HomeMy WebLinkAboutExhibit 5Exhibit E
Preliminary Official Statement
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DRAFT
PRELIMINARY OFFICIAL STATEMENT DATED , 2009
NEW ISSUE — BOOK ENTRY ONLY Ratings:
(Standard and Poor's: "_" Insured
" " Underlying
Moody's:: "_" Insured
"_" Underlying
Fitch: "_" Insured
"_" Underlyingl
(See "Ratings" herein)
In the opinion of Foley & Lardner LLP, Bond Counsel, based upon an analysis of existing laws, regulations,
rulings, and court decisions and assuming, among other matters, the accuracy of certain representations and
compliance with certain covenants, interest on the Series 2009 Bonds is excluded from gross income for federal
income taxes purposes, is not a specific preference item for purposes of the federal individual or corporate
alternative minimum taxes and is not included in adjusted current earnings in determining federal alternative
minimum taxable income of corporations. See "TAX MATTERS" herein.
Dated: Date of Delivery
CITY OF MIAMI, FLORIDA
SPECIAL OBLIGATION BONDS, SERIES 2009
(Street and Sidewalk Improvement Program)
Due: January 1, as shown on inside cover
The $ * City of Miami, Florida Special Obligation Bonds, Series 2009 (Street and Sidewalk
Improvement Program) (the "Series 2009 Bonds") are being issued by the City of Miami, Florida (the "City")
pursuant to the Constitution and laws of the State of Florida, including Chapter 166, Part II, Florida Statutes, the
Charter of the City, and other applicable provisions of law (the "Act") and pursuant to Resolution No. R-07-0586
adopted on October 11, 2007 (the "Original Resolution") and Resolution No. R-09- adopted on 2009
(the "Series 2009 Bonds Resolution," and together with the Original Resolution, the "Resolution").
The Series 2009 Bonds are being issued for the purpose of (i) financing the cost of acquisition, construction
and improvements to certain roadways and streetscapes, (ii) [fund a deposit to the reserve account / paying the
premium on a debt service reserve surety policy] and (iii) paying the costs of issuance of the Series 2009 Bonds,
[including a premium in respect of the municipal bond insurance policy].
This cover page contains certain information for quick reference only. It is not, and is not intended to be, a
summary of the issue. Investors must read the entire Official Statement to obtain information needed for the making
of an informed investment decision.
The Series 2009 Bonds are being issued by the City as fully registered bonds, which initially will be
registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York, New York
("DTC"). Individual purchases will be made in book -entry form only through Participants (defined herein) in
denominations of $5,000 and integral multiples thereof. Purchasers of the Series 2009 Bonds (the `Beneficial
Owners") will not receive physical delivery of certificates. Transfers of ownership interests in the Series 2009
Bonds will be effected by the DTC book -entry system as described herein. As long as Cede & Co. is the registered
owner as nominee of DTC, principal and interest payments will be made directly to such registered owner which
will in turn remit such payments to the Participants (as defined herein) for subsequent disbursement to the Beneficial
Owners. Interest on the Series 2009 Bonds is payable semi-annually on each January I and July 1, commencing
January 1, 2010. Principal of, premium, if any, and interest on the Series 2009 Bonds will be payable by TD Bank,
National Association, Jacksonville, Florida, as Paying Agent and Bond Registrar.
Payment of the principal of, premium, if any, and interest, on the Series 2009 Bonds shall be secured by a
lien upon and a pledge of (i) the proceeds of the Local Option Gas Taxes, (ii) eighty percent (80%) of the City's
portion of the Transportation Surtax, (iii) twenty percent (20%) of the City's Parking Surcharge, (iv) such additional
revenues as may be designated by a Series Resolution as Designated Revenues under the Resolution, and (v) all
investment income realized by reason of the investment of moneys on deposit or credited to the Debt Service Fund
created by the Resolution, whether such investment income is deposited or credited to the Designated Revenues
Fund or remains in the Account in the Debt Service Fund where earned, all as defined herein (collectively, the
"Designated Revenues"). The Series 2009 Bonds do not constitute a general indebtedness of the City within the
meaning of any constitutional or statutory provision or limitation and the City is not obligated to levy any ad
valorem taxes or to make an appropriation for their payment except from the Designated Revenues to the extent
provided in the Resolution, as described herein. Neither the full faith and credit nor the taxing power of the State of
Florida or any political subdivision or agency thereof is pledged to the payment of the principal of, redemption
premium, if any, and interest of the Series 2009 Bonds.
Certain maturities of the Series 2009 Bonds are subject to optional redemption prior to their respective
maturities and mandatory redemption, as described herein under "DESCRIPTION OF THE SERIES 2009 BONDS
— Optional Redemption and — Mandatory Redemption."
See the inside cover page for maturities, principal amounts, interest rates, yields, prices and CUSIP
numbers.
[The scheduled payment of principal of and interest on the Series 2009 Bonds when due will be
guaranteed under an insurance policy to be issued concurrently with the delivery of the Series 2009 Bonds by
(See "MUNICIPAL BOND INSURANCE" herein.)]
[f Logo]]
The Series 2009 Bonds are offered when, as, and if issued and received by the Underwriters, subject to the opinion
on certain legal matters relating to their issuance by Foley & Lardner LLP, Miami, Florida, Bond Counsel and Law
Offices of Richard Kuper, P.A., Miami, Florida, Associate Counsel. Certain legal matters will be passed upon for
the City by Julie O. Bru, Esq., City Attorney, and by KnoxSeaton, Miami, Florida, Disclosure Counsel to the City.
Certain legal matters will be passed upon for the Underwriters by Akerman Sente>fitt, Miami, Florida. First
Southwest Company, Aventura, Florida is serving as Financial Advisor to the City. It is expected that the Series
2009 Bonds in definitive form will be available for delivery to the Underwriters in New York, New York at the
facilities of DTC on or about _, 2009.
MERRILL LYNCH & CO.
RBC Capital Markets Raymond James & Associates, Inc.
Morgan Keegan & Company, Inc. Goldman Sachs
Dated: , 2009
SERIES 2009 BONDS
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES,
YIELDS, PRICES AND CU SIP NUMBERS
$ SERIAL BONDS
Maturity Principal
Janu 1 Amount Interest Rate Yield
TERM BONDS
"/o Term Bond Due January 1, 20_ Yield
% Term Bond Due January 1, 20_ Yield
CUSIP Number
Price
% Initial Cusip Number
% Initial Cusip Number
THE CITY OF MIAMI, FLORIDA
3500 Pan American Drive
Miami, Florida 33133
MAYOR
Manuel A. Diaz
CITY COMMISSIONERS
Joe M. Sanchez, Chair
Michelle Spence -Jones, Vice Chair
Angel Gonzalez
Marc D. Samoff
Tomas P. Regalado
CITY MANAGER
Pedro G. Hernandez
CITY CLERK
Priscilla A. Thompson
CITY ATTORNEY
Julie O. Bru, Esq.
CHIEF FINANCIAL OFFICER
Larry Spring
FINANCE DIRECTOR
Diana M. Gomez
BOND COUNSEL
Foley & Lardner LLP
Miami, Florida
ASSOCIATE COUNSEL
Law Offices of Richard Kuper, P.A.
Miami, Florida
DISCLOSURE COUNSEL
KnoxSeaton
Miami, Florida
FINANCIAL ADVISOR
First Southwest Company
Aventura, Florida
No dealer, broker, salesman or other person has been authorized by the City or the Underwriters
to give any information or to make any representations in connection with the Series 2009 Bonds, other
than as contained in this Official Statement, and, if given or made, such information or representations
must not be relied upon as having been authorized by the City. This Official Statement does not
constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Series
2009 Bonds by any person in any jurisdiction in which it is unlawful for such person to make such offer,
solicitation or sale.
The information set forth herein has been obtained from the City, [the Insurer,] DTC and other
sources that are believed to be reliable. The Underwriters listed on the cover page hereof have reviewed
the information in this Official Statement in accordance with and as part of their responsibilities to
investors under the federal securities laws as applied to the facts and circumstances of this transaction, but
the Underwriters do not guarantee the accuracy or completeness of such information. The information
and expressions of opinion stated herein are subject to change, and neither the delivery of this Official
Statement nor any sale made hereunder shall create, under any circumstances, any implication that there
has been no change in the matters described herein since the date hereof.
IN CONNECTION WITH THIS OFFERING OF THE SERIES 2009 BONDS, THE
UNDERWRITERS MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR
MAINTAIN THE MARKET PRICE OF SUCH SERIES 2009 BONDS AT LEVELS ABOVE THAT
WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF
COMMENCED, MAY BE DISCONTINUED AT ANY TIME.
All summaries herein of documents and agreements are qualified in their entirety by reference to
such documents and agreements, and all summaries herein of the Series 2009 Bonds are qualified in their
entirety by reference to the form thereof included in the aforesaid documents and agreements.
The Underwriters have provided the following sentence for inclusion in this Official Statement.
The Underwriters have reviewed the information in this Official Statement in accordance with, and as part
of, their responsibility to investors under the federal securities law as applied to the facts and
circumstances of this transaction, but the Underwriters do not guarantee the accuracy or completeness of
such information.
[Other than with respect to information concerning (" ")
contained under the caption "MUNICIPAL BOND INSURANCE" and APPENDIX E-- SPECIMEN
MUNICIPAL BOND INSURANCE POLICY herein, none of the information in this Official Statement
has been supplied or verified by makes no representation or warranty, express or implied, as to (i)
the accuracy or completeness of such information; (ii) the validity of the Series 2009 Bonds; or (iii) the
tax exempt status of the interest on the Series 2009 Bonds.]
NO REGISTRATION STATEMENT RELATING TO THE SERIES 2009 BONDS HAS BEEN
FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION") OR
WITH ANY STATE SECURITIES COMMISSION. IN MAKING ANY INVESTMENT DECISION,
INVESTORS MUST RELY ON THEIR OWN EXAMINATIONS OF THE CITY AND THE TERMS
OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THE SERIES 2009
BONDS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE COMMISSION OR ANY
STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. THE FOREGOING
AUTHORITIES HAVE NOT PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
OFFICIAL STATEMENT. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL
OFFENSE.
THIS OFFICIAL STATEMENT SHALL NOT CONSTITUTE A CONTRACT BETWEEN THE
CITY OR THE UNDERWRITERS AND ANY ONE OR MORE HOLDERS OF THE SERIES 2009
BONDS.
TABLE OF CONTENTS
Contents Page
INTRODUCTION.......................................................................................................................................................1
PURPOSEOF THE ISSUE.........................................................................................................................................2
THESERIES 2009 PROJECT......................................................................................................................................2
ESTIMATED SOURCES AND USES OF FUNDS...................................................................................................3
DEBTSERVICE SCHEDULE.....................................................................................................................................4
DESCRIPTION OF THE SERIES 2009 BONDS.......................................................................................................5
General.................................................................................................................................................................... 5
OptionalRedemption............................................................................................................................................5
MandatoryRedemption........................................................................................................................................5
Noticeand Effect of Redemption.........................................................................................................................6
Book -Entry Only System.......................................................................................................................................7
Registration, Transfer and Exchange..................................................................................................................9
Replacement of Bonds Mutilated, Destroyed, Stolen or Lost........................................................................10
[MUNICIPAL BOND INSURANCE].....................................................................................................................10
[DEBT SERVICE RESERVE FUND SURETY BOND]..........................................................................................10
SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2009 BONDS.................................................11
General..................................................................................................................................................................
11
LimitedObligations.............................................................................................................................................11
Establishment of Funds and Accounts..............................................................................................................11
Applicationof Pledged Funds...........................................................................................................................12
Reserve Fund................................................................................................... ..............15
.......................................
HedgeAgreements..............................................................................................................................................15
Issuance of Additional Bonds.............................................................................................................................15
RefundingBonds..................................................................................................................................................15
Covenant as to Designated Revenues...............................................................................................................17
LOCALOPTION GAS TAXES................................................................................................................................17
General..................................................................................................................................................................17
Collectionand Distribution................................................................................................................................17
FirstLevy...............................................................................................................................................................18
SecondLevy..........................................................................................................................................................19
Eligibility...............................................................................................................................................................19
Historical Gasoline Sales in the County............................................................................................................20
TRANSPORTATIONSURTAX...............................................................................................................................22
General..................................................................................................................................................................22
Levy of Transit System Sales Surtax..................................................................................................................22
Collection, Distribution and Uses......................................................................................................................23
PARKINGSURCHARGE........................................................................................................................................25
General..................................................................................................................................................................25
................................................................
Levy of Parking Surcharge and Uses ............................ ....................25
Collection..............................................................................................................................................................26
THECITY OF MIAMI..............................................................................................................................................28
Background...........................................................................................................................................................28
CityGovernment..................................................................................................................................................28
Adoption of Investment Policy and Debt Management Policy.....................................................................29
CapitalImprovement Plan.................................................................................................................................30
Fiscal and Accounting Procedures....................................................................................................................30
Indebtednessof the City.....................................................................................................................................30
Recent Legislative and Constitutional Initiatives Concerning Ad Valorem Taxes.....................................32
LEGALMATTERS....................................................................................................................................................34
LITIGATION.............................................................................................................................................................34
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS............................................................34
TAXMATTERS.........................................................................................................................................................34
FederalTax Matters.............................................................................................................................................34
De Minimis Safe Harbor Exception For Tax -Exempt Interest Expense Of Financial Institutions
............36
OriginalIssue Discount.............:.........................................................................................................................36
OriginalIssue Premium......................................................................................................................................37
RATINGS...................................................................................................................................................................37
FINANCIALADVISOR...........................................................................................................................................37
AUDITED FINANCIAL STATEMENTS................................................................................................................38
UNDERWRITING....................................................................................................................................................38
CONTINGENTFEES...............................................................................................................................................38
ENFORCEABILITYOF REMEDIES.......................................................................................................................38
CONTINUINGDISCLOSURE................................................................................................................................39
ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT.................................................................39
FORWARD-LOOKING STATEMENTS.................................................................................................................40
MISCELLANEOUS...................................................................................................................................................40
AUTHORIZATION OF OFFICIAL STATEMENT................................................................................................41
APPENDICES
APPENDIX A: GENERAL INFORMATION REGARDING THE CITY OF MIAMI
APPENDIX B: FORM OF THE BOND RESOLUTION
APPENDIX C: GENERAL PURPOSE FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR
FISCAL YEAR ENDED SEPTEMBER 30, 2008 (Excerpt of the City of Miami
Comprehensive Annual Financial Report)
APPENDIX D: FORM OF BOND COUNSEL OPINION
[APPENDIX E: SPECIMEN MUNICIPAL BOND INSURANCE POLICY]
APPENDIX F: FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT
APPENDIX G: DESCRIPTION OF SERIES 2009 PROJECT
ii
OFFICIAL STATEMENT
relating to
CITY OF MIAMI, FLORIDA
SPECIAL OBLIGATION BONDS, SERIES 2009
(Street and Sidewalk Improvement Program)
INTRODUCTION
The purpose of this Official Statement, including the cover page and appendices, is to set forth
information concerning the City of Miami, Florida (the "City") and the City of Miami, Florida Special
Obligation Bonds, Series 2009 (Street and Sidewalk Improvement Program) (the "Series 2009 Bonds"),
in connection with the sale of the Series 2009 Bonds.
The City is situated at the mouth of the Miami River on the western shores of Biscayne Bay. It is
the county seat of Miami -Dade County, Florida. The City comprises 34.3 square miles of land and 19.5
square miles of water. The City's diversified economic base is comprised of light manufacturing, trade,
commerce, wholesale, and retail trade and tourism. For more information about the City, see
"APPENDIX A — GENERAL INFORMATION REGARDING THE CITY OF MIAMI."
The Series 2009 Bonds are being issued pursuant to the Constitution and laws of the State of
Florida, including Chapter 166, Part II, Florida Statutes, the Charter of the City, and other applicable
provisions of law (the "Act") and pursuant to Resolution No. R-07-0586 adopted by the City Commission
on October 11, 2007 (the "Original Resolution') and Resolution No. R-09- adopted on _,
2009 (the "Series 2009 Bonds Resolution," and together with the Original Resolution, the "Resolution").
The Series 2009 Bonds are being issued to (i) finance the cost of acquisition, construction and
improvements to certain roadways and streetscapes (the "Series 2009 Project"), (ii) [fund a deposit to the
reserve account / pay the premium on a debt service reserve surety policy] and (iii) pay the costs of
issuance of the Series 2009 Bonds, [including a premium in respect of the municipal bond insurance
policy]. See "PURPOSE OF THE ISSUE" and "THE SERIES 2009 PROJECT" herein.
The Series 2009 Bonds will be on a parity as to source and security for payment with the
$80,000,000 original aggregate principal amount of City of Miami, Florida Special Obligation Bonds,
Series 2007 (Street and Sidewalk Improvement Program), currently outstanding in the amount of
$ (the "Series 2007 Bonds" or "Prior Bonds").
Payment of the principal of, premium, if any, and interest, on the Series 2009 Bonds shall be
secured by a lien upon and a pledge of (i) the proceeds of the Local Option Gas Taxes, (ii) eighty percent
(80%) of the City's portion of the Transportation Surtax, (iii) twenty percent (20%) of the City's Parking
Surcharge, (iv) such additional revenues as may be designated by a Series Resolution as Designated
Revenues under the Resolution, and (v) all investment income realized by reason of the investment of
moneys on deposit or credited to the Debt Service Fund created by the Resolution, whether such
investment income is deposited or credited to the Designated Revenues Fund or remains in the Account in
the Debt Service Fund where earned, all as defined herein (collectively, the "Designated Revenues"). The
Series 2009 Bonds do not constitute a general indebtedness of the City within the meaning of any
constitutional or statutory provision or limitation and the City is not obligated to levy any ad valorem
taxes or to make an appropriation for their payment except from the Designated Revenues to the extent
provided in the Resolution, as described herein. Neither the full faith and credit nor the taxing power of
the State of Florida or any political subdivision or agency thereof is pledged to the payment of the
principal of, redemption premium, if any, and interest of the Series 2009 Bonds. See "SECURITY AND
SOURCES OF PAYMENT FOR THE SERIES 2009 BONDS" herein.
[Payment of the principal and interest on the Series 2009 Bonds will be guaranteed by a
municipal bond insurance policy to be issued simultaneously with the delivery of the Series 2009 Bonds
by an insurer to be selected.]
The summaries of and references to all documents, statutes, reports and other instruments referred
to herein do not purport to be complete, comprehensive or definitive, and each such summary and
reference is qualified in its entirety by reference to each such document, statute, report or instrument. All
capitalized terms used in this Official Statement and not otherwise defined herein have the meanings set
forth in the Resolution, unless the context would clearly indicate otherwise. A copy of the Resolution is
attached hereto as "APPENDIX B —FORM OF THE BOND RESOLUTION."
All documents of the City referred to herein may be obtained from the City's, Finance Director,
444 S.W. 2"d Avenue, 6h Floor, Miami, Florida 33130, Telephone (305) 416-1324.
PURPOSE OF THE ISSUE
The Series 2009 Bonds are being issued for the purposes of (i) financing the cost of the Series
2009 Project, (ii) [fund a deposit to the reserve account / paying the premium on a debt service reserve
surety policy] and (iii) paying the costs of issuance of the Series 2009 Bonds, [including a premium in
respect of the municipal bond insurance policy].
THE SERIES 2009 PROJECT
The Series 2009 Project consists of acquisition, construction and improvements to certain roadways
and streetscapes, including but not limited to, roadway resurfacing, swale restoration, curbs, gutters,
drainage improvements, sidewalks, lighting, landscaping and signage in the City. For a detailed
description of the Series 2009 Project, see "APPENDIX G — DESCRIPTION OF THE SERIES 2009
PROJECT."
[Remainder of page intentionally left blank]
ESTIMATED SOURCES AND USES OF FUNDS
The table that follows summarizes the estimated sources and uses of funds to be derived from the
sale of the Series 2009 Bonds:
SOURCES:
Principal Amount of Series 2009 Bonds $
[Plus/Less Net Original Issue Premium/Discount)
TOTAL SOURCES
USES:
Deposit to Construction Fund
Costs of Issuance(')
TOTAL USES
Incudes [municipal bond insurance and surety bond premiums], underwriting discount, financial advisory
and legal fees and expenses, and miscellaneous costs of issuance.
