Agent to pay the same without surrender thereof. The `City
and Paying Agent may charge the owner of such _Notes their
reasonable fees and expenses in connection with this transaction
Any Note surrendered for replacement shall be cancelled in, the
same manner as provided in Section 7 hereof.
Any such duplicate Notes issued pursuant to this Section
shall constitute additional contractual obligations on the part
of the City, whether or not the lost, stolen or destroyed Notes
be at any time found by anyone, and such duplicate Notes shall be
entitled to equal and proportionate benefits and rights as to
lien on and source and security for payment from the Pledged
Funds with all other Notes issued hereunder.
SECTION 9. FORM OF NOTES. The text of the Notes shall be
of the tenor set forth in Exhibit A to this Resolution, with such
omissions, insertions and variations as may be necessary and
desirable and authorized or permitted by this Resolution.
SECTION 10. PA-21NG AGENT.
(a) Southeast Sank, N.A. of Miami, Florida, is hereby
appointed to act as Paying Agent under this Resolution and
undertakes to perform such duties as are set''forth in this
Resolution.
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(b) The Paying Agent may at any time resign and be
discharged of the duties and obligations created by this
Resolution by giving at least 60 days, written notice to the
City, The paying Agent may be removed at any time by ,an
instrument filed with such Paying Agent and signed by the Mayor#
City Manager or his designee. Any successor Paying Agent shall
be appointed by the City and shall be, if other than the City or
its successor entity, a bank or trust company organized under the
laws of any state of the United States or a national banking
association, willing and able to accept the office on reasonable
and customary terms and authorized by law to perform all the
duties imposed upon it by this Resolution. In the event of the
resignation or removal of the raying Agent, such Paying Agent
shall pay over, assign and deliver any moneys held by it as
Paying Agent to its successor.
SECTION 11. NO PLEDGE OF FULL FAITH AND CREDIT. Neither the
full faith and credit nor the taxing power of the City, the
County or the State or any political subdivision thereof or
governmental authority or body therein are pledged to the,payment
of the principal of or interest on the Notes, except for the
Pledged funds. No Noteholder shall ever have the right to compel
the exercise of the ad valorem taxing power of the City, the.
County or the State or any political subdivision thereof or
governmental authority or body therein or taxation in any form of
any real or personal property therein to pay such Notes or.. the
interest thereon except for the City's ad valorem taxes collected
during the Fiscal Year which constitute the Pledged Funds.
SECTION 12. COVENANTS AND REPRESENTATIONS AND ,PLEDGE OF
PLEDGED FUNDS. The City represents to and covenants with and for
the benefit of the owners of the Notes:
(a) That it has adopted an operating budget for the
Fiscal Year and that it will levy the City's ad valorem taxes
during such Fiscal Year as required by law.
(b) That to the extent necessary to pay when due the
principal of and the interest on the Notes, the Pledged Funds for
the Fiscal Year and all moneys held in the Note Fund hereinafter
established are irrevocably pledged to the payment of the Notes
superior to all other liens and encumbrances on such funds,
ti (c) That, commencing on December 1, 1990, the Director
of Finance shall withdraw from the General Fund all Pledged:Funds
as received and deposit the amount so withdrawn to the credit of,
a special fund which is hereby created called the Note Fund (the
"Note Fund") until the amount then to the credit of the Note Fund
on the first day of the indicated months equals the following
percentages of the sum of the principal of and interest on the
Notes to be paid at maturity (such sum being herein called the -
"Note Fund Requirement"):
ii Percentage of
Month Note Fund Requirement
} December 25%
i January 15
February 10
March 10
April 10
May 10
June 7
• July 5
August 5
September 3
If the amount so deposited in any month to the credit of the Note
Fund shall be less than the required amount. for such month, ,.the
requirement therefor shall nevertheless be added to the amount
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otherwise required to be deposited in each month thereafter until
such time as such deficiency shall have been made up, Pledged
Funds deposited to the credit of the Note Fund in excess of the
monthly deposit requirement set forth above shall be credited
against future Note Fund deposit requirements as the Director of
Finance may determine. Payments into the Note Fund shall be
adjusted to give credit for investment earnings then on deposit
in the Note Fund and to make up any deficit In the required
cumulative balance attributable to investment losses. Moneys in
the Note Fund shall be trust funds and shall be at all times
secured as are other deposits of public funds or invested at
permitted under the Act.