DEBT SERVICE SCHEDULE
The following table sets forth the aggregate debt service requirements for the Series 2009 Bonds
and the Prior Bonds.
Fiscal Year
Ending Series 2009 Bonds
September Principal Interest Total
30"
4
Series 2007
Bonds Total
Debt Service Debt Service
DESCRIPTION OF THE SERIES 2009 BONDS
General
The Series 2009 Bonds shall be issued as fully registered, book -entry only bonds in the
denomination of $5,000 each or any integral multiple thereof, through the book -entry only system
maintained by The Depository Trust Company, New York, New York. The Series 2009 Bonds shall be
numbered consecutively from one (1) upward preceded by the letter "R" prefixed to the number. The
principal of and redemption premium, if any, on the Series 2009 Bonds shall be payable upon
presentation and surrender at the principal office of TD Bank, National Association, Jacksonville, Florida
(the "Paying Agent"). Interest on the Series 2009 Bonds is payable semi-annually on January I and July
1 of each year, commencing January 1, 2009. Interest shall be paid by check and mailed to the owners in
whose names Series 2009 Bonds are registered on the close of business on the 15th day (whether or not a
business day) of the month preceding each interest payment date (the "Record Date"); provided, however,
that the Holder of Series 2009 Bonds in an aggregate principal amount of at least $1,000,000 shall be
entitled to have interest paid by wire transfer as provided in the Resolution. Interest on the Series 2009
Bonds shall be computed on the basis of a 360 -day year of twelve 30 -day months.
Optional Redemption
The Series 2009 Bonds maturing on and after January 1, are subject to redemption at the
option of the City on or after January 1, , in whole or in part at any time, in such manner as shall be
determined by the Bond Registrar, at a redemption price equal to the principal amount thereof, plus
accrued interest to the date fixed for redemption without premium.
Mandatory Redemption
The Series 2009 Bonds maturing on January 1, , are subject to mandatory sinking fund
redemption prior to maturity, in part by lot, on January 1, in the following years and in the following
amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on
deposit in the Principal and Interest Account for such Series 2009 Bonds, at a redemption price of par,
plus accrued interest to the respective dates of redemption:
Year
20—*
*Maturity
Principal Amount
The Series 2009 Bonds maturing on January 1, , are subject to mandatory sinking fund
redemption prior to maturity, in part by lot, on January 1, in the following years and in the following
amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on
deposit in the Principal and Interest Account for such Series 2009 Bonds, at a redemption price of par,
plus accrued interest to the respective dates of redemption:
Year
20—*
*Maturity
Principal Amount
Notice and Effect of Redemption
At least thirty (30) days, but not more than sixty (60) days, before the redemption date of any
Series 2009 Bonds, whether such redemption be in whole or in part, the City shall cause a notice of any
such redemption signed by the City to be mailed, first class postage prepaid, to all Holders owning Series
2009 Bonds to be redeemed in whole or in part and to any Fiduciaries, but any defect in such notice or the
failure so to mail any such notice to any Holder owning any Series 2009 Bonds shall not affect the
validity of the proceedings for the redemption of any other Series 2009 Bonds. Each such notice shall set
forth the name of the Series 2009 Bonds or portions thereof to be redeemed, the date fixed for
redemption, the redemption price to be paid, and if less than all the Series 2009 Bonds shall be called for
redemption, the maturities of the Series 2009 Bonds to be redeemed, the CUSIP numbers, the name and
address (including contact person and phone number) of the Fiduciary to which Series 2009 Bonds called
for redemption are to be delivered and, if less than all of the Series 2009 Bonds of any one maturity then
Outstanding shall be called for redemption, the distinctive numbers and letters, if any, of such Series 2009
Bonds to be redeemed and, in the case of Series 2009 Bonds to be redeemed in part only, the portion of
the principal amount thereof to be redeemed. If any Series 2009 Bond is to be redeemed in part only, the
notice of redemption shall also state that on or after the redemption date, upon surrender of such Series
2009 Bond, a new Series 2009 Bond in principal amount equal to the unredeemed portion of such Series
2009 Bond and of the same maturity and bearing the same interest rate will be issued. Any notice as
provided herein shall be conclusively presumed to have been duly given, whether or not the owner of the
Series 2009 Bond receives such notice.
In addition to the foregoing notice, the City shall cause further notice to be given as set forth
below, but no defect in said further notice nor any failure to give all or any portion of such further notice
shall in any manner defeat the effectiveness of a call for redemption if notice thereof is given as above
prescribed:
(i) Each further notice of redemption shall be sent at least 35 days before the
redemption date by registered or certified mail or overnight delivery service to
one or more registered securities depositaries then in the business of holding
substantial amounts of obligations of types comparable to the Bonds and to one
or more national information services that disseminate notices of redemption of
obligations such as the Bonds (such as Financial Information, Inc.'s Financial
Daily Called Bond Service, Kenny Information Service's Called Bond Service,
Moody's Municipal and Government Called Bond Service and Standard &
Poor's Called Bond Record).
(ii) Upon the payment of the redemption price of Bonds being redeemed, each check
or other transfer of funds issued for such purpose shall bear the CUSIP number
identifying, by issue and maturity, the Bonds being redeemed with the proceeds
of such check or other transfer.
In the case of an optional redemption, any notice of redemption may state that (1) it is
conditioned upon the deposit of moneys, in an amount equal to the amount necessary to effect the
redemption, with the Bond Registrar, Paying Agent or a Fiduciary acting as escrow agent no later than the
redemption date or (2) the City retains the right to rescind such notice on or prior to the scheduled
redemption date (in either case, a "Conditional Redemption"), and such notice and optional redemption
shall be of no effect if such moneys are not so deposited or if the notice is rescinded as described in the
Resolution.
0
On the date fixed for redemption, notice having been mailed in the manner and under the
conditions herein above stated, provided that such notice of redemption has not been rescinded as
permitted above, the Series 2009 Bonds or portions thereof called for redemption shall be due and
payable at the redemption price provided therefor, plus accrued interest to such date.
Book -Entry Only System
THE FOLLOWING INFORMATION CONCERNING DTC AND DTC'S BOOK -ENTRY
ONLY SYSTEM HAS BEEN OBTAINED FROM SOURCES THAT THE CITY BELIEVES TO BE
RELIABLE, BUT NEITHER THE CITY NOR THE UNDERWRITER TAKE ANY RESPONSIBILITY
FOR THE ACCURACY OR COMPLETENESS THEREOF.
The Depository Trust Company ("DTC"), New York, New York, will act as securities depository
for the Series 2009 Bonds. The Series 2009 Bonds will be issued as fully -registered securities registered
in the name of Cede & Co. (DTC's partnership nominee) or such other name as may be requested by an
authorized representative of DTC. One fully -registered certificate will be issued for each of the Series
2009 Bonds, in the aggregate principal amount of such issue, and will be deposited with DTC.
DTC, the world's largest securities depository, is a limited -purpose trust company organized
under the New York Banking Law, a "banking organization" within the meaning of the New York
Banking Law, 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. DTC holds and provides asset servicing for over
3.5 million issues of U.S. and non -U.S. equity issues, corporate and municipal debt issues, and money
market instrument (from over 100 countries) that DTC's participants ("Direct Participants") deposit with
DTC. DTC also facilitates the post -trade settlement among Direct Participants of sales and other
securities transactions in deposited securities through electronic computerized book -entry transfers and
pledges between Direct Participants' accounts. This eliminates the need for physical movement of
securities certificates. Direct Participants include both U.S. and non -U.S. securities brokers and dealers,
banks, trust companies, clearing corporations, and certain other organizations. DTC is a wholly-owned
subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC is the holding company
for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which
are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the
DTC system is also available to others such as both U.S. and non -U.S. securities brokers and dealers,
banks, trust companies, and clearing corporations that clear through or maintain a custodial relationship
with a Direct Participant, either directly or indirectly ("Indirect Participants"). DTC has Standard &
Poor's highest rating: AAA. The DTC Rules applicable to its Participants are on file with the Securities
and Exchange Commission. More information about DTC can be found at www.dtcc.com and
www.dtc.ora.
Purchases of Series 2009 Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2009 Bonds on DTC's records. The ownership
interest of each actual purchaser of each Series 2009 Bond ("Beneficial Owner") is in turn to be recorded
on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confirmation
from DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations
providing details 'of the transaction, as well as periodic statements of their holdings, from the Direct or
Indirect Participant through which the Beneficial Owner entered into the transaction. Transfers of
ownership interests in the Series 2009 Bonds are to be accomplished by entries made on the books of
Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not
receive certificates representing their ownership interests in Series 2009 Bonds, except in the event that
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use of the book -entry system for the Series 2009 Bonds is discontinued.
To facilitate subsequent transfers, all Series 2009 Bonds deposited by Direct Participants with
DTC are registered in the name of DTC's partnership nominee, Cede & Co. or such other name as may be
requested by an authorized representative of DTC. The deposit of Series 2009 Bonds with DTC and their
registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial
ownership. DTC has no knowledge of the actual Beneficial Owners of the Series 2009 Bonds; DTC's
records reflect only the identity of the Direct Participants to whose accounts such Series 2009 Bonds are
credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will
remain responsible for keeping account of their holdings on behalf of their customers.
Conveyance of notices and other communications by DTC to Direct Participants, by Direct
Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial
Owners will be governed by arrangements among them, subject to any statutory or regulatory
requirements as may be in effect from time to time. Beneficial Owners of Series 2009 Bonds may wish to
take certain steps to augment the transmission to them of notices of significant events with respect to the
Series 2009 Bonds, such as defaults, and proposed amendments to the Bond Ordinance. For example,
Beneficial Owners of Series 2009 Bonds may wish to ascertain that the nominee holding the Series 2009
Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative,
Beneficial Owners may wish to provide their names and addresses to the Registrar and request that copies
of notices be provided directly to them.
Redemption notices shall be sent to DTC. If less than all of the Series 2009 Bonds are being
redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in
such issue to be redeemed.
Neither DTC nor Cede & Co. (nor such other DTC nominee) will consent or vote with respect to
the Series 2009 Bonds unless authorized by a Direct Participant in accordance with DTC's MMI
Procedures. Under its usual procedures, DTC mails an Omnibus Proxy to the City as soon as possible
after the record date. The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those
Direct Participants to whose accounts the Series 2009 Bonds are credited on the record date (identified in
a listing attached to the Omnibus Proxy).
Redemption proceeds, distributions, and dividend payments on the Series 2009 Bonds will be
made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC.
DTC's practice is to credit Direct Participants' accounts, upon DTC's receipt of funds and corresponding
detail information from the City on payable date in accordance with their respective holdings shown on
DTC's records. Payments by Participants to Beneficial Owners will be governed by standing instructions
and customary practices, as is the case with Series 2009 Bonds held for the accounts of customers in
bearer form or registered in "street name," and will be the responsibility of such Participant and not of
DTC (nor its nominee), the Paying Agent or the City, subject to any statutory or regulatory requirements
as may be in effect from time to time. Payment of redemption proceeds, distributions, and dividend
payments to Cede & Co. (or such other nominee as may be requested by an authorized representative of
DTC) is the responsibility of the City or the Paying Agent, disbursement of such payments to Direct
Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial
Owners will be the responsibility of Direct and Indirect Participants.
DTC may discontinue providing its services as securities depository with respect to the Series
2009 Bonds at any time by giving reasonable notice to the City. Under such circumstances, in the event
that a successor securities depository is not obtained, Series 2009 Bond certificates are required to be
printed and delivered.
The City may decide to discontinue use of the system of book -entry -only transfers through DTC
(or a successor securities depository). In that event, Series 2009 Bond certificates will be printed and
delivered to DTC.
THE CITY AND THE PAYING AGENT WILL HAVE NO RESPONSIBILITY OR OBLIGATION TO
THE BENEFICIAL OWNERS, DTC PARTICIPANTS OR THE PERSONS FOR WHOM DTC
PARTICIPANTS ACT AS NOMINEES WITH RESPECT TO THE SERIES 2009 BONDS, FOR THE
ACCURACY OF RECORDS OF DTC, CEDE & CO. OR ANY DTC PARTICIPANT WITH RESPECT
TO THE SERIES 2009 BONDS OR THE PROVIDING OF NOTICE OR PAYMENT OF PRINCIPAL,
OR INTEREST, OR ANY PREMIUM ON THE SERIES 2009 BONDS, TO DTC PARTICIPANTS OR
BENEFICIAL OWNERS, OR THE SELECTION OF SERIES 2009 BONDS FOR REDEMPTION.
Registration, Transfer and Exchange
So long as the Series 2009 Bonds are registered in the name of DTC or its nominee, the following
paragraphs relating to transfer and exchange of Series 2009 Bonds do not apply to the Series 2009 Bonds.
The Bond Registrar shall keep books for the registration, exchange and registration of transfer of Series
2009 Bonds as provided in the Resolution. The Bond Registrar shall evidence acceptance of the duties,
obligations and responsibilities of Bond Registrar by execution of the certificate of authentication on the
Series 2009 Bonds.
The transfer of any Series 2009 Bond may be registered only upon the books kept for the
registration of transfer of Series 2009 Bonds upon surrender of such Series 2009 Bond to the Bond
Registrar, together with an assignment duly executed by the Holder or such Holder's attorney or legal
representative in such form as shall be satisfactory to the Bond Registrar.
Upon any such exchange or registration of transfer, the City shall execute and the Bond Registrar
shall authenticate and deliver in exchange for such Series 2009 Bond a new registered Series 2009 Bond
or Series 2009 Bonds, registered in the name of the transferee, of any denomination or denominations
authorized by the Resolution, in the aggregate principal amount equal to the principal amount of such
Series 2009 Bond surrendered, of the same maturity and bearing interest at the same rate.
All Series 2009 Bonds surrendered in any such exchange or registration of transfer shall forthwith
be cancelled by the Bond Registrar. No service charge shall be made for any registration of transfer or
exchange of Series 2009 Bonds, but the City and the Bond Registrar may require payment of a sum
sufficient to cover any tax or other governmental charge that may be imposed in connection with any
registration of transfer or exchange of Series 2009 Bonds. The Bond Registrar shall not be required (i) to
register the transfer of or to exchange Series 2009 Bonds during a period beginning at the opening of
business fifteen (15) days before the day of mailing of a notice of redemption of Series 2009 Bonds and
ending at the close of business on the day of such mailing or (ii) to register the transfer of or to exchange
any Series 2009 Bond so selected for redemption in whole or in part.
The City, any Paying Agent and the Bond Registrar, and any other agent of the City, may treat
the person in whose name any Series 2009 Bond is registered on the books of the City kept by the Bond
Registrar as the Holder of such Series 2009 Bond for the purpose of receiving payment of principal of and
redemption premium, if any, and interest on such Series 2009 Bond, and for all other purposes
whatsoever, whether such Series 2009 Bond be overdue, and, to the extent permitted by law, neither the
City, any Paying Agent, the Bond Registrar nor any such agent shall be affected by any notice to the
contrary.
Replacement of Bonds Mutilated, Destroyed, Stolen or Lost
In case any Series 2009 Bond secured hereby shall become mutilated or be destroyed, stolen or
lost, the City shall cause to be executed, and the Bond Registrar shall authenticate and deliver, a new
Series 2009 Bond of like date and tenor in exchange and substitution for such mutilated Series 2009 Bond
or in lieu of and in substitution for such Series 2009 Bond destroyed, stolen or lost, and the Holder shall
pay the reasonable expenses and charges of the City and the Bond Registrar in connection therewith and,
in case of a Series 2009 Bond destroyed, stolen or lost, the Holder shall file with the Bond Registrar
evidence satisfactory to it and to the City that such Series 2009 Bond was destroyed, stolen or lost, and of
such Holder's ownership thereof, and shall furnish the City and the Bond Registrar indemnity satisfactory
to them.
[MUNICIPAL BOND INSURANCE]
[DEBT SERVICE RESERVE FUND SURETY BOND)
(Application has been made to the (the " ") for a commitment to
issue a debt service reserve surety policy (the "Debt Service Reserve Fund Surety Bond"). The Debt
Service Reserve Fund Surety Bond will provide that upon notice from the Paying Agent to to the
effect that insufficient amounts are on deposit in the Debt Service Fund to pay the principal of (at
maturity or pursuant to mandatory redemption requirements) and interest on the Series 2009 Bonds,
will promptly deposit with the Paying Agent an amount sufficient to pay the principal of and
interest on the Series 2009 Bonds or the available amount of the Debt Service Reserve Fund Surety Bond,
whichever is less. Upon the later of: (i) three (3) days after receipt by the Insurer of a Demand for
Payment in the form attached to the Debt Service Reserve Fund Surety Bond, duly executed by the
Paying Agent; or (ii) the payment date of the Series 2009 Bonds as specified in the Demand for Payment
presented by the Paying Agent to will make a deposit of funds in an account with
or its successor, sufficient for the payment to the Paying
Agent, of amounts which are then due to the Paying Agent (as specified in the Demand for Payment)
subject to the Surety Bond Coverage.
The available amount of the Debt Service Reserve Fund Surety Bond is the initial face amount of
the Debt Service Reserve Fund Surety Bond less the amount of any previous deposits by the with
the Paying Agent which have not been reimbursed by the City. The City and have entered into a
Financial Guaranty Agreement dated _, 2009 (the "Agreement"). Pursuant to the Agreement,
the City is required to reimburse the , within one year of any deposit, the amount of such deposit
made by the with the Paying Agent under the Debt Service Reserve Fund Surety Bond. Such
reimbursement shall be made only after all required deposits to the Operation and Maintenance Fund and
the Debt Service Fund have been made.
Under the terms of the Agreement, the Paying Agent is required to reimburse the , with
interest, until the face amount of the Debt Service Reserve Fund Surety Bond is reinstated before any
deposit is made to the General Fund. No optional redemption of Series 2009 Bonds may be made until
the 's Debt Service Reserve Fund Surety Bond is reinstated. The Debt Service Reserve Fund Surety
Bond will be held by the Paying Agent in the Debt Service Reserve Fund and is provided as an alternative
to the City depositing funds equal to the Debt Service Requirement for outstanding Series 2009 Bonds.
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The Debt Service Reserve Fund Surety Bond will be issued in the face amount equal to 100% of
Maximum Annual Debt Service for the Series 2009 Bonds and the premium therefor will be fully paid by
the City at the time of delivery of the Series 2009 Bonds.]
SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2009 BONDS
General
The principal of, redemption premium if any, and interest on the Series 2009 Bonds will be
payable from and secured on a parity with the Prior Bonds solely by a lien upon and a pledge of (i) the
City's portion of the proceeds of the Local Option Gas Taxes, (ii) eighty percent (80%) of the City's
portion of the Transportation Surtax, (iii) twenty percent (20%) of the City's Parking Surcharge, (iv) such
additional revenues designated by a Series Resolution as Designated Revenues under the Resolution, and
(v) all investment income realized by reason of the investment of moneys on deposit or credited to the
Debt Service Fund created by the Resolution, whether such investment income is deposited or credited to
the Designated Revenues Fund or remains in the Account in the Debt Service Fund where earned
(collectively, the "Designated Revenues"). The individual, Designated Revenues are described herein
under "LOCAL OPTION GAS TAXES", "TRANSPORTATION SURTAX" and "PARKING
SURCHARGE".
Limited Obligations
The Series 2009 Bonds shall not be deemed to constitute a pledge of the faith and credit of the
State or of any political subdivision thereof, including the City. Neither the faith and credit of the State
nor the faith and credit of the City are pledged to the payment of the principal of or redemption premium,
if any, or interest on the Series 2009 Bonds, and the issuance of the Series 2009 Bonds shall not directly
or indirectly or contingently obligate the State or the City to levy any taxes whatever therefor or to make
any appropriation for their payment except from the Designated Revenues to the extent provided for
under the Resolution. No Holder of any Series 2009 Bond or any Credit Bank [or any Insurer] shall ever
have the right to compel the exercise of the ad valorem taxing power of the City to pay such Series 2009
Bond or be entitled to payment of such Series 2009 Bond from any moneys or property of the City except
the Designated Revenues in the manner provided in the Resolution.
Establishment of Funds and Accounts
The Resolution establishes several funds and accounts, including the "City of Miami Special
Obligation Bonds Debt Service Fund" (the "Debt Service Fund") and two accounts therein designated the
"Principal and Interest Account" (the "Principal and Interest Account") and the "Expense Account" (the
"Expense Account"), and the "City of Miami Special Obligation Bonds Reserve Fund" (the "Reserve
Fund"), all of which funds and accounts shall be held in trust by the Paying Agent. There is also created
and designated the "City of Miami Special Obligation Bonds Rebate Fund" (the "Rebate Fund"), which
fund shall be held in trust by the City. There may also be established in the Reserve Fund additional
separate Series Subaccounts with respect to and securing separate Series of Bonds. The Resolution also
establishes the "City of Miami Special Obligation Bonds Designated Revenues Fund" (the "Designated
Revenues Fund"). The City has also established, pursuant to the Resolution, a Construction Fund, and
will establish within the Construction Fund a separate account for the Series 2009 Project designated as
the "Series 2009 Project Account" to be used for the purpose of paying the costs of the Series 2009
Project. Moneys in these funds and accounts, until applied in accordance with the provisions of the
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Resolution, shall be subject to a lien and charge in favor of the Holders of the Series 2009 Bonds [and the
Insurer].
Application of Pledged Funds
The Resolution requires the City to deposit all revenues generated from the Local Option Gas
Taxes, Transportation Surtax and the Parking Surcharge, as the same are collected, to the credit of the
City's general or special fund in which such revenues are received and thereafter promptly transfer the
Designated Revenues to the Designated Revenues Fund. The City shall then transfer Designated
Revenues from such Designated Revenues Fund to the Rebate Fund, the Principal and Interest Account,
the Reserve Fund and the accounts established within said Fund and the Expense Account and apply the
same to the payment of required arbitrage rebate payments, the interest on and the principal of the Bonds,
Hedge Obligations, if any, the required deposits, if any, to the Reserve Fund and the fees and expenses
payable from the Expense Account, all in accordance with the provisions of the Resolution.
On or before the Business Day preceding any date on which arbitrage rebate payments under the
Code are required to be made, the Finance Director shall withdraw moneys from the Designated
Revenues Fund and deposit to the credit of the Rebate Fund such amounts as directed by the City to make
such arbitrage rebate payments under the Resolution.
Upon receipt, the Finance Director shall deposit any Hedge Receipts to the credit of the Principal
and Interest Account.
On or before the twenty-fifth (25th) day of each month, commencing in the month in which the
Series 2009 Bonds are issued, the Finance Director shall withdraw from the Designated Revenues Fund
an amount equal to the amount then held for the credit of the Designated Revenues Fund or such lesser
amount as shall be required to fund the deposit requirements set forth in clauses (a), (b), (c) and (d)
below, and apply the moneys so withdrawn to make the following payments and deposits in the following
order:
(a) Deposit to the credit of the Principal and Interest Account an amount equal to
one-sixth (1/6th) of the interest becoming due on the Bonds on the next semiannual
Interest Payment Date; provided, however, that the amount so deposited on account of
interest in each month after the delivery of the Bonds of any Series up to and including
the month immediately preceding the first Interest Payment Date thereafter of the Bonds
of such Series shall be that amount that when multiplied by the number of such deposits
will be equal to the amount of interest payable on such Bonds on such first Interest
Payment Date less the amount of any accrued interest paid on such Bonds and deposited
to the credit of the Principal and Interest Account;
(b) Deposit to the credit of the Principal and Interest Account an amount equal to the
sum of (i) one -twelfth (1/12th) of the principal of Serial Bonds that will mature and
become due on the next annual maturity date and (ii) one -twelfth (1/12th) of the
Amortization Requirements that will become due and payable within the next Fiscal
Year, such deposits to commence in such month or to be adjusted in such amounts as will
ensure that on the dates such principal or Amortization Requirements are due and payable
sufficient moneys will be on deposit in the Principal and Interest Account.
Notwithstanding the foregoing provisions, moneys shall not be required to be deposited
to the credit of the Principal and Interest Account (A) pursuant to clause (a) above if the
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amount then to the credit thereof is equal to the interest becoming due and payable on the
Bonds on the next Interest Payment Date and (B) pursuant to clause (b) above if the
amount then to the credit thereof is equal to the sum of (i) the principal of Serial Bonds
maturing on the next maturity date and (ii) the Amortization Requirement for such Fiscal
Year on account of the Term Bonds Outstanding.
If the period between Interest Payment Dates is other than six (6) months or the period
between principal payment dates is other than twelve (12) months, then such monthly
deposits shall be increased or decreased, as appropriate, in sufficient amounts to provide
the required interest amount coming due on the next Interest Payment Date or the
principal amount maturing or Amortization Requirement due on the next principal
payment date or redemption date, as applicable. Provided, further that such amounts to
be deposited shall be adjusted to provide for any Hedge Obligations then due to a Hedge
Counterparty (excluding any Hedge Termination Payment).
(c) Deposit to the credit of the Reserve Fund (or each Account within the Reserve
Fund to the extent that a Reserve Account has been established within the Reserve Fund
for a particular Series of Bonds), without priority of one Account over another, if any,
beginning with respect to each Series of Bonds for which a Series Reserve Fund
Requirement has been established on the twenty-fifth (25th) day of the month in which
such Series of Bonds are delivered to the purchasers thereof, such sums as shall be at
least sufficient to pay an amount equal to one -twelfth (1/12th) of the difference between
the amount, if any, on deposit in the Reserve Fund or Account therein (including any
Reserve Fund Insurance Policy or Reserve Fund Letter of Credit) on the date of issuance
of the Series of Bonds and the increase in the amount required to be held therein due to
such Series Reserve Fund Requirement, if any, for such Series of Bonds, and, provided,
further, that no payments shall be required to be made into the Reserve Fund or any
Account whenever and as long as the amount deposited therein (including any Reserve
Fund Insurance Policy or Reserve Fund Letter of Credit) shall be equal to all of the Series
Reserve Fund Requirements for all Series of Bonds to which such Reserve Fund or
Account therein relates.
Notwithstanding the foregoing provisions, in lieu of or in substitution for the required
deposits, if any, hereunder (including existing deposits) into the Reserve Fund or any
Account therein, the City may cause to be deposited into the Reserve Fund or any
Account therein, for any Series of Bonds, a Reserve Fund Insurance Policy or a Reserve
Fund Letter of Credit for the benefit of the holders of the Bonds of such Series in an
amount equal to the difference between the applicable Series Reserve Fund Requirement
and the sums to remain on deposit in the Reserve Fund or any Account therein, after the
deposit of such Reserve Fund Insurance Policy or Reserve Fund Letter of Credit, if any,
which Reserve Fund Insurance Policy or Reserve Fund Letter of Credit shall be payable
or available to be drawn upon, as the case may be (upon the giving of notice as required
thereunder), on any Interest Payment Date on which a deficiency exists with respect to
the applicable Series of Bonds which cannot be cured by all moneys in any Fund or
Account, including the applicable Account, if any, in the Reserve Fund under the
Resolution, held pursuant to the Resolution and available for such purpose. If a
disbursement is made under a Reserve Fund Insurance Policy or Reserve Fund Letter of
Credit, the City shall be obligated to either reinstate the maximum limits of such Reserve
Fund Insurance Policy or Reserve Fund Letter of Credit within twelve (12) months
following such disbursement or to deposit into the Reserve Fund or applicable Account
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therein, as provided in the next paragraph, funds in the amount of the disbursements
made under such Reserve Fund Insurance Policy or Reserve Fund Letter of Credit, or a
combination of such alternatives.
In the event that any moneys shall be withdrawn from the Reserve Fund or any Account
therein for payments into the Principal and Interest Account, such withdrawals shall be
subsequently restored in the manner described in the first paragraph of this clause (c)
from the Designated Revenues available after all required payments have been made into
the Principal and Interest Account, including any deficiencies for prior payments, unless
restored by the reinstatement of the maximum limits of a Reserve Fund Insurance Policy
or Reserve Fund Letter of Credit (without priority of one Account over another Account,
if any).
In the event that a Reserve Fund Insurance Policy or Reserve Fund Letter of Credit shall
be drawn upon, the principal portion of the related payment obligations to the issuer of
such Reserve Fund Insurance Policy or Reserve Fund Letter of Credit shall be paid, after
all required payments have been made to the Principal and Interest Account, including
any deficiencies for prior payments, in accordance with the terms of any agreement
between the City and such issuer, on a parity and on a pro -rata basis with all other
obligations payable under this clause (c) to other issuers of any Reserve Fund Letter of
Credit or Reserve Fund Insurance Policy and cash funding requirements to the different
Accounts established for each Series of Bonds but prior to making any cash deposit to the
Account to which such insurance policy or Letter of Credit relates, if any, provided that
such Insurance Policy or Letter of Credit is reinstated in the amount .of such payment
concurrently with the receipt of such payment by the issuer thereof.
(d) Any balance remaining after satisfying the requirements of clauses (a), (b) and
(c) above shall be deposited to the credit of the Expense Account in an amount sufficient
to pay (i) the fees, interest and other amounts owing any issuer of a Reserve Fund
Insurance Policy or Reserve Fund Letter of Credit, (ii) any fees and expenses of
Fiduciaries or Hedge Counterparties coming due in such month and any other
administrative fees and expenses coming due in such month with respect to Bonds, (iii)
any costs of issuance of a Series of Bonds that remain to be paid, and (iv) any Hedge
Termination Payment that is due.
(e) Any such balance remaining in the Designated Revenues Fund after making the
withdrawals and satisfying the requirements mentioned in clauses (a), (b), (c) and (d)
above shall be deposited to pay principal and interest on Subordinated Indebtedness in
the manner provided in the Resolution authorizing such Subordinated Indebtedness.
If the moneys withdrawn for deposits to the above funds and accounts and for making the other
required payments as above set forth shall not be sufficient to make such deposits and payments, the
requirements in each month thereafter for each of the above deposits and payments for which the required
monthly deposit or payment has not been made shall be cumulative and the amount of any deficiency in
any such monthly deposit or payment shall 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.
The balance, if any, remaining to the credit of the Designated Revenue Fund after making the
withdrawals and satisfying the requirements mentioned in clauses (a), (b), (c), (d) and (e) above in any
Fiscal Year shall be withdrawn and deposited to the general or special revenue fund in the same
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percentage in which such Designated Revenues were originally deposited to the Designated Revenues
Fund.
Reserve Fund
Pursuant to the Resolution, the City has created and established the Reserve Fund, and has
established a Series Reserve Fund Requirement for the Series 2009 Bonds. The City is permitted to
establish additional subaccounts securing separate Series of Bonds designated to be secured thereby.
Upon issuance of the Series 2009 Bonds, the City will fund the Series Reserve Fund Requirement in an
amount equal to $ by [purchasing and crediting to the Reserve Fund a debt service reserve
surety policy from a debt service reserve surety policy provider selected prior to the sale of the Series
2009 Bonds. See "DEBT SERVICE RESERVE FUND SURETY BOND" herein.]
Hedge Agreements
As of the date hereof, the City has not entered into and does not anticipate entering into any
Hedge Agreement with respect to the Series 2007 Bonds or the Series 2009 Bonds. In the event that the
City enters into a Hedge Agreement with respect to any Bonds issued under the Resolution, all Hedge
Receipts received pursuant thereto shall be deposited to the credit of the Principal and Interest Account
and all Hedge Obligations then due to such Hedge Counterparty under the Hedge Agreement (excluding
any Hedge Termination Payment) shall be payable to such Hedge Counterparty on a parity with the
payment of interest then due on the Bonds. Any Hedge Termination Payment due to a Hedge
Counterparty shall be payable on a subordinate basis to the payment of principal and interest on the
Bonds and any Hedge Obligations.
Issuance of Additional Bonds
The Resolution provides that one or more Series of Additional Bonds of the City may be issued
under and secured by the Resolution, on a parity as to the pledge of the Designated Revenues with the
Series 2009 Bonds and the Prior Bonds, subject to the conditions hereinafter provided, from time to time
for the purpose of paying all or any part of the cost of any capital improvements for roadway or
transportation purposes not inconsistent with the authorized use of the Designated Revenues.
Before such Additional Bonds shall be delivered by the Bond Registrar, there shall be filed with
the City Manager a certificate of the Finance Director demonstrating that the percentage derived by
dividing the amount of the Designated Revenues received by the City during any twelve (12) consecutive
months in the eighteen (18) months next preceding the date of delivery of the Additional Bonds then
requested to be delivered, by the Maximum Principal and Interest Requirements, including the Principal
and Interest Requirements with respect to the Additional Bonds then to be delivered, for any future Fiscal
Year is not less than one hundred thirty-five per centum (135%).
Refunding Bonds
One or more Series of Refunding Bonds of the City may be issued from time to time under and
secured by the Resolution, subject to the conditions hereinafter provided in this Section, for the purpose
of providing funds for refunding all or any Bonds of any one or more Series of Bonds then Outstanding,
including the payment of any redemption premium thereon and interest that will accrue on such Bonds to
the redemption date or stated maturity date or dates, funding any funds and accounts under the Resolution
and paying any expenses in connection with such refunding and for any related lawful purpose. Except as
to any Credit Facility or Insurance Policy and as to any difference in the maturities thereof or the rate or
15
rates of interest or the provisions for redemption and except for such differences, if any, respecting the
use of moneys in the various funds and accounts created in the Resolution, such Series of Refunding
Bonds shall be on a parity with and shall be entitled to the same benefit and security of the Resolution as
all other Bonds theretofore or thereafter issued under the Resolution.
Prior to or simultaneously with the authentication and delivery of such Refunding Bonds by the
Bond Registrar to or upon the order of the purchasers thereof or the designated representative, there shall
be filed with the City Manager (A) a Certificate of the Finance Director showing that the aggregate
Principal and Interest Requirements on account of all Bonds Outstanding (after the issuance of such
Refunding Bonds and after the redemption or provision for payment of the Bonds to be refunded)
following the Fiscal Year in which such Refunding Bonds are to be delivered shall not exceed the
aggregate Principal and Interest Requirements on account of all the Bonds Outstanding (including the
Bonds to be refunded) immediately prior to the issuance of such Refunding Bonds following the Fiscal
Year in which such Refunding Bonds are to be delivered; (B) the net present value of the aggregate
Principal and Interest Requirements on account of all Bonds Outstanding (after the issuance of such
Refunding Bonds and after the redemption or provision for payment of the Bonds to be refunded)
following the Fiscal Year in which such Refunding Bonds are to be delivered is less than the net present
value of the aggregate Principal and Interest Requirements on account of all Bonds Outstanding
(including the Bonds to be refunded) immediately prior to the issuance of such Refunding Bonds
following the Fiscal Year in which such Refunding Bonds are to be delivered; or (C) assuming the Bonds
to be refunded are not then Outstanding, a certificate of the Finance Director demonstrating that the
percentage derived by dividing the amount of the Designated Revenues received by the City during any
twelve (12) consecutive months in the eighteen (18) months next preceding the date of delivery of the
Refunding Bonds then requested to be delivered, by the Maximum Principal and Interest Requirements on
all Outstanding Bonds, including the Principal and Interest Requirements with respect to the Refunding
Bonds then to be delivered (but not including the Bonds to be refunded), for any future Fiscal Year is not
less than one hundred thirty-five per centum (135%); provided, however, that for purposes of the
calculation required by this subclause (C) in connection with the issuance of Refunding Bonds pursuant to
a forward refunding or forward delivery or other such similar arrangements, the "date of delivery" of the
Refunding Bonds shall be deemed to be the date on which the contract or agreement providing for such
forward refunding, forward delivery or other similar arrangement is executed and delivered (instead of the
actual future date of delivery of the Refunding Bonds).
Current Economic Environment Impacts on Designated Revenues
Designated Revenues received from Local Option Gas Taxes, a Transportation Surtax, and the
City's Parking Surcharge, fluctuate based on general economic conditions. A significant decline in the
amount of Designated Revenues collected due to a sustained economic downturn could impair the ability
of the City to pay principal of and interest on the Series 2009 Bonds. See "LOCAL OPTION GAS
TAXES", "TRANSPORTATION SURTAX" and "PARKING SURCHARGE" herein for historical
collections of the individual Designated Revenues.
On May 5, 2009 there was an attempt to repeal the Transportation Surtax which failed. The
proposed ordinance included language which provided for continuing the collection of the Transportation
Surtax until all outstanding contractual obligations secured by the Transportation Surtax were satisfied.
There is no way to predict whether another attempt will be made to repeal the Transportation Surtax,
whether such attempt will include language enabling collection of the Transportation Surtax to fulfill
existing contractual obligations secured by the Transportation Surtax, or how its repeal would impact the
ability of the City to pay principal of and interest on the Series 2009 Bonds.
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Covenant as to Designated Revenues
The City covenants that while any of the Bonds issued under the provisions of the Resolution
shall be Outstanding it will not take any action or fail to take any action which might result in a
suspension or termination of the receipt of the Designated Revenues and it will take all appropriate action
to keep and maintain the Designated Revenues at the highest possible level and that, subject to covenants
with Credit Banks and Insurers, it will not create or permit to be created any charge or lien on the
proceeds of the Designated Revenues ranking equally with or prior to the charge or lien on such proceeds
of the Bonds issued under the provisions of the Resolution.
LOCAL OPTION GAS TAXES
General
As a portion of the Designated Revenues, the City is pledging the Local Option Gas Taxes to
secure the Series 2009 Bonds. The Local Option Gas Taxes is defined in the Resolution to mean
collectively (i) the City's portion of a tax imposed by Ordinance No. 93-63 enacted by Miami -Dade
County (the "County") on June 15, 1993, as amended by Ordinance No. 97-156 enacted by the County
on September 17, 1997, as may be amended, pursuant to Section 336.025(1)(a), Florida Statues, as
amended and distributed pursuant to an Interlocal Agreement dated as of May 20, 1993, as amended,
among the County, the City and the other municipalities located in the County (the "Gas Tax Interlocal");
and (ii) the City's portion of a tax imposed by Ordinance No. 93-91 enacted by the County on September
20, 1993, as amended by Ordinance No. 96-101 enacted on June 20, 1996, as may be amended, pursuant
to Section 336.025(1)(b), Florida Statues, as amended and Section 336.025(4), Florida Statutes, as
amended, and distributed pursuant to an Interlocal Agreement dated as of July 27, 1993 (the "Second Gas
Tax Interlocal").
Each county in the State is authorized to levy a tax, of between one cent and eleven cents per net
gallon on motor fuel sold in such county in the form of two separate levies. The first levy is a tax of one
to six cents per gallon on motor fuel and diesel fuel and may be authorized in a county by an ordinance
enacted by a majority vote of the governing body of a county or by referendum. The County levies all six
cents of the first levy which levy was approved by Ordinance No. 88-49, as amended and supplemented
by Ordinance No. 93-63, as amended by Ordinance No. 97-156 (the "First Levy"). See "LOCAL
OPTION GAS TAXES — First Levy" below. All of Florida's sixty-seven counties levy this portion of the
Local Option Fuel Tax with sixty-five of the counties levying at the maximum rate of six cents. The
second levy is a tax of one to five cents per gallon on motor fuel and may be authorized in a county by an
ordinance enacted by a majority vote of the governing body of a county or by referendum. The County
levies three cents of the second levy which levy was approved by Ordinance No. 93-91, as amended by
Ordinance No. 96-101 (the "Second Levy"). See "LOCAL OPTION GAS TAXES — Second Levy"
below.