(d) That the principal of and interest on the Notes
when due shall be paid from the moneys on deposit in the Note
Fund.
(a) That the City will not create or suffer, to be
created any lien or charge upon the Pledged Funds ranking equally
with or prior to the Notes, except for direct obligations of the
City for which the full faith, credit and taxing power. of
City have been pledged,
(f) That the City will not take any action or omit to
take any action, which action or omission, if reasonably expected
on the date of initial issuance and delivery of the Notes, would
result in inclusion of interest on the Notes in gross income for
Federal income tax purposes under Section 103(a) of the Internal
Revenue Code of 1986, as amended (the "Code"), and the regula-
tions promulgated thereunder and under the Internal Revenue Code
of 1954, as amended. Particularly, the City will not take any
action or omit to take any action, which action or omission,_: if
reasonably expected on the date of the initial issuance and
delivery of the Notes, would have caused any of the Notes to - be
"arbitrage bonds" within the meaning of Section 148 of the Code.
SECTION 13. AMENDMENTS. Without the consent of any Note
holders, the Commission may, from time to time and at any time,
adopt such resolutions supplemental hereto as shall not be incon-
sistent with the terms and provisions hereof (which supplemental
resolutions shall thereafter form a part hereof):
(a) to cure any ambiguity, to correct or supplement
any provision herein which may be inconsistent with any, other
provision herein or to make any other provisions with respect ,to
matters or questions arising under this Resolution which may not
be inconsistent with the.,provisions of this Resolution, provided
such action shall not adversely affect the interest of the ;N6te
holders, or
(b) to modify, amend or supplement this Resolution�or
any supplement or amendment hereto in such manneras to permit
the Notes to be rated by any nationally recognized securities
rating service.
SECTION 14. QUALIFICATION FOR THE DEPOSITORY TRUST COMPANY.,
If determined by the Director of , Finance to be necessary, -,or
desirable, the Paying Agent shall be hereby authorized to,.. take
such actions an may be necessary from time to time to quali,fy•
"the
Notes for deposit with The Depository Trust.Company of.New?York
("DTCO), including but not limited to,, wire trans.fers.of-intereit,
and principal payments with respect to.the,-Notes utilization,.,6f..
electronic book entry data received from DTC_ in_ place of, actual
dallvaj:y of Notes :and -provisions of any notices,. -,with; respect to
Notes registered by OTC (or any of its designees identified,,,to
the Paying Agent) by overnight deliveryt,,:courier-;s.ervicleI
telegram, telecopy or other similar means -.of communication, ..No
such arrangements with DTC may adversely af fact the interests oaf
any of the beneficial holders of the Notes,:, provided, however,,
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that the Paying Agent shall not be liable with respect to any
such arrangements it may make pursuant to this Section.
91MON 19, PURMA OPPtCtAt ACTION, The Mayort Vice Mayort
City manager, Assistant City Manager, Director of Finance* City
Attorney, City Clerk and other officials and officers of the City
are hereby authoritedt empowered and directed to execute and
deliver such other documents and take such other actions (includ-
ing, but not limited to, the procurement of credit enhancement to
secure the Notes) as shall be necessary and appropriate to
accomplish the performance of the obligations of the City in
res?ect, thereof, The Mayor, vice Mayor or City Manager is hereby
authorized to agree to such requirements as may be imposed by the
issuer of any credit enhancement or by any rating agency with
respect to the Notes as a condition of such credit enhancement or
rating.