Collection and Distribution
The Florida Department of Revenue ("FDOR") collects pursuant to Section 336.025(1)(a),
Florida Statues, the local option fuel tax ("Local Option Fuel Tax") in each county and deposits the
proceeds into the State's Local Option Fuel Tax Trust Fund. The Local Option Fuel Tax Trust Fund is
subject to a 7% charge imposed by the State, representing a share of the cost of general government of the
State. This charge is deducted from the Local Option Fuel Tax Trust Fund and is deposited in the General
Revenue Fund of the State. FDOR is authorized to deduct certain administrative costs incurred in
collecting, administering, enforcing and distributing the proceeds of such tax to the counties in an amount
not to exceed 2% of total collections from the Local Option Fuel Tax Trust Fund.
17
The net proceeds collected from the Local Option Fuel Tax are distributed by FDOR to each
eligible county and the eligible municipalities therein according to a distribution formula determined at
the local level by interlocal agreement between the county and the municipalities within the county's
boundaries representing a majority of the population of the incorporated area within the county. If no
interlocal agreement is established, then the distribution is based on the relative transportation
expenditures of the county and the municipalities therein for the preceding 5 years. After the initial levy,
the distribution is recalculated every 10 years.
Upon any newly incorporated municipality becoming eligible to receive the Local Option Fuel
Tax, the distribution shall be equal to (i) the County's per lane mile expenditure in the previous year times
the lane miles within the jurisdiction of the municipality, in which the County's share shall be reduced
proportionally, or (ii) determined by the local act incorporating the municipality. However, such
distribution shall not materially or adversely affect the rights of holders of outstanding bonds which are
backed by taxes authorized pursuant to Section 336.025(1), Florida Statutes, and the amounts distributed
to the County and each municipality shall not be reduced below the amount necessary for the payment of
principal and interest and reserves for principal and interest as required under the covenants of any bond
resolution outstanding on the date of the re -determination of the distribution formula.
First Levy
The County and the municipalities within the County, have entered into the Gas Tax Interlocal to
provide for the distribution of the proceeds of the First Levy in accordance with a formula. Under the
formula provided in the Gas Tax Interlocal, the County receives 70.40% of the proceeds and the
municipalities receive 29.60% of the proceeds ("Municipal Portion"). 75% of the Municipal Portion is
allocated based on the ratio of the population of each eligible incorporated municipality to the total
population of all eligible incorporated municipalities in the County. The remaining 25% of the Municipal
Portion is allocated based on the ratio of total centerline miles of roadway maintained by each eligible
incorporated municipality compared to the total centerline miles maintained by all eligible incorporated
municipalities in the County. In the event that an eligible municipality annexes an area of unincorporated
area or a newly incorporated municipality becomes eligible for participation, the County's share will be
reduced. During the term of the Gas Tax Interlocal, the County's share of the annual proceeds of the First
Levy cannot be reduced below 80% of the original 74% share (which equates to approximately 59% of
the total net proceeds of the First Levy), regardless of future incorporation. Pursuant to the Gas Tax
Interlocal and Ordinance No. 88-49, as amended and supplemented, the First Levy is set to expire on
August 31, 2023.
There are 35 incorporated municipalities in the County. Pursuant to the formula provided in the
current Gas Tax Interlocal, the percentage share of the fiscal year 2008-2009 proceeds distributed to the
City was 7.987%.
The County has estimated the Fiscal Year 2009-2010 distribution for the City to be 8.107%.
Use of Revenue. Generally, county and municipal governments may only use monies received
from the First Levy for transportation expenditures, defined as:
(a) public transportation operation and maintenance;
(b) roadway and right-of-way maintenance and equipment and structures used primarily for
the storage and maintenance of such equipment;
18
(c) roadway and right-of-way drainage;
(d) street lighting;
(e) traffic signs, traffic engineering, signalization and pavement markings;
(f) bridge maintenance and operation; and
(g) debt service and current expenditures for transportation capital projects in the foregoing
program areas including the construction and reconstruction of roads and sidewalks.
Second Levy
The County and the municipalities within the County have entered into the Second Gas Tax
Interlocal to provide for the distribution of the proceeds of the Second Levy in accordance with a formula.
Under the formula provided in the Second Gas Tax Interlocal, the County receives 74% of the proceeds
and the municipalities receive 26% of the proceeds ("Second Municipal Portion"). 75% of the Second
Municipal Portion is allocated based on the ratio of the population of each eligible incorporated
municipality to the total population of all eligible incorporated municipalities in the County. The
remaining 25% of the Second Municipal Portion is allocated based on the ratio of total centerline miles of
roadway maintained by each eligible incorporated municipality compared to the total centerline miles
maintained by all eligible incorporated municipalities in the County. The Second Levy does not have an
expiration.
There are 35 incorporated municipalities in the County. Pursuant to the formula provided in the
Second Gas Tax Interlocal, the percentage share of the fiscal year 2008-2009 proceeds distributed to the
City was 7.016%.
The County has estimated the Fiscal Year 2009-2010 distribution for the City to be 7.121 %.
Use of Revenue. Generally, county and municipal governments may use monies received from
the Second Levy only for transportation expenditures needed to meet the requirements of the capital
improvements element of an adopted comprehensive plan or for expenditures needed to meet immediate
local transportation problems and for other transportation -related expenditures that are critical for
building comprehensive roadway networks by local governments. Expenditures shall not include routine
maintenance of roads.
Eligibility
In order to be eligible to receive a distribution of funds from the Local Option Fuel Tax Trust
Fund, each county or municipality must have:
(i) reported its finances for its most recently completed fiscal year to the Department of
Financial Services pursuant to Section 218.32, Florida Statutes;
(ii) made provisions for annual postaudits of financial accounts in accordance with
provisions of law;
19
(iii) levied, as shown on its most recent financial report, ad valorem taxes, exclusive of taxes
levied for debt service or other special millages authorized by the voters, to produce the revenue
equivalent to a millage rate of 3 mills on the dollar based upon 1973.taxable values or, in order to produce
revenue equivalent to that which would otherwise be produced by such 3 mill ad valorem tax, to have
received certain revenues from a county (in the case of a municipality), an occupational license tax, utility
tax, or levied ad valorem tax, or any combination of those four sources;
(iv) certified that persons in its employ as law enforcement officers meet certain
qualifications for employment, and receive certain compensation;
(v) certified that persons in its employ as firefighters meet certain employment qualifications
are eligible for certain compensation;
(vi) certified that each dependent special district that is budgeted separately from the general
budget of such county or municipality has met the provisions for annual postaudit of its financial accounts
in accordance with law; and
(vii) certified to FDOR that it has complied with certain procedures regarding the
establishment of the ad valorem tax millage of the county or municipality as required by law.
Any funds otherwise undistributed because of ineligibility of a county or municipality shall be
distributed to the eligible governments within the applicable county in proportion to other monies
distributed pursuant to Section 336.025, Florida Statutes.
The City represents that it has continuously been in compliance with the statutory eligibility
requirements for the Local Option Fuel Tax in the past and that it has covenanted in the Resolution to do
so in the future.
Historical Gasoline Sales in the County
The volume of motor and special fuel sold in the County is set forth below for the State fiscal
years indicated:
MIAMI-DADE COUNTY, FLORIDA
NUMBER OF TAXABLE GALLONS SOLD
State Fiscal Year
Ended June 30
Gasoline & Gasohol Special Fuel
Total Gallons
2004
999,068,325 143,208,456
1,142,276,781
2005
1,024,996,120 144,840,059
1,169,856,179
2006
1,020,652,912 182,791,886
1,203,444,778
2007
1,021,835,764 177,563,176
1,199,398,940
2008
987,042,316 162,333,848
1,149,376,165
Source: Florida Department of Revenue
The amount of Local Option Fuel Tax received by the City from the County is dependent upon
numerous factors, including the amount of motor fuel and diesel fuel sold in the County. Furthermore,
incorporation of additional municipalities within the County could affect the amount of Local Option Fuel
Tax Revenues distributable to the County and to each municipality. The amount of Local Option Fuel
Tax Revenues received by the City from the County may be adversely impacted by changes in the supply
20
or demand for or the price of motor fuel, special fuel or diesel fuel. Most of the factors that affect the
amount of Local Option Fuel Tax Revenues distributable to the City are beyond the control of the County
and the City.
[Remainder of page intentionally left blank]
21
The following table sets forth the amount of historical Local Option Gas Taxes revenues received
by the City for the fiscal years ended September 30, 2004 through 2008 and October 1, 2008 through
August 31, 2009.
CITY OF MIAMI, FLORIDA
LOCAL OPTION GAS TAXES
Source: City of Miami, Florida Finance Dept.
* October 1, 2008 — August 31, 2009.
TRANSPORTATION SURTAX
General
As a portion of the Designated Revenues, the City is pledging eighty percent (80%) of the
Transportation Surtax to the Series 2009 Bonds. The Transportation Surtax is defined in the Resolution
to mean the City's portion of the Charter County Transit System Sales Surtax approved by the electorate
of the County on November 5, 2002, pursuant to Section 212.055(1), Florida Statutes and Ordinance
No. 02-116 (the "Transit System Sales Surtax Ordinance"), enacted by the County on July 9, 2002
(the "Transit System Sales Surtax") and distributed to the City pursuant to an Interlocal Agreement
between the County and the City approved pursuant to Resolution No. 07-638 adopted by the City on
May 16, 2007 (the "Transit Interlocal").
Levy of Transit System Sales Surtax
Subject to the limitations and exemptions set forth in Chapter 212 of the Florida Statutes, the
State imposes a tax on certain sales, use, services, rentals, admissions and other transactions occurring in
the State, including, but not limited to, the rental of living quarters or sleeping or housekeeping
accommodations for a period of six months or less, items or articles of tangible personal property sold at
retail, the rental or lease of real property for purposes other than, among other things, agricultural uses or
dwelling units, and the lease or rental of tangible personal property. Pursuant to Section 212.055(1) of
the Florida Statutes, the County is authorized to impose the Transit System Sales Surtax on all
transactions occurring in the County that are subject to the State tax imposed on the above -referenced
sales, use, services, rentals, admissions and other transactions.
Pursuant to Section 212.055(1), Florida Statutes, the County is authorized to levy a discretionary
sales surtax of up to 1% to be used for the purposes of, among other things, planning, developing,
constructing, operating and maintaining roads, bridges, bus systems and fixed guideway systems. The
County elected to levy a one half of one percent discretionary sales tax, subject to the approval of the
22
Local
Percentage
Fiscal Year
Option Gas Taxes
Increase
Ended September 30
Received
Decrease
2004
$7,041,490
(6.49)%
2005
7,275,062
3.31
2006
7,310,849
.49
2007
7,184,597
(1.73)
2008
6,929,876
(3.55)
2009*
NA
Source: City of Miami, Florida Finance Dept.
* October 1, 2008 — August 31, 2009.
TRANSPORTATION SURTAX
General
As a portion of the Designated Revenues, the City is pledging eighty percent (80%) of the
Transportation Surtax to the Series 2009 Bonds. The Transportation Surtax is defined in the Resolution
to mean the City's portion of the Charter County Transit System Sales Surtax approved by the electorate
of the County on November 5, 2002, pursuant to Section 212.055(1), Florida Statutes and Ordinance
No. 02-116 (the "Transit System Sales Surtax Ordinance"), enacted by the County on July 9, 2002
(the "Transit System Sales Surtax") and distributed to the City pursuant to an Interlocal Agreement
between the County and the City approved pursuant to Resolution No. 07-638 adopted by the City on
May 16, 2007 (the "Transit Interlocal").
Levy of Transit System Sales Surtax
Subject to the limitations and exemptions set forth in Chapter 212 of the Florida Statutes, the
State imposes a tax on certain sales, use, services, rentals, admissions and other transactions occurring in
the State, including, but not limited to, the rental of living quarters or sleeping or housekeeping
accommodations for a period of six months or less, items or articles of tangible personal property sold at
retail, the rental or lease of real property for purposes other than, among other things, agricultural uses or
dwelling units, and the lease or rental of tangible personal property. Pursuant to Section 212.055(1) of
the Florida Statutes, the County is authorized to impose the Transit System Sales Surtax on all
transactions occurring in the County that are subject to the State tax imposed on the above -referenced
sales, use, services, rentals, admissions and other transactions.
Pursuant to Section 212.055(1), Florida Statutes, the County is authorized to levy a discretionary
sales surtax of up to 1% to be used for the purposes of, among other things, planning, developing,
constructing, operating and maintaining roads, bridges, bus systems and fixed guideway systems. The
County elected to levy a one half of one percent discretionary sales tax, subject to the approval of the
22
County's electorate at the time that the Transit System Sales Surtax Ordinance was enacted. The
Transit System Sales Surtax was approved by a majority of the County's electorate at a special
election held on November 5, 2002. The County has imposed the Transit System Sales Surtax on all
transactions occurring in the County that are subject to the State tax imposed on sales, use, services,
rentals, admissions, and other transactions pursuant to Chapter 212, Florida Statutes. The Transit System
Sales Surtax shall remain in effect until the Transit System Sales Surtax Ordinance is repealed.
Collection, Distribution and Uses
The Florida Department of Revenue (the "Department") administers, collects and enforces the
Transit System Sales Surtax. The proceeds of the Transit System Sales Surtax are transferred by the
Department into a separate account established for the County in the Discretionary Sales Surtax Clearing
Trust Fund. The Department distributes the proceeds of the Transit System Sales Surtax less the cost of
administration (the "Net Transit System Sales Surtax Proceeds") to the County each month.
Pursuant to the Transit System Sales Surtax Ordinance, the Net Transit System Sales Surtax
Proceeds are deposited into a special fund set aside from other County funds in the custody of the Finance
Director of the County (the "Transit System Sales Surtax Trust Fund"). Twenty percent of the Net Transit
System Sales Surtax Proceeds (the "Cities' Distribution") are distributed annually by the County to each
city existing within the County as of November 5, 2002 (including the City), so long as each such city
(i) continues to provide the same level of general fund support for transportation in subsequent fiscal
years that is in each such city's fiscal year 2001-2002 budget; (ii) uses the Net Transit System Sales Surtax
Proceeds to supplement rather than replace each such city's general fund support for transportation; and
(iii) applies 20% of any Net Transit System Sales Surtax Proceeds received from the County to transit
uses in the nature of circulator buses, bus shelters, bus pullout bays or other transit -related infrastructure
(or, alternatively, contracts with the County for the County to apply such Net Transit System Sales Surtax
Proceeds to a County project that enhances traffic mobility within the city and immediately adjacent
areas). The Net Transit System Sales Surtax Proceeds are distributed among the municipalities on a pro -
rata basis based on the ratio such city's population bears to the total population in all eligible cities.
Newly incorporated municipalities shall have the right to negotiate with the County for a pro -rata share of
the County's portion of Net Transit System Sales Surtax Proceeds. The City is pledging 80% of the
Transit System Sales Surtax received by the City from the County to the Series 2009 Bonds and therefore
the other 20% remains available for transit uses as provided above. The City is in compliance with all
requirements to be eligible to receive the Net Transit System Sales Surtax Proceeds.
On June 10, 2009, Governor Charlie Crist signed into law Chapter 2009-146 (the "Amending
Statute"), which is effective July 1, 2009 and which amends Section 212.055(1) of the Florida Statutes
requiring any charter county that has entered into interlocal agreements for the distribution of Net Transit
System Sales Surtax Proceeds to one or more of its municipalities to revise such interlocal agreements no
less frequently than every 5 years for the purpose of including any municipalities created since the
execution of the previous interlocal agreements. Pursuant to the Amending Statute, the County would be
required to revise its existing interlocal agreements every 5 years to include cities that were not
incorporated at the time such interlocal agreements were executed.
The County has entered into 31 interlocal agreements (the "Existing Interlocal Agreements")
relative to the Cities' Distribution, (including the City), which are scheduled to expire in 2012. Prior to
the expiration of the Existing Interlocal Agreements, it is expected that the County will consider revised
interlocal agreements that re -allocate the Cities' Distribution to include a pro rata distribution of the Net
Transit Sales Surtax Proceeds to the new cities (the "New Cities") incorporated within the County since
23
November 5, 2002. Additionally, the Transit System Sales Surtax Ordinance would be amended to be
consistent with the requirements of the Amending Statute.
If the Board does not approve the revised interlocal agreements described in the preceding
paragraph it can elect to pay the New Cities out of the County's share of the Net Transit System Sales
Surtax Proceeds.
[Remainder of page intentionally left blank]
24
The following table sets forth the amount of historical Transit System Sales Surtax revenues
received by the City for the fiscal years ended September 30, 2004 through 2008 and October 1, 2008
through August 31, 2009.
CITY OF MIAMI, FLORIDA
HISTORICAL RECEIPTS OF TRANSIT SYSTEM SALES SURTAX
Fiscal Year
Ended
September 30
2004
2005
2006
2007
2008
2009(')
Source: City of Miami, Florida Finance Dept.
�'� October 1, 2008 — August 31, 2009.
General
Percentage
80% of Transportation Increase
Surtax Received Decrease
$ 8,262,776
124.00%
8,693,384
5.21
10,005,773
15.07
10,318,065
3.12
10,063,088
(2.47)
NA
PARKING SURCHARGE
As a portion of the Designated Revenues, the City is pledging twenty percent (20%) of the
Parking Surcharge revenues to the Series 2009 Bonds. The Parking Surcharge is defined in the
Resolution to mean a 15% parking surcharge to be charged at public parking facilities within the City
approved by the electorate of the City on November 4, 2003, imposed pursuant to Section 166.271,
Florida Statutes and pursuant to Ordinance No. 04-12563 enacted by the City Commission on July 22,
2004, as amended by Ordinance No. 09-13063 enacted by the City Commission on May 14, 2009.
Levy of Parking Surcharge and Uses
Pursuant to Section 166.271, Florida Statutes, the State authorized the City to impose and collect,
subject to referendum approval by voters in the City, a discretionary per vehicle surcharge of up to fifteen
percent (15%) of the amount charged for the sale, lease, or rental of space at parking facilities within the
City which are open for use to the general public and which are not airports, seaports, county
administration buildings, or other county projects. The Parking Surcharge was approved at an election on
November 4, 2003.
Notwithstanding the foregoing, pursuant to Section 218.503(6)(a), the City was authorized to
impose a discretionary per -vehicle surcharge of up to twenty percent (20%) on the gross revenues of the
sale, lease or rental or space at parking facilities within the City which are open for use to the general
public. This provision only applied during the period of time in which the City was declared to be in a
state of financial emergency and such provision expired on June 30, 2006. The 20% surcharge was
collected by the City from Fiscal Years 2000-2004.
25
Not more than forty percent (40%) and not less than twenty percent (20%) of the Parking
Surcharge proceeds shall be used to improve transportation, including, but not limited to, street, sidewalk,
roadway, landscape, transit and streetscape beautification improvements and shall be used in downtown
or urban core areas.
Collection
The Parking Surcharge amounts due shall be collected by the operator of a parking facility at the
time of, and in addition to, collection of any other amounts for the parking of a motor vehicle in a parking
facility, whether charge is made on an hourly, daily, weekly, monthly, yearly, event, validation programs,
valet or any other basis. All operators shall be required to maintain a valid operational license. The
occupational license of an operator shall be revoked upon the failure to remit the surcharge amounts for
three consecutive months. No operator shall be permitted to operate the parking facility until all arrears
are paid.
No later than the twentieth (20th) day of each calendar month, the operator of every parking
facility shall remit to the City the funds collected pursuant to the Parking Surcharge, net of refunds, for
the preceding calendar month. The operator shall keep records of such funds collected. Whenever any
operator fails to keep records from which the Parking Surcharge may be accurately computed, the City
may make use of a factor developed by surveying other operators of a similar type parking facility, or
otherwise compute the amount of Parking Surcharge due, and this computation shall be prima facie
correct. Whenever any operator fails to collect or remit to the City the Parking Surcharge imposed within
the time limit therefor, the City shall assess the operator the amount of Parking Surcharge due as
determined by the City, plus interest at the rate of one percent (1%) per month or any fraction thereof, and
a penalty of ten percent (10%) of the Parking Surcharge due on uncollected or unremitted amounts. The
operator of a Parking Facility who: (1) fails, neglects or refuses to collect the Parking Surcharge; or (2)
fails, neglects or refuses to remit the Parking Surcharge; or (3) fails, neglects or refuses to keep accurate
records; or (4) submits any incomplete, false or fraudulent return; or (5) refuses to permit the City to
examine books, records and papers relating to the Parking Surcharge; or (6) fails to fully comply with any
or all rules or regulations promulgated by the City, or to keep complete and proper records as required,
shall be subject to the following penalties for each offense: (i) have his or her occupational license
revoked; and/or (ii) have a lien placed upon the parking facility for the sums owed plus interest pursuant
to law; and/or (iii) be subject to an administrative fine in the amount of $500.00; and or (iv) be required to
comply with stricter reporting requirements.