SECTION 16. NEGOTIATED SALE REQUIRED. The Commission hereby
finds, ascertains, determines and declares that a negotiated sale
of the Notes is in the best interest of the City and is necessary
on the basis of the following reasons, as to which specific
findings are hereby mades (i) the complex character of the -
issuance of the Notes requires lengthy and detailed structuring
which could be unreasonably restricted by the lack of the
flexibility of bidders at competitive sale; and (ii) prevailing
market conditions have resulted in rapidly changing and broadly
varying interest rates, the negative effects of which on the
issuance of the Notes will be minimized by a negotiated sale.
SECTION 17. NOTE PURCHASE AGREEMENT APPROVED. The proposal
submitted by the Underwriter at this meeting in the form of the,
Note Purchase Agreement to be entered into by and between the
City and the Underwriter (the "Note Purchase Agreement"), -is.
hereby adopted as to form. The Note Purchase Agreement shall be
accepted and the Notes shall be awarded to the Underwriter at the
price and upon the terms and conditions stated in the Note
Purchase Agreement, provided such price, terms and conditions are -
in compliance in all respects with the terms of Section 4 of this
Resolution. Subject to the foregoing, the Mayor or vice Mayor,
and the City Attorney as to the form of the Note Purchase
Agreement, are hereby authorized, empowered and directed, in the
name and on behalf of the City, to execute and deliver the Note:
Purchase Agreement in form substantially equivalent to the form
presented at this meeting, with such changes, additions- and
deletions as may be approved by the Mayor, the Vice Mayor or the
City Manager, the execution of the Note Purchase Agreementbythe
Mayor or -Vice Mayor and as to form by the City Attorney to be
conclusive evidence of the approval of any such changes,
additions and deletions.
SECTION 18. PRELIMINARY AND FINAL OFFERING MEMORANDUM;
APPROVED. The distribution by the Underwriter of a Preliminary -
Offering Memorandum in connection with the offering and sale of
the Notes in substantially the form presented at this-meetingi
(the "Preliminary Offering Memorandum") is hereby approved_�.
The Commission hereby authorizes the preparation of - they
Offering Memorandum to be used in the actual offer 'and sale of,
the Notes to the public (the "Offering -Memorandum") and -thee'
delivery of such offering Memorandum to the Underwriter nolater;,,
than seven business 'days (days on which the City is- open .for:
business) from the day on which the final Note Purchase Agreement"
is executed by the City and hereby approves the Offering
9-
Memorandum, which zhall be substantially in the form of the
Preliminary Offering Memorandum, with such changes1additions or."
deletions as shall be necessary and appropriate t0_reflect:'the'
terms of the sale of the Notes by the City to the Underwriter ;and,
the terms of the resale of the Notes, by the Underwriter to :the--,,
public. The Commission hereby approves future use by the-.
Underwriter of the offering Memorandum in connection withther
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offering Of the Noted to the public and hereby authori2as the
preparation and Use by the Underwriter of any supplement or
amendment to the offering Memorandum which is necessary so that
the offering Memorandum does not include any untrue statement of
a material fact and does not omit to state a material fact
necessary to make the statements contained therein, in light of
the circumstances under which they were made, not misleading.
The Offering Memorandum and any supplement or amendment thorrat'6
shall be approved by the Mayor, the Vice Mayor or, the City
Manager, such approval to be evidenced by the execution of a
certificate by the Mayor, the vice Mayor or the City Manager and
by the execution of an acknowledgment on such certificate by the
City Attorney that the City Attorney has approved the Offering
Memorandum as to form.
The Mayor, the Vice Mayor or the City Manager is hereby
authorized, empowered and directed to execute the Offering
Memorandum and any supplement or amendment thereto, after the
offering Memorandum or such supplement or amendment thereto has
been approved as provided in this Section 18.
SECTION 19. DEPEASANCE. If (1) the City shall pay or cause
to be paid to the Noteholders the principal of and interest to
become due thereon at the time and in the manner stipulated
therein and herein, (2) all fees and expenses of the Paying Agent
shall have been paid, and (3) the City shall have kept, performed
and observed all of its covenants and promises in the Notes and
in this Resolution, then the Notes shall no longer be deemed to
be Outstanding (as hereinafter defined) under the provisions of
this Resolution. Notes for the payment of which when due
sufficient moneys or sufficient noncallable direct obligations
of, or obligations the principal of and the interest on which are
unconditionally guaranteed by, the United States of America shall
have been deposited in trust for the owners thereof (whether upon
or prior to the maturity of such Notes) shall be deemed to have
been paid and no longer Outstanding under the provisions of this
Resolution. Such investments will be considered sufficient if
said investments, with interest, mature and bear interest in such
amounts and at such times as will assure sufficient cash to pay
currently maturing interest and to pay principal when due on the
Notes. For the purposes of this Resolution, the term -outstand-
ing" shall mean, as of any date, Notes theretofore or then being
issued under the provisions of this Resolution, except: (i) Notes
for the payment of which moneys equal to the principal amount
thereof, with interest to the date of maturity, shall be held by
the Paying Agent in trust (whether at or prior to maturity)
except when the City acts as Paying Agent, and (ii) Notes in lieu
of or in substitution for which other Notes shall have been
delivered pursuant to Section 8 hereof.
SECTION 20. REMEDIES. Any Noteholder or any trustee acting
for such Noteholder in the manner hereinafter provided may by
suit, action, mandamus or other proceeding in any court of
competent jurisdiction protect and enforce any and all rights
under the laws of the State or granted and contained in this
Resolution and may enforce and compel the performance of all�
duties required by this Resolution or by any applicable statutes
to be performed by the City or by any officer thereof. The
Noteholders of a majority in aggregate principal amount of Notes
then Outstanding may, by a duly executed certificate, appoint i
trustee for the Noteholders with authority to represent such
Noteholders in any legal proceedings for the enforcement and*
protection of the rights of such Noteholders.
SECTION 21. SEVERABILITY OF INVALID PROVISIONS. if any
section, paragraph, clause or provision of this Resolution shall
for any reason be held to be invalid or unenforceable, the,
invalidity or unenforceability of such section, paragraph,,clause
or provision shall not affect any re maining provisions of this
Resolution, but this Resolution shall be construed and enforced8-8
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as if such illegal or invalid provision or provisions had hot
been Contained hereift-
SICTtom 22. GOVIRMING LAW. The provisions of this
uAti AA &mnatrued and enforced in accordance with the
laws of the State of Florida.
SECTION 23, R9PRALINO CLAUSE,
All r0dolut'ofta or parts
thereof in conflict with the
provisions of this Resolution are,
to the extent Of such conflict,
hereby superseded and rep*&1608
SECTION 24, TIME OF TAXING EFFECT- This Resolution shall'
become effective immediately
upon its adoption.
PASSED AND ADOPTED this
day of 96PteMbOto 1990-
XAVIER Ls SUARElo Mayor
(SEAL)
ATTEM
MATTY HUM, City Clerk
APPROVED AS TO FORM AND
CORRECTNESS1
JORGf--L.FERNANDEZ
City Attorney
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UNIT90 STAT99 OF AMERICA
STATE OF FLORIDA
THE CtTY OF MIAM14 PLORMA
tto
TAX ANTICtPA NOTE,
MIES 1900
interest Rates Maturity.Datei labue'Datof C-Ugtp
1991 October
Principal Amounts
Registered Owners
The City of Miami, Florida (the ,City,,,) is justly,
indebted and for value received hereby promises to Pay to the
Registered Owner set forth above or registered assigns or legal
representatives, on the: Maturity Date specified above, upon the
presentation and surrender hereof, the Principal Amount specified
above together with interest thereon from the Issue''bate,
specified above, at the Interest Rate per annum specified -above
(calculated on the basis of a 360-day year) until payment of such
Principal Amount, such interest to the payment hereof being
payable on the Maturity Date. The principal of and interest.ion
this note are payable upon presentation and surrender hereof at
the principal corporate trust office of
Florida (the, "Paying Agent") Both the,
principal of and interest on this note are.payable.in any coin _,'qr
currency of the United. States of America, which, - at, the date' of
payment thereof-, is legal tender for the payment of public ft a d
private debts.