[Remainder of page intentionally left blank]
26
The following table sets forth the amount of historical Parking Surcharge Designated Revenues
collected by the City for the fiscal years ended September 30, 2004 through 2008 and October 1, 2008
through August 31, 2009.
CITY OF MIAMI, FLORIDA
HISTORICAL COLLECTION OF PARKING SURCHARGE
Source: City of Miami, Florida Finance Dept.
(')The Parking Surcharge was collected at 20% in Fiscal Year 2004 and collected at 15% from Fiscal Year 2005 - current.
(Z) October 1, 2008 —August 31, 2009.
The following table sets forth the amount of historical Designated Revenues received by the City
for the fiscal years ended September 30, 2004 through 2008 and October 1, 2008 through August 31,
2009.
HISTORICAL DESIGNATED REVENUES AND PRO FORMA DEBT SERVICE COVERAGE
Fiscal Year Ended September 30`h
Percentage
Fiscal Year
Parking Surcharge
Increase
Ended September 30
Revenues Received])
Decrease
Transportation
2004
2,906,686
6.55%
2005
2,297,904
(20.94)
2006
2,563,318
11.55
2007
2,769,254
8.03
2008
2,907,896
5.00
2009(2)
5,215,625")
NA
Source: City of Miami, Florida Finance Dept.
(')The Parking Surcharge was collected at 20% in Fiscal Year 2004 and collected at 15% from Fiscal Year 2005 - current.
(Z) October 1, 2008 —August 31, 2009.
The following table sets forth the amount of historical Designated Revenues received by the City
for the fiscal years ended September 30, 2004 through 2008 and October 1, 2008 through August 31,
2009.
HISTORICAL DESIGNATED REVENUES AND PRO FORMA DEBT SERVICE COVERAGE
Fiscal Year Ended September 30`h
2009(�)
Source: City of Miami, Florida Finance Dept.
(')Annual Maximum Debt Service is based on debt service on the Series 2007 Bonds, and, with respect to the Series 2009 Bonds,
assumes the issuance of $_million in Series 2009 Bonds, with a final maturity of January 1, 20 and an all -in True Interest
Cost of%.
tzl October 1, 2008 — August 31, 2009.
27
80% of
Total
Proposed Annual
Pro Forma
Local Option
Transportation
Parking
Designated
Maximum Debt
Debt Service
Year
Gas Taxes
Surtax
Surcharge
Revenues
Service
Coverage
2004
7,041,490
8,262,776
2,906,686
18,210,952
5,215,625")
3.49x
2005
7,275,062
8,693,384
2,297,904
18,266,350
5,215,625(')
3.50x
2006
7,310,849
10,005,773
2,563,318
19,879,940
5,215,625('1
3.81x
2007
7,184,597
10,318,065
2,769,254
20,271,916
5,215,625(')
3.89x
2008
6,929,876
10,063,088
2,907,896
19,900,860
5,215,625(')
3.82x
2009(�)
Source: City of Miami, Florida Finance Dept.
(')Annual Maximum Debt Service is based on debt service on the Series 2007 Bonds, and, with respect to the Series 2009 Bonds,
assumes the issuance of $_million in Series 2009 Bonds, with a final maturity of January 1, 20 and an all -in True Interest
Cost of%.
tzl October 1, 2008 — August 31, 2009.
27
THE CITY OF MIAMI
Background
Now 113 years old, the City is part of the nation's eleventh largest metropolitan area.
Incorporated in 1896, the City is the only municipality conceived and founded by a woman - Julia Tuttle.
According to the U.S. Census Bureau, the City's population in 1900 was 1,700 people. Today it is a city
rich in cultural and ethnic diversity with more than 362,470 residents (as of the 2000 Census), 58.2% of
them foreign born. In physical size, the City is not large, encompassing only 34.3 square miles. In
population, the City is the largest of the 35 municipalities that make up Miami -Dade County and is the
county seat. For additional information concerning the City, see "APPENDIX A - GENERAL
INFORMATION REGARDING THE CITY OF MIAMI."
City Government
Since 1997, the City has been governed by a form of government known as the "Mayor -
Commissioner plan." The City Commission is the legislative body of the City. There are five
Commissioners elected from designated districts within the City. The Mayor is elected at large every
four years. As official head of the City, the Mayor has veto authority over actions of the Commission.
The Mayor appoints the City Manager who functions as chief administrative officer.
The Mayor of the City is presently Manuel A. Diaz whose term expires November 2009. The
current members of the City Commission and expiration of their current terms of office are:
Commission Members
Date Term Expires
Joe M. Sanchez, Chair
November 2009
Michelle Spence -Jones, Vice Chair
November 2009
Angel Gonzalez
November 2011
Marc D. Samoff
November 2011
Tomas P. Regalado
November 2011
The City Manager, Pedro G. Hernandez, is a full-time employee and is the chief administrative
officer of the City. The City Manager is responsible for directing the administrative and operational
aspects of the City in compliance with the policies set by the Commission and the Mayor. Mr. Hernandez
has been City Manager since July 2006. He is responsible for an organization that has more than 3,954
employees and administers a budget of more than $523 million. Prior to his current position, he served
as Deputy County Manager of Miami -Dade County and was charged with the oversight of the
Departments of Aviation, Police, Corrections, Juvenile Services, Fire Rescue, Emergency Management,
Homeland Security and the Office of the Medical Examiner. He also served as liaison to the Ethics
Commission, Clerk of Courts, International Trade Consortium and the planning committee for the Super
Bowl. He holds a Bachelors of Science Degree in Civil Engineering from the University of Miami and is
a registered Professional Engineer in the State of Florida.
The City's Chief Financial Officer is Larry Spring. His primary responsibilities include the
oversight of the budget development process as well as developing and maintaining the performance
indicator systems whereby department performance can be monitored and provide for budget
accountability. He was appointed the interim Chief Financial Officer in July 2006 and appointed the
Chief Financial Officer in February 2007. He served as Assistant City Manager for Strategic Planning,
Budgeting and Performance from February 2003 to February 2007. Prior to that, Mr. Spring spent the
bulk of his career in the commercial banking industry primarily in the areas of accounting and treasury
management. His last position prior to joining the City was as Vice President and Controller of
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TOTALBANK in Miami. He holds a Bachelor of Science degree in Accounting from the A.B. Freeman
School of Business at Tulane University and is a member of the Government Finance Officers
Association.
The City's Finance Director is Diana M. Gomez. She reports to the Chief Financial Officer. She
is responsible for managing and investing public funds, accounts payable, general ledger, grants
monitoring, payroll, treasury management and preparation of routine accounting reports as well as the
City's annual financial statement. Ms. Gomez was appointed as the Finance Director on February 11,
2006. Ms. Gomez has been Assistant Director of Finance/Comptroller since her employment with the
City on August 27, 2001. Prior to joining the City, Ms. Gomez was a Supervising Senior Auditor/C.P.A.
for five years with KPMG LLP, one of the "big four" accounting firms. Ms. Gomez received a Bachelor
of Arts in Psychology from Rutgers College, N.J., and a Masters in Business Administration in
Professional Accounting from the University of Baltimore, MD. She is a Certified Public Accountant.
Adoption of Investment Policy and Debt Management Policy
The City adopted a detailed written investment policy on May 10, 2001, that applies to all cash
and investments held or controlled by the City and identified as "general operating funds" of the City with
the exception of the City's Pension Funds, Deferred Compensation & Section 401(a) Plans, and such
funds related to the issuance of debt where there are other existing policies or indentures in effect for such
funds. Additionally, any future revenues, which have statutory investment requirements conflicting with
the City's Investment Policy and funds held by state agencies (e.g. Department of Revenue), are not
subject to the provisions of the policy.
The primary objective of the investment program is the safety of the principal of those funds
within the portfolios. Investment transactions shall seek to keep capital losses at a minimum, whether
they are from securities defaults or erosion of market value. To attain this objective, diversification is
required in order that potential losses on individual securities do not exceed the income generated from
the remainder of the portfolio. The portfolios are required to be managed in such a manner that funds are
available to meet reasonably anticipated cash flow requirements in an orderly manner. Return on
investment is of least importance compared to the safety and liquidity objectives described in the policy.
In accordance with the City's Administrative Policies, the responsibility for providing oversight and
direction in regard to the management of the investment program resides with the City's Finance Director.
The Finance Director has established written procedures for the operation of the investment portfolio and
a system of internal accounting and administrative controls. The City's investment policy may be
modified from time to time by the City Commission.
Subject to the exceptions in the City's investment policy, the City may invest in the following
types of securities: (a) The Florida Local Government Surplus Funds Trust Fund, (b) United States
Government Securities, (c) United States Government Agencies, (d) Federal Instrumentalities, (e) Interest
Bearing Time Deposit or Savings Accounts, (f) Repurchase Agreements, (g) Commercial Paper, (h)
Corporate Notes, (i) Bankers' Acceptances, 0) State and/or Local Government Taxable and/or Tax -
Exempt Debt, (k) Registered Investment Companies (Money Market Mutual Funds) and (1)
Intergovernmental Investment Pool. Also, the City may invest in investment products that include the use
of derivatives.
As of September 30, 2008, approximately 80.44% of the City's investment portfolio was invested
in United States Treasury Obligation and obligations of agencies of the United States Government.
Approximately 19.56% of the City's investment portfolio was invested in commercial paper. All are
rated in the highest rating category for each of the rating agencies.
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The City adopted a Debt Management Policy on July 21, 1998 to provide guidance governing the
issuance, management, continuing evaluation of and reporting on all debt obligations issued by the City
and to provide for the preparation and implementation necessary to assure compliance and conformity
with the policy. It is the responsibility of the City's finance committee to review and make
recommendations regarding the issuance of debt obligations and the management of outstanding debt.
The finance committee has approved the issuance of the Series 2009 Bonds and the negotiated sale to the
Underwriters.
The following policies concerning the issuance and management of debt were established in the
Debt Management Policy: (a) the City will not issue debt obligations or use debt proceeds to finance
current operations; (b) the City will utilize debt obligations only for acquisition, construction or
remodeling of capital improvement projects that cannot be funded from current revenue sources or in
such cases wherein it is more equitable to the users of the projects to finance the project over its useful
life; and (c) the City will measure the impact of debt service requirements of outstanding and proposed
debt obligations on single year, five, ten and twenty year periods.
Capital Improvement Plan
The City's fiscal year 2008-2009 six year Capital Improvement Plan (the "Capital Plan"),
covering the period from October 1, 2008 through September 30, 2014, earmarked funding estimated at
$737.2 million for 540 projects throughout the City. Streets and sidewalks projects account for the
largest portion of the total Capital Plan funding at $191.9 million or 26%. Parks and recreation projects
are the second largest, accounting for $156.7 million, or 21%, and public facilities projects are the third
largest accounting for $105.1 million, or 14%, of the total Capital Plan.
Bonds issued by the City represent the largest share of funding for the Capital Plan, accounting
for 41.5% of the total. Capital project revenues (impact fees, storm water utilities, optional gas tax, etc.)
account for 28.6%, funding derived from Miami -Dade County accounts for 13.1% and the remaining
16.8% of funding is from federal, State and other private donations.
Fiscal and Accounting Procedures
The accounts of the City are organized on the basis of funds or account groups, each of which is
considered a separate accounting entity in accordance with generally accepted accounting principles, as
defined by the Governmental Accounting Standards Board ("GASB"). The operation of each fund is
accounted for in a separate, self -balancing set of accounts which comprise its assets and other debits,
liabilities, fund equities and other credits, revenues and expenditures. Individual funds that have similar
characteristics are combined into fund types.
For the past 8 years the City has received the Certificate of Achievement for Excellence in
Financial Reporting from the Government Finance Officers Association of the United States and Canada.
For a complete description of the fund types and account groups, see "Notes to General Purpose Financial
Statements of the City" in Appendix C herein.
Indebtedness of the City
Pursuant to the Debt Management Policy, the City's debt issuance is subject to the following
constraints: (i) the Net Debt Per Capita and the Net Debt to Taxable Assessed Value percentages, which
shall be determined by the finance committee by bench marking the City to current industry standards,
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and (ii) the maximum maturity shall be the earlier of (a) the estimated useful life of the capital
improvements being financed or (b) thirty years or (c) in the event debt was issued to refinance
outstanding debt obligations the final maturity of the debt obligations being refinanced, unless a longer
term is recommended by the finance committee.
Pension Fund. The City's employees participate in two separate, single employer defined
benefit contributory pension plans under the administration and management of separate Boards of
Trustees: The City of Miami Fire Fighters' and Police Officers' Retirement Trust ("FIPO") and the City
of Miami General Employees and Sanitation Employees' Retirement Trust ("GESE"). The plans cover
substantially all City employees who contribute a percentage of their base salary or wage on a bi-weekly
basis.
The City's elected officials participate in a single employer defined benefit non-contributory
pension plan under the administration and management of a separate Board of Trustees, the City of
Miami Elected Officers' Retirement Trust ("EORT"). This plan covers all elected officials with 7 or
more years of elected service.
City employees are required to contribute 10% of their salary to GESE and no more than 7% to
FIFO. The EORT is a non-contributory pian. Contributions from employees for FIPO and GESE are
recorded in the period the City makes payroll deductions from participants. The City is annually required
to contribute such amounts as necessary on an actuarial basis to provide FIPO and GESE with assets
sufficient to meet the benefits to be paid. The ordinance covering the FIPO (the "Pension Ordinance")
provides for actuarial methodology for evaluating assets to be a moving market value averaged over three
years. The result cannot be greater than 100 percent of market value or less than 80 percent of market
value. The Pension Ordinance also provides for the FIPO Board of Trustees' actuary to use the actuarial
assumptions adopted the FIPO Board. Currently, the City and the FIPO are in discussions regarding the
amount needed for contribution. However, if the City's actuary and the FIPO's actuary cannot agree,
together they may appoint a third independent actuary. The third actuary is required to submit a funding
recommendation to the FIPO Board and the City Commission. The City Commission is then required to
fund the amount recommended by either the FIPO's actuary or the City's actuary, whichever
recommendation is closer to the recommendation of the third actuary.
The City's net pension obligation for each of the FIPO, the GESE and the EORT is $0. The
annual pension costs have been fully contributed by the City for the fiscal years ended September 30,
2004, 2005, 2006, 2007 and 2008.
Additionally, the City has established a qualified governmental excess benefit plan to continue to
cover the difference between the allowable pension to be paid and the amount of the defined benefits, so
the benefits for eligible members are not diminished by the changes in the Internal Revenue Code (the
GESE Excess Plan"). Plan members are not required to contribute to the GESE Excess Plan. The
payment of the City's contribution of the excess retirement benefit is funded from the City's General
Fund and paid annually at the same time as the City's annual contribution to normal pension costs. The
City's net pension obligation for the GESE Excess Plan as of September 30, 2008 was $4,265,603 and the
annual pension costs have been fully contributed by the City for the fiscal years ended September 30,
2004, 2005, 2006, 2007 and 2008.
Accrued Compensated Absences. Under terms of Civil Service regulations, labor contracts and
administrative policy, City employees are granted vacation and sick leave in varying amounts.
Additionally, certain overtime hours can be accrued and carried forward as earned time off. Unused
vacation and sick time is payable upon separation from service, subject to various limitations depending
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upon the employee's seniority and civil service classification. The amount accrued as of September 30,
2008 is $84,479,266 of which $5,430,784 is the current portion. Every three years the maximum number
of hours which can be carried forward is renegotiated with FIPO and GESE.
Other Postemployment Benefits. Pursuant to Section 112.0801 of the Florida Statutes, the City
is required to permit participation in the health insurance program by retirees and their eligible
dependents at a cost to the retiree that is no greater than the cost at which coverage is available for active
employees. Retired Police Officers are offered coverage at a discounted premium. For Non -Police retirees
(Fire Fighters, General Employees, Sanitation Employees and Elected Officials) and their dependents, the
City has a stated policy of providing health coverage and life insurance at a discounted premium equal to
75% of the blended group rate.
Based on Governmental Accounting Standard's Board approval of Statements 43 and 45 ("GASB
43" and "GASB 45") which set forth the guidelines and a future implementation timetable for reporting
and disclosure of Other Post -Employment Benefits ("OPEB"), the City had an actuary calculate future
funding requirements during fiscal year 2008. The valuation was performed as of October 1, 2006 and
covers the subsidies for medical and life insurance benefits. GASB 45 allows flexibility to governmental
employers in the use of various actuarial cost methods. Several such acceptable actuarial cost methods
were investigated, including the Entry Age Normal Cost Method, the Frozen Entry Age Normal Cost
Method, the Aggregate Cost Method, and the Projected Unit Credit Normal Cost Method. The goal was to
recommend to the City an Actuarial cost method which is acceptable, appropriate, and commonly used.
The City has elected to implement the provisions of GASB 45 prospectively. The OPEB liability was
calculated using the Entry Age Normal Cost Method. See "APPENDIX C GENERAL PURPOSE
FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED SEPTEMBER
30, 2008 (Excerpt of the City of Miami Comprehensive Annual Financial Report)— NOTE 11. POST
EMPLOYMENT HEALTH CARE BENEFITS."
Recent Legislative and Constitutional Initiatives Concerning Ad Valorem Taxes
The Florida Legislature during its special session which ended on June 14, 2007 passed
legislation which would reduce ad valorem taxes that may be levied by local governments, other than
school districts, in Fiscal Year 2007-08 to below the level of taxes levied in Fiscal Year 2006-07. The
legislation limits the growth of ad valorem tax levies in future years (except those levied by school
districts) to the growth in a jurisdiction's population as measured by new construction and the statewide
growth in per capita personal income. However, local government governing bodies may increase ad
valorem tax levies by extraordinary votes or by referenda. Any county or municipality that levies in
excess of the amount permitted under the legislation will forfeit participation in the half -cent sales tax
revenue sharing program for a twelve month period.
Several amendments to the Florida Constitution affecting Ad Valorem Taxes have been approved
by voters in the past including the following.
Constitutional amendments related to ad valorem exemptions. On January 29, 2008, in a special
election held for such purpose, the requisite number of voters approved amendments to the State
Constitution exempting certain portions of a property's assessed value from taxation. The following is a
brief summary of certain important provisions contained in such amendments:
1. Provides for an additional exemption for the assessed value of homestead property
between $50,000 and $75,000, thus doubling the existing homestead exemption for property with an
assessed value equal to or greater than $75,000.
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2. Permits owners of homestead property to transfer their "Save Our Homes" benefit (up to
$500,000) to a new homestead property purchased within two years of the sale of their previous
homestead property to which such benefit applied if the just value of the new homestead is greater than or
is equal to the just value of the prior homestead. If the just value of the new homestead is less than the
just value of the prior homestead, then owners of homestead property may transfer a proportional amount
of their "Save Our Homes" benefit, such proportional amount equaling the just value of the new
homestead divided by the just value of the prior homestead multiplied by the assessed value of the prior
homestead.
3. Exempts from ad valorem taxation $25,000 of the assessed value of property subject to
tangible personal property tax.
4. Limits increases in the assessed value of non -homestead property to 10% per year,
subject to certain adjustments. The cap on increases would be in effect for a 10 year period, subject to
extension by an affirmative vote of electors.
The amendments are effective for the 2008 tax year (2008-09 fiscal year for local governments).
At this time, it is impossible to estimate with any certainty the level of impact that the constitutional
amendments will have on the City, but the impact could be substantial.
A lawsuit challenging the constitutionality of at least part of the amendments was filed prior to
the referendum approval by the voters. In Bruner v. Hartsfield, filed in the Circuit Court in and for Leon
County, Florida in November 2007, new Florida homestead owners (having paid ad valorem taxes for the
past four years) filed a class action lawsuit challenging the constitutionality of the Save Our Homes
assessment cap and the portability provision. The lawsuit charges that Save Our Homes constitutes an
unlawful residency requirement for tax benefits on substantially similar property, in violation of the State
Constitution's Equal Protection provisions and the Privileges and Immunities Clause of the Fourteenth
Amendment to the United States Constitution. The lawsuit argues that the portability provision simply
extends the unconstitutionality of the tax shelters granted to long-term homeowners by Save Our Homes.
The lawsuit requests a declaration of the unconstitutionality of both provisions and injunctive action
preventing continued application of those provisions. On October 29, 2008, the Circuit Court dismissed
the plaintiffs complaint with prejudice. The plaintiffs have appealed the decision to the First District
Court of Appeals. At the present time, it is impossible to predict the plaintiffs' chances of success in an
appeal or the impact to the City's finances if an appeal is successful.
On October 18, 2007, the same Circuit Court, in Lanning v. Pilcher, a case filed by out-of-state
residents challenging the constitutionality of the Save Our Homes assessment cap, rejected the plaintiffs
arguments that the Save Our Homes assessment cap violates either the Commerce Clause or the
Privileges and Immunities Clause of the U.S. Constitution or the Equal Protection Clause of either the
U.S. or Florida Constitutions and dismissed the plaintiffs' allegations with,prejudice. The Lanning Court
noted that its decision was limited to the plaintiffs' complaints regarding the Save Our Homes assessment
cap. The plaintiffs appealed the case to the First District Court of Appeals. On July 8, 2009, the First
District Court of Appeals affirmed the lower Court decision.
A lawsuit brought by out-of-state residents (DeLuccio v. Havill) challenging the constitutionality
of the Save Our Homes assessment cap and the portability provision was filed with the same Circuit
Court as the Lanning case on May 2, 2008. The allegations and relief requested by the plaintiffs in each
of these cases are very similar, except that the portability provision was not challenged in Lanning v.
Pilcher since the case was filed prior to the approval of the amendments implementing portability. On
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November 4, 2008, the Circuit Court in DeLuccio dismissed the plaintiffs' complaint with prejudice. The
plaintiffs have appealed the decision to the First District Court of Appeals, which, as noted above,
rejected similar arguments in Lanning v. Pilcher with similarly situated plaintiffs. However, since the
portability provision was not challenged in Lannin , there is no assurance that the First District Court of
Appeals will reach a similar conclusion. At the present time, it is impossible to predict the likelihood of
the plaintiffs' success on appeal or, if successful, the impact on the City's finances.
LEGAL MATTERS
Certain legal matters incident to the validity of the Series 2009 Bonds are subject to the approval
of Foley & Lardner LLP, Bond Counsel, Miami, Florida whose approving opinion in the form attached
hereto as "APPENDIX D — FORM OF BOND COUNSEL OPINION" will be furnished without charge
to the purchasers of the Series 2009 Bonds at the time of their delivery. The actual legal opinion to be
delivered may vary from that text if necessary to reflect facts and law on the date of delivery.
Certain legal matters will be passed upon for the City by Julie O. Bru, Esq., City Attorney, and by
KnoxSeaton, Miami, Florida, Disclosure Counsel to the City.
Florida.
Certain legal matters will be passed upon for the Underwriters by Akerman Senterfitt, Miami,
LITIGATION
There is no pending or, to the knowledge of the City, any threatened litigation against the City of
any nature whatsoever which in any way questions or affects the validity of the Series 2009 Bonds, or any
proceedings or transactions relating to their issuance, sale, execution, or delivery, or the adoption of the
Resolution, or the levy of the ad valorem taxes. Neither the creation, organization or existence, nor the
title of the present members of the City Commission or other officers of the City is being contested.
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS
Rule 69W-400.003, Rules of Government Securities, promulgated by the Office of Financial
Regulation of the Financial Services Commission, under Section 517.051(1), Florida Statutes ("Rule
69W- 400.003"), requires the City to disclose each and every default as to the payment of principal and
interest with respect to obligations issued by the City after December 31, 1975. Rule 69W-400.003
further provides, however, that if the City in good faith believes that such disclosures would not be
considered material by a reasonable investor, such disclosures may be omitted. The City has not defaulted
on the payment of principal or interest with respect to obligations issued by the City after December 31,
1975.
TAX MATTERS
Federal Tax Matters
In the opinion of Foley & Lardner LLP, Bond Counsel, based on existing laws, regulations,
rulings and court decisions, and assuming, among other matters, compliance with certain covenants, as
described herein, interest on the Series 2009 Bonds is excluded from gross income for federal income tax
purposes under Section 103 of the Internal Revenue Code (the "Code"). In the further opinion of Bond
Counsel, interest on the Series 2009 Bonds is not a specific preference item for purposes of the federal
individual or corporate alternative minimum taxes and is not included in adjusted current earnings in
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determining federal alternative minimum taxable income of corporations. A copy of the proposed form of
the opinion of Foley & Lardner LLP, as Bond Counsel, is set forth in APPENDIX D.
The Code imposes various restrictions, conditions and requirements relating to the exclusion from
gross income for federal income tax purposes of interest on obligations such as the Series 2009 Bonds.
The City has covenanted to comply with certain restrictions and requirements designed to assure that the
interest on the Series 2009 Bonds will not be included in gross income for federal income tax purposes.
Failure to comply with these covenants may result in such interest being included in gross income for
federal income tax purposes, possibly from the original issuance date of the Series 2009 Bonds. The
opinion of Foley & Lardner LLP, as Bond Counsel, assumes compliance with these covenants. Bond
Counsel has not undertaken to determine (or to inform any person) whether any actions taken (or not
taken) or events occurring (or not occurring) after the issuance of the Series 2009 Bonds may adversely
affect the tax status of the interest on the Series 2009 Bonds.
The opinion of Bond Counsel relies on factual representations made by the City and other
persons. These factual representations include but are not limited to certifications by the City regarding
its reasonable expectations regarding the use and investment of bond proceeds. Bond Counsel has not
verified these representations by independent investigation. Bond Counsel does not purport to be an
expert in asset valuation and appraisal, financial analysis, financial projections or similar disciplines.
Failure of any of these factual representations to be correct may result in interest on the Series 2009
Bonds being included in gross income for federal income tax purposes, possibly from the original
issuance date of the Series 2009 Bonds.
Certain requirements and procedures contained or referred to in the Resolution, the Tax
Certificate relating to the Series 2009 Bonds and other relevant documents may be changed and certain
actions may be taken or omitted under the circumstances and subject to the terms and conditions set forth
in such documents. Bond Counsel expresses no opinion as to any Bond or the interest thereon if any such
change occurs or action is taken or omitted upon the advice or approval of counsel other than Foley &
Lardner LLP.
Although Bond Counsel is of the opinion that interest on the Series 2009 Bonds is excluded from
gross income for federal income tax purposes, the ownership or disposition of, or the accrual or receipt of
interest on, the Series 2009 Bonds may otherwise affect a Beneficial Owner's federal tax liability. The
nature and extent of these other tax consequences will depend upon the particular tax status of the
Beneficial Owner or the Beneficial Owner's other items of income or deduction. Bond Counsel expresses
no opinion regarding any such other tax consequences except as expressly provided in the opinion of
Bond Counsel.
Bond Counsel gives no assurance that any future legislation or clarifications or amendments to
the Code, if enacted into law, will not cause the interest on the Series 2009 Bonds to be subject, directly
or indirectly, to federal income taxation, or otherwise prevent the Beneficial Owners from realizing the
full current benefit of the tax status of the interest on the Series 2009 Bonds. Prospective purchasers of
the Series 2009 Bonds are encouraged to consult their own tax advisors regarding any pending or
proposed federal legislation, as to which Bond Counsel expresses no view.
The opinion of Bond Counsel is based on current legal authorities, covers certain matters not
directly addressed by such authorities, and represents Bond Counsel's judgment regarding the proper
treatment of the Series 2009 Bonds for federal income tax purposes. It is not binding on the IRS or the
courts, and it is not a guarantee of result. Furthermore, Bond Counsel cannot give and has not given any
opinion or assurance about the future activities of the City or about the effect of changes to the Code, the
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applicable regulations, the interpretation thereof or the enforcement thereof by the IRS. The City has
covenanted, however, to comply with the applicable requirements of the Code.
Bond Counsel is not obligated to defend the City regarding the tax-exempt status of the Series
2009 Bonds in the event of an examination by the IRS. Under current IRS procedures, the Beneficial
Owners and other parties other than the City would have little, if any, right to participate in an IRS
examination of the Series 2009 Bonds. Moreover, because obtaining judicial review in connection with
an IRS examination of tax-exempt Series 2009 Bonds is difficult, obtaining independent review of IRS
positions with which the City legitimately disagrees may not be practicable. Any action of the IRS,
including but not limited to selection of the Series 2009 Bonds for examination, or the course or result of
such an examination, or an examination of Series 2009 Bonds presenting similar tax issues may affect the
market price, or the marketability, of the Series 2009 Bonds, and may cause the City or the Beneficial
Owners to incur significant expense.
De Minimis Safe Harbor Exception For Tax -Exempt Interest Expense Of Financial Institutions
In the case of a financial institution, the Code generally disallows that portion of the taxpayer's
interest expense that is allocable to tax-exempt interest. The amount of interest that is disallowed is an
amount which bears the same ratio to such interest expense as the taxpayer's average adjusted bases of
tax-exempt obligations acquired after August 7, 1986 bears to the average adjusted bases of all assets of
the taxpayer. The general rule of section 265(b) of the Code denying financial institutions' interest
expense deductions allocable to tax-exempt obligations does not apply to "qualified tax-exempt
obligations". The Series 2009 Bonds are not "qualified tax-exempt obligations" for this purpose.
The American Recovery and Reinvestment Act of 2009 generally provides that tax-exempt
obligations issued during 2009 and 2010 and held by a financial institution, in an amount not to exceed
two percent of the adjusted basis of the financial institution's assets, are not taken into account for the
purpose of determining the portion of the financial institution's interest expense subject to the pro rata
interest disallowance rule of section 265(b). For the purposes of this rule, a refunding bond (whether a
current or advance refunding) is treated as issued on the date of issuance of the refunded bond (or, in a
case of a series of refundings, the original bond).
The American Recovery and Reinvestment Act also amends section 291(e) of the Code to
provide that tax-exempt obligations issued during 2009 and 2010, and not taken into account for purposes
of calculation of a financial institution's interest expense subject to the pro rata interest disallowance rule,
are treated as having been acquired on August 7, 1986. As a result, such obligations are financial
institution preference items, and the amount allowable as a deduction by a financial institution with
respect to interest incurred to carry such obligations is reduced by 20 percent.
Bond Counsel is of the opinion that, for purposes of this new provision of the American Recovery
and Reinvestment Act of 2009 (set forth in section 265(a)(7) of the Code), the Series 2009 Bonds are
obligations issued in 2009 that are not refunding bonds.
Original Issue Discount
To the extent the issue price of any maturity of the Series 2009 Bonds is less than the amount to
be paid at maturity of such Series 2009 Bonds (excluding amounts stated to be interest and payable at
least annually over the tern of such Series 2009 Bonds), the difference constitutes "original issue
discount," the accrual of which, to the extent properly allocable to each Beneficial Owner thereof, is
treated as interest on the Series 2009 Bonds which is excluded from gross income for federal income tax
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purposes. For this purpose, the issue price of a particular maturity of the Series 2009 Bonds is the first
price at which a substantial amount of such maturity of Series 2009 Bonds is sold to the public (excluding
bond houses, brokers, or similar persons or organizations acting in the capacity of underwriters,
placement agents or wholesalers). The original issue discount with respect to any maturity of the Series
2009 Bonds accrues daily over the term to maturity of such Series 2009 Bonds on the basis of a constant
rate compounded on periodic compounding (with straight-line interpolations between compounding
dates). In general, the length of the interval between periodic compounding dates cannot exceed the
interval between debt service payments on such Series 2009 Bonds and must begin or end on the date of
such payments. The accruing original issue discount is added to the adjusted basis of such Series 2009
Bonds to determine taxable gain or loss upon disposition (including sale, redemption, or payment on
maturity) of such Series 2009 Bonds. Beneficial Owners of the Series 2009 Bonds should consult with
their own tax advisors with respect to the tax consequences of ownership of Series 2009 Bonds with
original issue discount, including the treatment of purchasers who do not purchase such Series 2009
Bonds in the original offering to the public at the first price at which a substantial amount of such Series
2009 Bonds are sold to the public.
Original Issue Premium
Series 2009 Bonds purchased, whether at original issuance or otherwise, for an amount greater
than their principal amount payable at maturity (or, in some cases, at their earlier call date) ("Premium
Bonds") will be treated as having amortizable bond premium. No deduction is allowable for the
amortizable bond premium in the case of bonds, like the Premium Bonds, the interest on which is
excluded from gross income for federal income tax purposes. However, the amount of tax exempt
interest received, and a Beneficial Owner's basis in a Premium Bond, will be reduced by the amount of
amortizable bond premium properly allocable to such Beneficial Owner. Beneficial Owners of Premium
Bonds should consult their own tax advisors with respect to the proper treatment of amortizable bond
premium in their particular circumstances.
RATINGS
( has issued a commitment for the delivery of its municipal bond
insurance policy with respect to the Series 2009 Bonds on the date of issuance and delivery thereof.]
[The Series 2009 Bonds will be rated at the time of delivery thereof based upon 's Policy.
Municipal bond insurance issued by currently results in bond issues being rated "_" Moody's
Investors Service, Inc. ("Moody's"), "_" by Standard & Poors Ratings Services ("S&P") and "_" by
Fitch, Inc. ("Fitch).] Moody's, Fitch and S&P have assigned [underlying] ratings of "" "_" and
respectively, [without giving any regard to a municipal bond insurance policy.]
The ratings reflect only the views of said rating agencies and an explanation of the ratings may be
obtained only from said rating agencies. There is no assurance that such ratings will continue for any
given period of time or that they will not be lowered or withdrawn entirely by the rating agencies, or any
of them, if in their judgment, circumstances so warrant. A downward change in or withdrawal of any of
such ratings, may have an adverse effect on the market price of the Series 2009 Bonds.
FINANCIAL ADVISOR
The City has retained First Southwest Company as Financial Advisor in connection with the
City's financing plans and with respect to the authorization and issuance of the Series 2009 Bonds. The
Financial Advisor did not participate in the underwriting of the Series 2009 Bonds.
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AUDITED FINANCIAL STATEMENTS
The General Purpose Financial Statements of the City for the fiscal year ending September 30,
2008 (the "Audited Financial Statements"), and report thereon of McGladrey & Pullen LLP (the
"Independent Certified Public Accountant") are attached hereto as "APPENDIX C — GENERAL
PURPOSE FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED
SEPTEMBER 30, 2008 (Excerpt of the City of Miami Comprehensive Annual Financial Report)." Such
statements speak only as of September 30, 2008. The Audited Financial Statements have been included
as a public document and the Independent Certified Public Accountant has not consented to the inclusion
of such Audited Financial Statements in this Official Statement nor have they participated in the
preparation of the Official Statement.
UNDERWRITING
The Series 2009 Bonds are being purchased by the underwriters shown on the cover of the
Official Statement (collectively, the "Underwriters") at an aggregate purchase price of $
(the par amount of the Series 2009 Bonds, [plus/less net original issue premium/discount] of
$ , less Underwriters' discount of $ . The Underwriters' obligations are subject
to certain conditions precedent described in the Bond Purchase Contract entered into between the City
and the Underwriters, and they will be obligated to purchase all of the Series 2009 Bonds if any Series
2009 Bonds are purchased. The Series 2009 Bonds may be offered and sold to certain dealers (including
dealers depositing such Series 2009 Bonds into investment trusts) at prices lower than such public
offering prices, and such public offering prices may be changed, from time to time, by the Underwriters.
CONTINGENT FEES
The City has retained Bond Counsel, Financial Advisor and Disclosure Counsel with respect to
the authorization, sale, execution and delivery of the Series 2009 Bonds. Payment of the fees of such
professionals and an underwriting discount to the Underwriters are each contingent upon the issuance of
the Series 2009 Bonds.
ENFORCEABILITY OF REMEDIES
The remedies available to the owners of the Series 2009 Bonds upon an event of default under the
Resolution and the Policy are in many respects dependent upon judicial actions which are often subject to
discretion and delay. Under existing constitutional and statutory law and judicial decisions, including
specifically the federal bankruptcy code, the remedies specified by the Indenture, the Series 2009 Bonds
and the Policy may not be readily available or may be limited. The various legal opinions to be delivered
concurrently with the delivery of the Series 2009 Bonds, including Bond Counsel's approving opinion,
will be qualified, as to the enforceability of the remedies provided in the various legal instruments, by
limitations imposed by bankruptcy, reorganization, insolvency or other similar laws affecting the rights of
creditors enacted before or after such delivery.
CONTINUING DISCLOSURE
The City will covenant for the benefit of the Series 2009 Bondholders to provide certain financial
information and operating data relating to the City and the Series 2009 Bonds in each year, and to provide
notices of the occurrence of certain enumerated material events. Annual financial 'information and
operating data and the City's audited financial statements will be filed by the City with the Electronic
Municipal Market Access ("EMMA") system as required by the SEC Rule 15c2-12. Notices of material
38
CONTINUING DISCLOSURE
The City will covenant for the benefit of the Series 2009 Bondholders to provide certain financial
information and operating data relating to the City and the Series 2009 Bonds in each year, and to provide
notices of the occurrence of certain enumerated material events. Annual financial information and
operating data and the City's audited financial statements will be filed by the City with the Electronic
Municipal Market Access ("EMMA") system as required by the SEC Rule 15c2-12. Notices of material
events, when and if they occur, shall be timely filed by the City with EMMA. The obligation undertaken
is an obligation to provide only limited information at limited times and may not include all information
necessary to value the Series 2009 Bonds.
The specific nature of the financial information, operating data, and of the type of events which
trigger a disclosure obligation, and other details of the undertaking are described in "APPENDIX F -
FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT" attached hereto. The Disclosure
Dissemination Agent Agreement shall be executed by the City prior to the issuance of the Series 2009
Bonds. These covenants have been made in order to assist the Underwriters in complying with the
continuing disclosure requirements of Rule 15c2-12 promulgated by the Securities and Exchange
Commission (the "Rule").
With respect to the Series 2009 Bonds, no party other than the City is obligated to provide, nor is
expected to provide, any continuing disclosure information with respect to the Rule. The City had
undertaken certain continuing disclosure obligations in prior continuing disclosure certificates in
connection with its outstanding debt to provide certain financial and operating information and notices to
each then Nationally Recognized Municipal Securities Information Repository ("NRMSIR"). Due to an
administrative oversight, certain required financial information and audited financial statements for fiscal
years ending 2003, 2004, 2005, and 2007 were not timely filed with each NRMSIR. The City's official
statements for 2002 through 2008 bond issuances mistakenly represented that the City was in compliance
in all material respects with its prior continuing disclosure undertakings. All financial information has
since been filed, as well as notices of late filing. As of the date hereof, the City is in compliance with all
of its continuing disclosure obligations, in all material respects, and has implemented procedures to assure
future compliance with all of its continuing disclosure obligations.
ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT
The references, excerpts, and summaries of all documents, statutes, and information coricerning
the City and certain reports and statistical data referred to herein do not purport to be complete,
comprehensive and definitive and each such summary and reference is qualified in its entirety by
reference to each such document for full and complete statements of all matters of fact relating to the
Series 2009 Bonds, the security for the payment of the Series 2009 Bonds and the rights and obligations
of the owners thereof and to each such statute, report or instrument.
The appendices attached hereto are integral parts of this Official Statement and must be read in
their entirety together with all foregoing statements. The information and expressions of opinions herein
are subject to change without notice and neither the delivery of this Official Statement not any sale made
hereunder is to create, under any circumstances, any implication that there has been no change in the
affairs of the City from the date hereof.