This note is one.of a duly authorized issue of.,notes'.of
the -City known as "Tax Anticipation.
Notes, Series 199Pt... is's u'e"d
under the authority of and in, full, compliance. with -the- Costst"i
tution and,the laws of. the State of Florida, -the Charter of',the
he
City eand, Resolution No. adopted by.,the :City Commiss ion;,of
on S 270,
the , City September 990 (the "Resoluti6fi�,),' for '.`„the
purpose of paying the appropriations made for the fiscal year of
the City ending September 30, 1991 in anticipation of the recei'Pt,
of ad valorem taxes required to be deposited in -,the General' Fund_: '
of the City and estimated in the budget of.ihe Citytof
.b,:
realized in cash during such fiscal year and to pay thecosts'.o
the sale and issuance of the notes., By the acceptance, of'.this
note, the owner hereof assents, to all the: provissionssof_..rl hi
Resolution.
Neither the full faith and credit nor the taxing. power;
of the City, Dade County, Florida, or the State of Florida or any
political subdivision thereof or governmental .authority or body
therin are pledged to the payment - of ''the "ot 6s,': but' ' the notes
shallbe payable in accordance with the` provisions., of:,
Resolution solely from moneys deposited to, the credit of
special fund known as the "Note Fund" created by the Resolution'; Kati
The Registered. Owner of this note: shall :'not". have'; --
the :right tol:r=t
n' e',
compel the exercise of the ad valorem t axiof Floridag. power o
Dade County, Florida, or the State or anyppolitic
sub division thereof or governmental authority or body therein or �zx
taxation in any form of any real or personal propertyy-therein to
sty
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pay such note except for the City's ad valorem taxes collected
during the City's fiscal year ending September 30, 1951.
The notes are issuable as registered notes without
coupons in denominations of $5,000 or any integral multiple
thereof, At the principal corporate trust office of the paying
Agent, in the manner and subject to the limitations And
conditions provided in the Resolution and without cost except for
any tax or other governmental charge, notes may be exchanged for
an equal aggregate principal amount of registered notes of
i
authorized denominations.
The transfer of this note is registrable by the
ij
Registered Owner hereof in person or by his attorney or legal
representative at the principal corporate trust office of the
Paying Agent, but only in the manner and subject to' the
limitations and conditions provided in the Resolution and upon
surrender and cancellation of this note. Upon any such
i
registration of transfer the City shall execute and the Paying
Agent shall authenticate and deliver in exchange for this note a
new note or notes registered in the name of the transferee or
!!
transferees, of any authorized denominations and in principal
amount equal to the principal amount of this note.
The notes are not subject to redemption prior to
maturity.
This note shall not be valid or become obligatory. for
any purpose or be entitled to any benefit under the Resolution
until this note shall have been authenticated by the execution by
the Paying Agent of the certificate of authentication endorsed
hereon.
This note shall be governed and construed in accordance
with the laws of the State of Florida.
i
it is hereby certified and recited that all acts,
conditions and things required to happen, exist and be performed
precedent to and in the issuance of this note have happened,
exist and have been performed in due time, form and manner as
required by the Constitution and laws of the State of Florida.
IN WITNESS WHEREOF, The City of Miami, Florida has
caused this note to be signed by the Mayor, either manually or
with his facsimile signature, and the seal of The City of Miami,
Florida or a facsimile thereof to be affixed hereto or imprinted
or reproduced hereon, and attested by the City Clerk, either
manually or with her facsimile signature.
THE CITY OF MIAMI, FLORIDA
By:
Mayor
(SEAL)
ATTEST: APPROVED AS TO FORM AND
CORRECTNESS
City Clerk By. City Attorney
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CERTIPMA'TE
OF AUTHENTICATION
This is one of the noted of th6 issue d6si9nated"
therein
and issued under
the provisions of the Nesolution
mentioned therein.
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AM
(form of Abbreviations for Note)
The following abbreviations, when used in the inscripa
Lion on the within note shall be construed as though they were
written out in full according to applicable laws or regulations.