39
FORWARD-LOOKING STATEMENTS
This Official Statement contains certain "forward-looking statements" concerning the City's
operations, performance and financial condition, including its future economic performance, plans and
objectives and the likelihood of success in developing and expanding. These statements are based upon a
number of assumptions and estimates which are subject to significant uncertainties, many of which are
beyond the control of the City. The words "may," "would," "could," "will," "expect," "anticipate,"
"believe," "intend," "plan," "estimate" and similar expressions are meant to identify these forward-
looking statements. Actual results may differ materially from those expressed or implied by these
forward-looking statements.
MISCELLANEOUS
Any statements made in this Official Statement involving matters of opinion or of estimates,
whether or not so expressly stated are set forth as such and not as representations of fact, and no
representation is made that any of the estimates will be realized. Neither this Official Statement nor any
statement that may have been made verbally or in writing is to be construed as a contract with the owners
of the Series 2009 Bonds.
[Remainder of page intentionally left blank]
40
AUTHORIZATION OF OFFICIAL STATEMENT
The execution and delivery of this Official Statement has been duly authorized and approved by
the City. At the time of delivery of the Series 2009 Bonds, the City will furnish a certificate to the effect
that nothing has come to their attention which would lead it to believe that the Official Statement (other
than information herein related to [the Insurer, the Municipal Bond Insurance Policy,] DTC,. the book -
entry only system of registration and the information contained under the caption "TAX MATTERS" as
to which no opinion shall be expressed), as of its date and as of the date of delivery of the Series 2009
Bonds, contain an untrue statement of a material fact or omits to state a material fact which should be
included therein for the purposes for which the Official Statement is intended to be used, or which is
necessary to make the statements contained therein, in the light of the circumstances under which they
were made, not misleading.
THE CITY OF MIAMI, FLORIDA
City Manager
41
APPENDIX A
GENERAL INFORMATION REGARDING THE CITY OF MIAMI
APPENDIX A
GENERAL INFORMATION REGARDING THE CITY OF MIAMI
General
Now 113 years old, the City of Miami, Florida (the "City") is part of the nation's eleventh
largest metropolitan area, Miami -Dade County. Incorporated in 1896, the City is the only major
municipality conceived and founded by a woman, Julia Tuttle. According to the U.S. Census
Bureau, the City's population in 1900 was 1,700 people. Today it is a city rich in cultural and
ethnic diversity with more than 362,470 residents (as of the 2000 Census), 58.2% of them foreign
born. In physical size the City is not large, encompassing only 34.3 square miles. The City is
situated at the mouth of the Miami River on the western shore of Biscayne Bay, the main port
entry in Florida. The City is the southernmost major city and seaport in the continental United
States. The nearest foreign territory is the Bahamian Island of Bimini, 50 miles from the City's
coast. In population, the City is the largest of the 35 municipalities that make up Miami -Dade
County and is the county seat.
Population
Source; University of Florida, Florida Statistical Abstract 2005, U.S. Census Bureau
Government
Percent
Change
37.2%
43.5
32.7
23.5
Since 1997, the City has been governed by a form of government known as the "Mayor -
City Commissioner plan." The City Commission is the legislative body of the City. There are
five Commissioners elected from designated districts within the City. The Mayor is elected at
large every four years. As official head of the City, the Mayor has veto authority over actions of
the Commission. The Mayor appoints the City Manager who functions as chief administrative
officer.
City elections are held in November every two years on a non-partisan basis. Candidates
for Mayor must run as such and not for the Commission in general. At each election, two or
three members of the Commission are elected for four-year terms. Thus, the terms are staggered
so that there are always at least two experienced members of the Commission.
The City Manager serves as the administrative head of the municipal government,
charged with the responsibility of managing the City's financial operations and organizing and
directing the administrative infrastructure. The City Manager also retains full authority in the
City of
Percent
Miami-
Percent
State of
Year
Miami
Change
Dade
Chane
Florida
Counjy
1960
291,688
--
935,047
--
4,951,560
1970
331,553
13.6
1,267,792
35.6%
6,791,418
1980
346,865
4.6
1,625,509
28.2
9,746,961
1990
358,648
3.4
1,937,194
19.2
12,938,071
2000
362,470
1.0
2,253,362
16.3
15,982,378
Source; University of Florida, Florida Statistical Abstract 2005, U.S. Census Bureau
Government
Percent
Change
37.2%
43.5
32.7
23.5
Since 1997, the City has been governed by a form of government known as the "Mayor -
City Commissioner plan." The City Commission is the legislative body of the City. There are
five Commissioners elected from designated districts within the City. The Mayor is elected at
large every four years. As official head of the City, the Mayor has veto authority over actions of
the Commission. The Mayor appoints the City Manager who functions as chief administrative
officer.
City elections are held in November every two years on a non-partisan basis. Candidates
for Mayor must run as such and not for the Commission in general. At each election, two or
three members of the Commission are elected for four-year terms. Thus, the terms are staggered
so that there are always at least two experienced members of the Commission.
The City Manager serves as the administrative head of the municipal government,
charged with the responsibility of managing the City's financial operations and organizing and
directing the administrative infrastructure. The City Manager also retains full authority in the
appointment and supervision of department directors, preparation of the City's annual budget
and initiation of the investigative procedures. In addition, the City Manager takes appropriate
action on all administrative matters.
Climate
Miami's climate is sub -tropical -marine, characterized by long summers with abundant
rain fall and mild, dry winters. The average temperature in the summer is 81.4 degrees
Fahrenheit and 69.1 degrees Fahrenheit in the winter, with an average annual temperature of 75.4
degrees.
Parks and Recreation
Outdoor recreational activities like golf, tennis, running, bicycling, rollerblading, boating
and fishing can be enjoyed year-round. Altogether, Miami -Dade County has over 300 parks and
recreational areas totaling over one million acres, including Everglades and Biscayne National
Parks. Eighteen public golf courses and 504 public tennis courts are available throughout the
county.
Miami -Dade County's area's 22 public beaches comprise 1,400 acres, which are freely
accessible and are enjoyed year round by residents and tourists.
Athletics for spectator sports fans are held at the Miami Convention Center and the
Miami Arena. Dolphin Stadium, which is used by the Miami Dolphins and the Florida Marlins,
is located in North Central Dade County. Sports competition includes professional and college
football, basketball, baseball and championship boat races. Other athletic events include amateur
football, basketball, soccer, baseball, motorcycle speedway racing and rowing events.
Education
Miami -Dade County's public school system, of which the City is a part, is the fourth
largest in the United States. The countywide school district offers a wide variety of programs to
meet the needs of its 365,784 students. For example, Miami-Dade's magnet schools provide
intensive levels of instruction in subjects like science and technology, foreign languages, health
care, architecture, the performing arts and marine sciences. Other public school programs serve
students with different academic, physical or emotional needs, including gifted, advanced and
remedial courses.
Miami -Dade County is also noted for its high quality private schools, which include
Gulliver Academy, Miami Country Day School and Ransom Everglades, as well as numerous
schools affiliated with religious organizations.
Overall, 80% of graduating seniors, accounting for over 282,000 students, continue their
education in a post -secondary institution. Miami -Dade County is also home to Miami -Dade
College, the largest comprehensive community college in the United States. Florida International
University has two convenient and highly rated academic programs. The University of Miami, a
private undergraduate and graduate institution, includes diversified research facilities and
exceptional schools of law, music, medicine, and marine sciences. Barry University, St. Thomas
University, and Florida Memorial University offer degrees in a variety of subjects.
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Medical
Miami -Dade County has the largest concentration of medical facilities in Florida, with 32
hospitals and more than 32,000 licensed health care professionals. Nursing homes, adult
congregate living facilities and home health care services also serve the region.
The University of Miami Jackson Memorial Medical Center, the second-largest public
hospital in the nation, forms the hub of the region's medical centers, which includes world-
renowned specialized facilities like Bascom Palmer Bye Institute, the Mailman Center for Child
Development and the Sylvester Comprehensive Cancer Center.
Miami -Dade County has an extensive network of community hospitals, such as Mount
Sinai Medical Center, Cedars Medical Center, Baptist Hospital, Mercy Hospital and Miami
Children's Hospital. Nine area hospitals have formed the Miami Medical Alliance, a cooperative
effort to serve patients from Latin America and the Caribbean.
Transportation
Miami -Dade County has a comprehensive transportation network designed to meet the
needs of residents, travelers and area businesses. The county's internal transportation system
includes Metrorail, a 22.1 mile above -ground system linking Kendall, South Miami, Coral Gables,
Brickell Avenue, Downtown Miami, the Medical Center, Northwest Dade and Hialeah.
Metromover, a 4.4 mile automated loop, carries passengers around downtown Miami, Brickell
Avenue and the Omni shopping center areas. Miami -Dade County's Metrobus covers 38 million
miles per year and over 100 passenger trips annually. The County also provides para -transit
services to qualified riders in the amount of 1.4 million passenger trips annually. Cargo rail
service is available from both the airport and seaport, and Amtrak has a passenger station in the
City. Tri -Rail, a 72 -mile train system, links West Palm Beach, Boca Raton, Fort Lauderdale,
Hollywood and Miami International Airport.
Miami International Airport. Miami International Airport is one of the busiest airports in
the world for both passengers and cargo traffic. It ranks sixteenth in the nation and twenty eighth
in the world in passenger traffic through the airport. The airport ranks fourth in the nation and
eleventh in the world in tonnage of domestic and international cargo movement. In 2008 over 34
million air travelers were serviced by Miami International Airport, and approximately 2.08
million tons of cargo was handled. More than 85 airlines serve Miami International Airport,
flying passengers non-stop to more than 100 destinations on four continents.
Port of Miami. The Port of Miami, known as the "cruise capital of the world," is
operated by the Seaport Department of the Miami -Dade County. In 2008, over 4 million
passengers sailed from the Port aboard one of the 8 cruise companies who operate out of Miami.
The Port of Miami is also a hub for Caribbean and Latin American commerce. These countries
account for over half of the 7.43 million tons cargo transferred in the port in 2008. The Port of
Miami is also reaching out to the global community where trade with Asian countries accounted
for almost 23% of the total cargo handled at the Port. The Port is also important to the U.S.
economy, contributing in excess of $17billion annually, which should increase after the
completion of the Port's five year, $369 million capital improvement program.
A-3
Economy
The economic base of the City has diversified in recent years, shifting from reliance on
the tourism industry to a combination of motion picture production, manufacturing, services
industries and international trade. The area's advantages in terms of climate, geography, low
taxes and skilled labor have combined to make the Miami area a prime relocation area for major
manufacturing firms and international corporate headquarters.
The following major companies have their Latin American headquarters located in the
City:
ABN AMRO Bank
Acer Latin America
American Express
AT&T Latin America
Black & Decker Latin America
Canon Latin America
Occupational Title
Group
of Totals
Caterpillar
Chevron -Texaco
Cisco Systems
Clorox Latin America
Eastman Chemical Latin America
Ericsson
ExxonMobil Inter-
Federal Express Corporation
Hewlett Packard Co. Latin
America
61,300
America
IBM Corporation
Johnson & Johnson
Komatsu Latin America
Olympus Latin America
Oracle Latin America
Sony Broadcast Export
Information
28,400
Corporation
Stanley Latin America
Tech Data
Telefonica USA
Terra Networks USA
The Gap
United Parcel Service
Source: Beacon Council
Distribution of Major Employment Classifications
for Miami -Dade County, Florida
Percentage
Occupational Title
Employees
of Totals
Construction
43,400
4.1
Manufacturing
49,600
4.7
Mining and Natural Resources
400
0
Transportation, Warehousing, and Utilities
61,300
5.9
Wholesale Trade
75,100
7.2
Retail Trade
115,800
11.1
Information
28,400
2.7
Finance Activities
69,900
6.7
Professional and Business
163,400
15.6
Education and Health Services
137,700
13.2
Leisure and Hospitality
101,700
9.7
Other Services
45,400
4.3
Government
154,400
14.8
Total Employed
1 Q4
lau
Source: Miami -Dade County Annual Report to Bondholders
A-4
Labor Force and Employment Statistics
City of Miami, Florida
Source: Bureau of Labor
* Preliminary January 2009 -April 2009
City of Miami, Florida Principal Employers
Percentage of Total
Name Number of Employees county Employment
Miami -Dade County Public Schools
Civilian
4.19%
Unemployment
Period
Labor Force
Employment
Rate
2002
157,976
144,304
8.7%
2003
158,341
145,943
7.8
2004
159,530
147,913
7.3
2005
162,083
154,124
4.9
2006
172,449
165,073
4.3
2007
180,667
172,259
4.7
2008
183,555
172,126
6.2
2009*
180,900
166,685
7.9
Source: Bureau of Labor
* Preliminary January 2009 -April 2009
City of Miami, Florida Principal Employers
Percentage of Total
Name Number of Employees county Employment
Miami -Dade County Public Schools
50,000
4.19%
Miami -Dade County
32,000
2.68
U.S. Federal Government
20,400
1.71
State of Florida
17,000
1.43
Publix Super Markets
11,000
0.92
Baptist Health Systems of South Florida
10,826
0.91
Public Health Trust/Jackson Health System
10,500
0.88
University of Miami
9,874
0.83
American Airlines
9,000
0.75
Miami -Dade College
6,500
0.55
Source: The Beacon Council/Miami-Dade County Florida
A-5
Record of Building Permits, 2003 through 2008
City of Miami, Florida
Source: City of Miami, Florida Building Department
Per Capita Personal Income
Year
New
Florida (dollars)
Other
New
$30,330
Other
29,817
Commercial
2005
Commercial
Residential
2006
Residential
Fiscal
Building
Estimated
Building
Building
Estimated
Building
Year
Permits
Cost
Permits
Permits
Cost
Permits
2004
141
$ 752,744,254
2369
420
$81,331,328
3996
2005
175
1,661,488,023
2581
404
94,411,620
4761
2006
125
2,573,453,643
2582
450
119,113,620
5208
2007
98
1,266,199,562
2816
349
110,732,621
5285
2008
80
1,615,039,791
3218
178
60,467,105
3759
Source: City of Miami, Florida Building Department
Per Capita Personal Income
Year
Miami(') (dollars)
Florida (dollars)
2003
$27,891
$30,330
2004
29,817
32,618
2005
32,025
34,798
2006
33,712
36,720
2007
N/A
37,361
2008
N/A
38,512
Source: Florida Research and Economic Database
(') Data is for Miami -Dade County
A-6
Millage Rates
The City has reduced its millage rate each year beginning with Fiscal Year 2000. The
reduction gives the City capacity to increase taxes for an emergency. The following table shows
millage rates for the City for fiscal years ending September 30,1999 through September 30, 2008.
THE CITY OF MIAMI, FLORIDA
PROPERTY TAX RATES
General
Fiscal Year
Tax Roll Year
Operations
Debt Service
Total Ci
1999
1998
10.0000
1.7900
11.7900
2000
1999
9.5000
1.4000
10.9000
2001
2000
8.9950
1.2800
10.2750
2002
2001
8.9950
1.2180
10.2130
2003
2002
8.8500
1.2180
10.0680
2004
2003
8.7625
1.0800
9.8425
2005
2004
8.7163
0.9500
9.6663
2006
2005
8.4995
0.7650
9.2645
2007
2006
8.3745
0.6210
8.9955
2008
2007
7.2999
0.5776
7.8775
2009
2008
7.6740
0.5803
8.2543
Source: City of Miami Comprehensive Annual Financial Report FY 2008 and Miami -Dade County Property
Appraiser's Office.
Note: All millage rates are based on $1 for every $1,000 of assessed value.
The following table shows the millage rates for the general obligation debt, the Prior
Bonds for Fiscal Years 2002- 2009. Figures for Fiscal Year 2009 are projected.
THE CITY OF MIAMI, FLORIDA
MILLAGE FOR VOTED DEBT SERVICE
Source: City of Miami, Florida Finance Department
A-7
General
Series
Fiscal
Obligation
2002
Series 2007A
Series 2007B
Year
Debt
Bonds
Bonds
Bonds
Total
2002
1.2180
N/A
N/A
N/A
1.2180
2003
.8599
.3581
N/A
N/A
1.2180
2004
.7941
.2859
N/A
N/A
1.0800
2005
.6456
.3044
N/A
N/A
0.9500
2006
.4496
.3154
N/A
N/A
0.7650
2007
.2850
.3360
N/A
N/A
0.6210
2008
.2196
.1577
.1345
.0658
0.5776
2009
.1983
.1753
.1400
.0668
0.5803
Source: City of Miami, Florida Finance Department
A-7
Assessed Valuations
The following table shows the assessed valuations for the City for fiscal years ending
September 30, 1999 through September 30, 2008,
THE CITY OF MIAMI, FLORIDA
NET ASSESSED VALUE AND ESTIMATED ACTUAL VALUE OF TAXABLE PROPERTY
LAST TEN FISCAL YEARS
Fiscal Year Real Property
Ended Residential Commercial Personal
Net Assessed Total City
Estimated
September 30, Pro r Pro r Pro er
Value Tax Millage
Actual Value
1999 $ 5,476,130,675 $ 5,564,886,455 $1,334,992,653
$12,376,009,783 11.79
$17,901,918,921
2000 5,796,864,025 5,835,981,002 1,480,211,283
13,113,056,310 10.90
18,857,553,034
2001 6,000,474,083 6,113,340,757 1,657,551,519
13,771,366,359 10.28
20,061,032,742
2002 6,612,151,524 6,730,517,606 1,770,392,311
15,113,061,441 10.21
22,035,829,555
2003 7,679,048,886 7,380,571,799 1,878,266,085
16,937,886,770 10.07
24,759,964,620
2004 8,789,474,779 8,369,950,851 1,711,697,688
18,871,123,318 9.84
27,717,908,682
2005 10,364,157,774 9,870,433,741 1,695,110,542
21,929,702,057 9.67
32,133,104,422
2006 12,959,276,770 12,341,927,389 1,676,173,129
26,977,377,288 9.26
39,120,899,711
2007 20,320,801,612 11,038,460,135 1,673,647,599
33,032,909,346 8.99
47,925,276,742
2008 24,279,025,389 11,727,240,945 1,749,572,760
37,755,839,094 7.88
55,249,891,635
Source: Miami -Dade County Property Appraiser's Office
Note: Property in the City is reassessed each year. State law requires the Property Appraiser to appraise
property at 100% of market value. The Florida Constitution was amended, effective January
1, 1995, to
limit annual increases in assessed value of property with homestead exemption to 3 percent per year or
the amount of the Consumer Price Index, whichever is lower. The increase is not automatic since no
assessed value shall exceed market value. Tax rates are per $1,000
of assessed value.
Tax Collection
It is the Miami -Dade County Tax Collector's duty on or before June 1 of each year to
advertise and sell tax certificates on real property delinquencies extending from the previous
April 1. The tax certificates must not be less than the amount of the taxes plus interest from April
1 to the date of sale, together with the cost of advertising and expense of sale. Delinquent real
property taxes bear interest at the rate of 18% per year from April 1 until a certificate is sold at
auction, at which time the interest rate is as bid by the buyer of the certificate not to exceed 18%.
Delinquent taxes may be redeemed prior to sale of the tax certificates upon payment of all costs,
delinquent taxes, and interest. The minimum interest for delinquent taxes paid prior to the sale
of a certificate is 3%.
A tax certificate may be redeemed by paying the Miami -Dade County Tax Collector the
face value of the certificate, interest, costs, charges and omitted taxes, if any, plus a redemption
fee of $5. The redeemer must pay the interest rate due on the certificate or 5% of the face amount
of the certificate, whichever amount is greater, unless the certificate was bid at no interest.
A-8
Florida law provides a different method for the collection of delinquent tangible personal
property taxes, which includes the possible seizure and sale of the tangible personal property.
After two years from April 1 of the year of issuance of the tax certificate and before seven
years of the date of issuance, a private holder of any unredeemed tax certificate may apply for a
tax deed to the property. Miami -Dade County, for tax certificates that it has acquired, also has a
two-year minimum wait period for purchase of a tax deed, beginning April 1 of the year of
issuance of the certificate. Such procedures are governed by State law applicable to all Florida
counties.
The request for a tax deed is referred to the Clerk of the Circuit Court of Miami -Dade
County who will hold an auction after the proposed sale of the tax deed has been advertised for
four consecutive weeks in a newspaper as prescribed by law.