TEN COM as tenants in common
TEN ENT r as tenants by the entireties
JT TEN as joint tenants with the right of
survivorship and not as tenants
in common
UNIFORM GIFT MIN ACT - Custodian
(Gust) (Minor)
Under Uniform Gifts to Minors
Act
(State)
'.
Additional abbreviations may also be
used though not in the above list
(Form of Assignment for Hotel
For value received, the undersigned hereby sells,
assigns and transfers unto the within note,
and all rights thereunder, and hereby irrevocably constitutesand
appoints , attorney to transfer the said note
'.
on the registration book, with full power of substitution in the
premises.
Dated
Please insert Social Security
or other identifying number
of transferee:
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it
` Signature guaranteed:
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NOTICE: The transferor's signature to this Assignment must
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correspond with the name as it appears on the face of ,
the within note in every particular without alteration
of any change whatever.
147CP315SE
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APPENDIX C • FORM OF LEGAL OPIMON
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[Form of Co -Bond Counsel Opinion]
Upon the delivery of the. Series 1990 Notes# VineJacobson
Schwartz Nash Block & -England and the Law Offices of,Manual
Alonso-Poch,,P.A, proposed, to issue a co -bond counsel .in
substantially the following form:
1990
City Commission.,
City of Miami, Florida
Ladies and Gentlemen:
We have examined the Constitution and laws of the State,
of Florida, particularly Chapter 166, Florida Statutes,, the City
of Miami (the "City") Charter and certified copies of the
proceedings of the, City Commission (the "Commission"), including
Resolution No. adopted on September 1990.� , (the
"Resolution") and other proofs submitted relative.to the issuance
and sale of the following described notes (the "Series-,1990
Notes"):
$
City of Miami, Florida
Tax Anticipation Notes
Series 1990
The Series 1990 Notes are issued., as fullyregistere
Notes in the denominations of $5,000 each,or any., integral
multiple thereof., The Notes are not subject to redemption prior
to maturity.
The Notes are being issued for the:, purposes- . Of
providing funds to .-pay the appropriations. - made:::. for the:, City"! s:
f iscal year ending September 30 1991 (the"..Fiscall -.-Year in'
anticipation of the.'receipt of the ad valorem,, taxes. collepted-,.b
the City during the -Fiscal; Year, and: paying: certain costs
is
associated withthe.issuance of the Notes.
The City, has covenanted in the Resolution-, comply_
'with all necessary restrictions of the. Internal Revenua Code_--,ofr
1986, as amended', to: preserve the tax exemption-: of ifttereS tlbn,;_
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City Commission
i.
City of Miami
1990
Page Two
the Series 1990 Notes, Noncompliance by the City with such
restrictions may cause the. interest on the Series 1990 Noter-,tol
be subject to federal income taxation retroactive to theirAat
of issue.
We have also examined one of the executed &nA
authenticated Notes.
Based upon the foregoing, we are of the opinion that i
1. The City Charter is valid and the City is ,.duly
created and validly existing as a municipal
corporation of the State of Florida, with the power
to adopt the Resolution, to perform its obligations
thereunder and to issue and sell the Notes.
2. The Resolution has been duly adopted by the City
and constitutes a legal, valid and binding
obligation of the City.
3. The Series 1990 Notes are valid and binding special
obligations of the City payable from and secured by
a lien on and pledge of the Pledged Funds (as
defined in the Resolution), and do not constitute a
debt of the City, the State of Florida or any
,
political subdivision thereof within the meaning of
any: constitutional or statutory provision, or a
pledge of the taxing power.or the faith andcredit
of the City, the State of Florida or any political
subdivision thereof. Neither the City, the I State
of Florida, nor any political subdivision thereof
is obligated to pay the Notes or the , interest
thereon except out of the Pledged Funds pledged
therefor under the Resolution.
4. The Series 1990 Notes and the income thereon -,:are
exempt from from taxation.under the.,laws.-of the State',of
. . . . . . . . . .