The following table shows tax levies and tax collections in the City for the last ten fiscal
years.
THE CITY OF MIAMI, FLORIDA
PROPERTY TAX LEVIES AND COLLECTIONS
Source: City of Miami, Finance Department and Miami -Dade County Tax Collector's Office
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A-9
Collected Within the
Fiscal Year of the Levy
Fiscal Year
Total Tax
Collections in
Total Collections to Date
Ended
Levied for
Percent
Subsequent
Percent
September 30,
Fiscal Year
Amount
of Lev):
Years
Amount
ofLevy
1999
145,913,155
143,515,000
98.36
1,405,841
144,920,841
99.32%
2000
142,932,314
136,028,063
95.17
6,174,244
142,202,307
99.49%
2001
141,425,410
134,535,715
95.13
5,959,373
140,495,088
99.34%
2002
152,339,301
146,185,141
95.96
4,079,641
150,264,782
98.64%
2003
167,490,551
157,339,038
93.94
7,735,274
165,074,312
98.56%
2004
186,253,134
183,845,937
98.71
1,640,252
185,486,189
99.59%
2005
208,091,814
199,072,981
95.67
2,379,977
201,452,958
96.81%
2006
242,077,783
234,361,909
96.82
3,801,414
238,163,323
96.38%
2007
285,049,684
278,643,733
97.76
7,111,337
285,755,070
100.25%
2008
304,540,649
292,307,274
95.98
NA
292,307,274
95.98
Source: City of Miami, Finance Department and Miami -Dade County Tax Collector's Office
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A-9
As of 2008, the City's ten largest ad valorem taxpayers, the assessed values of their
properties, and their relative percentage of total assessed property values in the City follows:
TEN LARGEST TAX ASSESSMENTS
2008 ASSESSED VALUES
Taxpayer
Net Assessed
Percent of
Value
Total City
Net
Assessed
Value
Florida Power & Light
$374,704,167
1.13%
SRI Miami Ventures, LP
281,063,160
0.85%
Teachers Ins. & Annuity Association of America
274,800,000
0.83%
Bellsouth Telecommunications
235,219,075
0.71%
Crescent Miami Center
178,000,000
0.54%
1111 Brickell Office LLC
138,566,380
0.42%
Knight-Ridder Newspapers
121,709,457
0.37%
Terremark Brickell 11
103,758,786
0.31%
Trustees of L&B
103,191,113
0.31%
Blue Capital US East
96,296,304
0.29%
Total
5.76%
Source: City of Miami Comprehensive Annual Financial Report, September 2008
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A-10
Budget
The City's Fiscal Year 2008 Budget was adopted on September 27, 2007. The Fiscal Year
2008 Budget is approximately $523,713,803, a decrease of 6.78% ($38.1 million) from the Fiscal
Year 2007 Budget. The millage rate increased from 7.2999 mills in Fiscal Year 2007 to 7.6740 mills
in Fiscal Year 2008.
2008 APPROPRIATED BUDGET
The chart below shows the City's Fiscal Year 2008 Budget versus the Fiscal Year 2007
Budget.
(Outflows)
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FY 2007
FY 2008
FY 2008
Adopted
Adopted
Increase
Revised
Budget
Budget
ecrease
Budget
Revenues
Property Taxes
$255,850,418
$261,026,148
$ 5,175,730
$258,294,391
Franchise Fees and Other
39,631,617
37,005,000
-2,626,617
35,414,428
Taxes
Interest
16,101,000
8,115,000
-7,986,000
9,691,044
(Transfers)
61,411,040
39,492,737
-21,918,303
77,043,493
Fines and Forfeitures
4,885,500
5,208,555
323,055
5,208,555
Intergovernmental Revenues
53,847,248
41,151,996
-12,695,252
51,245,788
Licenses and Permits
28,497,592
29,658,555
1,160,963
29,558,555
Other Revenues (Inflows)
14,263,997
19,205,100
4,941,103
14,841,421
Charges for Services
87,287,917
82,850,712
-4,437,205
74,826,773
Total Revenues (Inflows)
$561,776,329
$523,713,803
$-38,062,526
$556,124,448
Expenditures
General Government
48,438,618
48,865,050
426,432
47,769,740
Planning & Development
10,990,135
11,771,871
781,736
10,788,225
Public Works
56,405,839
56,080,488
-325,351
54,858,769
Public Safety
234,369,728
215,692,574
-18,677,154
249,881,480
Public Facilities
7,436,454
7,478,665
42,211
6,248,557
Parks & Recreation
20,239,248
21,732,908
1,493,660
24,276,993
Risk Management
18,115,929
52,420,609
34,304,680
56,548,550
Organizational Support-
35,209,120
-35,209,120
Group Benefits
Pension
70,769,063
65,945,032
-4,824,031
65,116,477
Non -Departmental
35,773,177
19,502,355
-16,270,822
9,755,731
(Transfers)
-49,052,224
24,224,251
73,276,475
30,879,926
Total Expenditures
$488,695,087
$523,713,803
$35,018,716
$556,124,448
(Outflows)
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Direct Debt [Update]
The City has met certain of its financial needs through debt financing.
The table which
follows is a schedule of the outstanding debt of the City as of September 30, 2008, including that
which is payable from sources other than ad valorem taxes.
11,500,000
2,010,000
Special Obligation Non -Ad Valorem, Series 1995
Amount
Outstanding
DESCRIPTION
Issued
Balance
General/Limited Ad Valorem Obligations:
27,895,000
27,330,000
General Obligation Refunding Bonds, Series 1992
$ 70,100,000
$ 6,385,000
Homeland Defense/Neighborhood CIP, Series 2002A
153,186,406
40,058,765
General Obligation Refunding Bonds, Series 2002A
32,510,000
26,795,000
General Obligations Bonds, Other Issues
23,190,000
880,000
General Obligation Refunding Bonds, Series 2003
18,680,000
4,100,000
General Obligation Refunding Bonds, Series 2003B
4,180,000
4,115,000
Homeland Defense/Neighborhood CIP Refunding Bonds, Series
5,100,000
3,150,000
2007A
103,060,000
103,060,000
Homeland Defense/Neighborhood CIP, Series 2007B
50,000,000
50,000,000
P9114 GXcT:I MV
Special Obligation and Revenue Bonds and Loans:
Special Revenue Refunding Bonds, Series 1987
$ 65,271,325
$ 6,224,609
Community Entitlement Revenue Bonds, Series 1990
11,500,000
2,010,000
Special Obligation Non -Ad Valorem, Series 1995
22,000,000
1,245,000
Special Obligation Non -Ad Valorem Revenue, Series 1995
72,000,000
30,875,000
Special Revenue Refunding Bonds, Series 2002A
27,895,000
27,330,000
Special Revenue Refunding Bonds, Series 2002B
13,170,000
0
Special Revenue Refunding Bonds, Series 2002C
28,390,000
21,790,000
Non Ad Valorem Var Rate Refunding Bonds, Series 2006
30,615,000
29,010,000
Sunshine State Governmental Financing
Commission Loans
27,630,900
7,581,900
Sunshine State Governmental Financing
SEOPW - Section 108 HUD Loan
5,100,000
3,150,000
Wynwood - Section 108 HUD Loan
5,500,000
2,610,000
Wagner Square - Section 108 HUD Loan
4,000,000
3,999,000
Sunshine State Governmental Financing
Commission - Secondary Loan
3,500,000
1,195,000
Parrot Jungle
5,112,000
4,312,000
Special Revenue Bonds, Series 2007
80,000,000
80,000,000
Sunshine State Governmental Financing Commission Loans
6,600,000
6,600,000
Sunshine State Governmental Financing Commission Loans
42,500,000
42,500,000
Gran Central Corporation Loan
1,708,864
1,708,864
Total Loans
sidaAuQu
$272,141,372
Total Debt
$908 399 495
$507 535 137
Source: City of Miami Finance Department
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The following sets forth the aggregate debt service requirements for the City's unlimited
general obligation debt as of September 30, 2008. This table does not include the Series 2009
Bonds. [Update]
Fiscal Year Ended
September 30 Principal Interest Total Debt Service
MR]
APPENDIX B
FORM OF THE BOND RESOLUTION
APPENDIX C
GENERAL PURPOSE FINANCIAL STATEMENTS OF THE CITY OF MIAMI
FOR FISCAL YEAR ENDED SEPTEMBER 30, 2008
(Excerpt of the City of Miami Comprehensive Annual Financial Report)
APPENDIX D
FORM OF BOND COUNSEL OPINION
JAPPENDIX E
SPECIMEN MUNICIPAL BOND INSURANCE POLICY]
APPENDIX F
FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT
APPENDIX G
DESCRIPTION OF SERIES 2009 PROJECT
SERIES 2009 PROJECT
District 1
In the area generally bounded by N.W. 27th Ave, N.W. 7th St., N.W. 17" Ave., and N.W. 38th St.,
including the area along N.W. 36th St. from N.W. 27th Ave. west to the City limits, and N.W. 22"d
Ave., N.W. 201h St., N.W. 17th Ave., and State Rd. 836 -project components include: the design
and construction of roadway resurfacing, Swale restoration, curbs, gutters, drainage
improvements, sidewalk replacement, ADA compliant ramps, lighting improvements,
landscaping, signage, and striping.
• In the area generally bounded by N.W. 36th St., N.W. 7th Ave., State Rd. 836, and N.W. 17th Ave. -
project components include: the design and construction of roadway resurfacing, Swale
restoration, curbs, gutters, drainage improvements, sidewalk replacement, ADA compliant
ramps, lighting improvements, landscaping, signage, and striping.
In the area generally bounded by Tamiami Canal to N.W. 3`d St., and N.W. 42nd Ave. to the City
limits, and the area generally bounded by N.W. 20th St., N.W. 42nd Ave., N.W. 7th St., and N.W.
27th Ave. -project components include: the design and construction of roadway resurfacing,
Swale restoration, curbs, gutters, drainage improvements, sidewalk replacement, ADA compliant
ramps, lighting improvements, landscaping, signage, and striping.
District 2
• In the areas generally bounded by N.W. 1St Ave., N.E. 14th St., Biscayne Bay, and Miami River,
and N.W. 2"d Ave., N.E. 14th St., and N.E. 36th St., and Biscayne Bay, and the area generally
bounded by N.E. 36" St., N.E. 87th St., N.E. 4th Ct., and Biscayne Bay -project components
include: the design and construction of roadway improvements, including milling and
resurfacing, curbs, gutters, striping, Swale restoration, sidewalk replacement, ADA compliant
ramps, lighting improvements, landscaping, signage, and drainage improvements.
• In the area of South Miami Ave. Rd. from S.W. 15L Ct. to S. Miami Ave. -project components
include: the construction of roadway improvements including street reconstruction, resurfacing,
drainage improvements, sidewalk replacement, ADA compliant ramps, lighting improvements,
landscaping, signage, and striping.
• In the area east of Biscayne Blvd. on N.E. 83rd Rd., 85" St., and 86th St. -project components
include: the design and construction of roadway to include milling and resurfacing, swale
restorations, new sidewalks, landscaping and roadway striping.
• In an area generally bounded by N.E. 86th St., N.E. 83rd Terr., Biscayne Blvd., and East Dixie Hwy.
-project components include: the construction of roadway improvements, including milling and
resurfacing, striping, Swale restoration, sidewalk replacement, ADA compliant ramps, and
drainage improvements.
• In the area generally bounded by N.E. 581h St., N.E. 77" St., N.E. 4th Ct., and Biscayne Blvd. -
project components include: the construction of roadway improvements, including, milling and
resurfacing, sidewalk replacement, ADA compliant ramps, drainage improvements and
landscaping.
• In the areas generally bounded by the Miami River, S.W. 1St Ave., Rickenbacker Cswy., and
Biscayne Bay, and S.W. 27th Ave., S. Dixie Hwy., Rickenbacker Cswy., and Biscayne Bay, and the
area generally bounded by S.W. 24th St., S.W. 27th Ave., N. Prospect Dr., Biscayne Bay, and the
City limits to the west -project components include: the design and construction of roadway
improvements, including milling and resurfacing, curbs, gutters, striping, Swale restoration,
sidewalk replacement, ADA compliant ramps, lighting improvements, landscaping, signage and
drainage improvements.
• In the area of Bird Ave. from U.S. 1 to Aviation Ave. and McDonald St. from U.S. 1 to Jackson
Ave. -project components include: the design and construction of roadway resurfacing, Swale
restoration, curbs, gutters, drainage improvements, sidewalk replacement, ADA compliant
ramps, lighting improvements, designated bicycle lanes, landscaping, signage, and striping.
• In the area of Venetian Causeway from Herald Plaza to the City limits -project components
include: the design and construction of roadway resurfacing, swale restoration, curbs, gutters,
drainage improvements, sidewalk replacement, lighting improvements, landscaping, signage,
and striping.
• In the area known as South Grove -project components include: the design and construction of
speed humps and roadway improvements, including milling and resurfacing, swale restoration,
drainage improvements, signage, and striping.
• In the area along U.S. 1 from 191h Ave. to 17th Ave. -project components include: roadway
improvements, including milling and resurfacing, curbs, gutters, replacement of the existing
roadway wall, and landscaping.
• In the area known as San Marco and Biscayne Islands -project components include: drainage
improvements, roadway improvements, milling and resurfacing, curbs, gutters, sidewalk
replacement, ADA compliant ramps, swale restoration, landscaping, signage, and striping.
District 3
• In the area along N.W. S. River Dr. from N.W. 1" St. to N.W. 4th St. -project components include:
the design and construction of roadway resurfacing, curbs, gutters, drainage improvements,
sidewalk replacement, lighting improvements, landscaping, signage, and striping.
In the areas generally bounded by N.W. 91h St., N.W. 17th Ave., W. Flagler St., and N.W. 22nd Ave.,
and N.W. 7th St., N.W. 14th Ct., N.W. 91h St., and N.W. 17th Ave. -project components include: the
design and construction of drainage system, resurfacing, curbs, gutters, sidewalk replacement,
ADA compliant ramps, and striping.
In the areas generally bounded by N.W. 9th St., N.W. 12th Ave., W. Flagler St., and N.W. 22nd Ave.,
and N.W. 7th St., N.W. 22nd Ave., W. Flagler St., and N.W. 27th Ave., and the area generally
bounded by S.W. 27th Ave., S.W. 9th St., S.W. 12th Ave., and W. Flagler St. -project components
include: the design and construction of roadway resurfacing, swale restoration, curbs, gutters,
drainage improvements, sidewalk replacement, ADA compliant ramps, lighting improvements,
landscaping, signage, and striping.
In the areas generally bounded by S.W. 17th Ave., S.W. 8th St., S.W. 12th Ave., and S. Dixie Hwy.;
and S.W. 12th Ave., S.W. 7th St., and N.W. S. River Dr.; and S.W. 7th St., S.W. 12th Ave., and S.
Dixie Hwy. -project components include: the design and construction of roadway resurfacing,
Swale restoration, curbs, gutters, drainage improvements, sidewalk replacement, ADA
compliant ramps, lighting improvements, landscaping, signage, and striping.
District 4
• In the area generally bounded by S.W. 16thSt., S.W. 27th Ave., S.W. 22nd St., and S.W. 32"d Ave. -
project components include road improvements to include sidewalk replacement, curb and/or
gutter replacement, ADA compliant ramp construction, swale restoration, landscaping, signage,
milling and resurfacing, and striping.
In the areas generally bounded by S.W. 37th Ave., N.W. 7th St., S.W. 27th Ave. and S. W. 24th St.,
and N.W. 43rd Ave., N.W. 7" St., N.W. 37th Ave., S.W. 8th St., and the area generally bounded by
S.W. 27th Ave., S.W. 9th St., S.W. 17th Ave., and S. Dixie Hwy. -project components include: the
design and construction of roadway resurfacing, swale restoration, curbs, gutters, drainage
improvements, sidewalk replacement, ADA compliant ramps, lighting improvements,
landscaping, signage, and striping.
• in the area generally bounded by Tamiami Canal Rd., N.W. 3`d St., S.W. 43rd Ave., and S.W. 8th St.
-project components include: the design and construction of roadway resurfacing, swale
restoration, curbs, gutters, drainage improvements, sidewalk replacement, ADA compliant
ramps, lighting improvements, landscaping, signage, and striping.
• In the area known as Shenandoah various intersections -project components include: the
construction of traffic circles, including related drainage improvements, curbs, gutters, milling
and resurfacing, landscaping, and pavement markings.
• In the area known as Flagami various intersections -project components include: the
construction of traffic circles, including related drainage improvements, curbs, gutters, milling
and resurfacing, landscaping, and pavement markings.
• In the area known as Silver Bluff various intersections -project components include: the
construction of traffic circles, including related drainage improvements, curbs, gutters,milling
and resurfacing, landscaping, and pavement markings.
District 5
• In the areas generally bounded by N.W. 19th Ave., N.W. 58th St., N.E. 4th Ct., and N.W. 36th St.,
and N.W. 17th Ave., N.W. 71" St., N.E. 4th Ct., and N. W. 581h St. -project components include:
the design and construction of roadway resurfacing, Swale restoration, curbs, gutters, drainage
improvements, sidewalk replacement, ADA compliant ramps, lighting improvements,
landscaping, signage, and striping.
• In the areas generally bounded by N.W. 7th Ave., N.W. 791h St., N.E. 4th Ct., N.W. 7152 St., and
N.W. Miami Ct., N.E. 84th St., N.E. 4th PI., and N.E 79th St. -project components include: the
design and construction of roadway resurfacing, swale restoration, curbs, gutters, drainage
improvements, sidewalk replacement, ADA compliant ramps, lighting improvements,
landscaping, signage, and striping.
• In the areas generally bounded by N.W. 7th Ave., N.W. 36th St., N.W. 1St Ave., and the Miami
River, and State Rd. 836, N.W. 7th Ave., and the Miami River -project components include: the
design and construction of roadway resurfacing, swale restoration, curbs, gutters, drainage
improvements, sidewalk replacement, ADA compliant ramps, lighting improvements,
landscaping, signage, and striping.
• In the area generally bounded by N.W. 71St St., N.W. 7th Ave., N.W. 62nd St., and N.W. 12th Ave -
project components include: the construction of drainage improvements, milling and
resurfacing, curbs, gutters, sidewalks replacement, ADA compliant ramps, and swale
restoration.
• In the area generally bounded by N. Miami Ave., N.W. 2"d Ave., N.W. 40' St., and N.W. 46th St. -
project components include: the design and construction of roadway improvement, including
widening and milling and resurfacing, Swale restoration, curbs, gutters, drainage improvements,
sidewalk replacement, ADA compliant ramps, landscaping, and striping.
Multi -District
• Citywide -project components include: Miscellaneous sidewalk replacements and construction
of ADA compliant improvements.
• In the area generally bounded by Biscayne Blvd., Miami Ave., S.E. 2nd St., and N.E. 3`d St. -project
components include: the construction of road improvements, such as damaged sidewalk
replacement, damaged curb and/or gutter replacement, drainage system improvements, ADA
compliant ramp construction, milling and resurfacing, lighting, landscaping, and pavement
markings including crosswalks.
• In an area generally bounded by N.W. 20th St., State Rd. 836, N.W. 7th Ave., and N.W. 17th Ave. -
project components include: the design and construction of roadway improvements, such as
damaged sidewalk replacement, damaged curb and/or gutter replacement, ADA compliant
ramp construction, milling and resurfacing, and landscaping.
• In the area generally bounded by S. 9th St., S. 10th St., S.W. 15t Ave., and S.E. I" Ave. —project
components include: the construction of a pump station and drainage system improvements,
roadway improvements, including milling and resurfacing, curbs and/or gutter replacement,
and sidewalk reconstruction.
Or if such project components cannot be constructed as provided above, such other roadway and
sidewalk improvements, as may be determined by the City, including but not limited to milling and
resurfacing, swale restoration, curbs, gutters, drainage improvements, sidewalk replacement, ADA
compliant improvements, lighting improvements, landscaping, signage, and striping, in the areas
described above or in any other areas as may be determined by the City.