Florida, except as to estate taxes and taxes:
imposed by Chapter 220,,. Florida Statutes, 11on
interest,, income orprofits- on debt... obligations,�
owned by corporations or financial institutions,' as-.
defined in said Chapter 220, Florida Statutes.
..... .....
6. Assuming compliance by the City with the covenan.t,,,.,,''.,,11,,,,':,,''.',
to comply with the Internal Revenue Code as;set-�
forth above, the interest on the Series 1990.Notes �'.11
90 738 .
.......
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411
City Commission
City of Miami
, 1990
Page 'three
is excluded from gross income for federal income
tax purposes, and is not an item of tax preference
for purposes of the federal alternative minimum tax
imposed on individuals and corporations. interest
on the Series 1990 Notes, however, must be included
in the adjusted net book income of certain corpora-
tions for taxable years beginning in 1989 and such
corporations are required to include in the
calculation of alternative minimum taxable income
50% of the excess of each such corporation's
adjusted net book income over its alternative
minimum taxable income (determined without regard
to this adjustment and prior to reduction for
certain net operating losses). For taxable years
beginning after 1989, the use of "book income" is
to be replaced with the concept of "adjusted'
current earnings". For such taxable years, the
alternative minimum taxable income of certain
corporations must be increased by 75% of the excess
of such corporation's adjusted current earnings
over its alternative minimum taxable income
(determined without regard to this adjustment and
prior to reduction for certain net operating
losses).
The accrual or receipt of interest on the Series
1990 Notes may otherwise affect the federal income
tax liability of certain recipients such as
corporations (including S corporations and foreign
corporations operating branches in the United
States), property or casualty insurance companies,
banks, thrifts or other financial institutions, or
certain recipients of social security benefits,
among others. The extent of these other tax
consequences will depend upon the recipient's
particular tax status or other items of income or.
deduction. We express no opinion regarding any
such consequences and investors are advised to,
consult their tax advisors as to the tax
consequences of purchasing or holding the Series'
1990 Notes.
Very truly yours,
CP:147CP3335E
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CITY OF MIAMI, FLORIDA
INTER -OFFICE MEMORANDUM
To: Honorable Mayor and Members
of City Commission
L�
FROM : Cesar H. Odio
City Manager
DATE
SUBJECT :
n�c .
1990
Agenda Item for Meeting
of September 27, 1990•
REFERENCES:
ENCLOSURES:
RECOMMENDATIONS
It is respectfully recommended that the City Commission adopt a
resolution authorizing the issuance of not to exceed $15,000400
in aggregate principal amount of the City of Miami, Florida Tax
Anticipation Notes, Series 1990 for the purpose.. of meeting
_ certain of the eityIs cash flow requirements. for the fiscal year,
.4qtading_ September -3a, 1991; approving the form of the notes,.
providing .for the rights Aif security of all note holders
pursuant to this resolution; appointing a paying agent for the
notes; authorizing the paying agent to take action necessary to
qualify the Notes for deposit with the depository trust 'companr
authorizing the negotiated sale of the notes: approving the.form
execution and delivery of a note purchase agreement to effect the
negotiated.sale of the notes; approving the form and distribution ..n
- of a.. preliminary offering memorandum approving the form and
execution of an offering memorandum; authorizing the.City Manager
on behalf of the City to determine the final details of the'Notea
within the parameters established by this resolution, authoatrizing '
the Mayor or Vice Mayor to execute final note purchase agreemenit ff
consistent with the final detail; authorizing other o£ficers.,vf
the City to take all other actions necessary in connection.`with,
the issuance of the notes; and providing for an effective,date.
BACKGROUND t
.a. The City will begin collection of property taxes for fiscal ye4
91 at tire end of ' Novs�tber 90'•' A 'cash* flow gap approximating „$
.x5
million is expected to occur in October and November, preceding
collection of property taxes, since expenditures are incurred on
a fairly uniform basis throughout the year-.
The Department of Finance hereby recomends the issuance ,Of . T.y4
— Anticipation Notes in Octobers 1990 in an amount not to
$15 million to bridge the cash flow gap at th® beg >xning
fiscal year 1990 -91 •