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Resolution: R-10-0281
File Number: 10-00849
A II-)
City Hall
3500 Pan Amenc
Drive
Miami, Ft. 33133
www.rniarnigov.com
Final Action Daw 7/8/2010
WHEREAS, on October 22, 2009, the City of Miami, Florida (the "City") adopted Resolution
No. 09-0509, as amended and supplemented (the "Original Resolution") authorizing the issuance of
not to exceed $120,000,000 City of Miami, Florida Special Obligation Parking Revenue Bonds, Series
2010 (the "Bonds") to finance, among other things, the City's portion of the construction of the parking
facilities for the new Florida Marlins Baseball Stadium and the cost of issuance associated therewith;
and
WHEREAS, due to the timing of the marketing and sale of the Bonds, the City desires to
amend the delegation parameters to increase the not to exceed true interest costs; and
WHEREAS, it is in the best interest of the City to make such changes given the current market
conditions-,
NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF MIAMI,
FLORIDA:
SECTION 1, Recitals aandl Findings. The recitals and findings contained in the Preamble of tNs
Resolution are adopted by reference and incorporated as if fufly set forth, in th1s Section.
SECTION 2, Auth-rity, Resolution is adopted pursuant to the Constft0on of the State of
Florida (the "State"); U-.4pter .,6, Ronda Statutes as, amended, Part VII of Chapter 159, Florida
Statutes, as amended; i e Qty Charter of the City of Miami, Florida; the Original Resolution; and other
applicable provisions of law (collectively, the "Act").
A. Section a.10 of the Original Resolution is hereby amended and restated as follows. -
SECTION 5.13. Delegated Awards; Authorization and Approval of Bond
Purchase Agreement, Subject to full satisfaction of the conditions set forth in this
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File Numbe!7 10-00649 &ac!ment Number., R-10-0281
Section, the City Commission of the City hereby author es a delegated negotiated sale
of the Series 2010 Bonds to the Underwriters in accordance with the terms of the Bond
Purchase Agreement in accordance with the pro -visions of this Section (including,
without limitation, m ' aking the final determination concerning the structuring and
marketing of the Series 2010 Bonds to obtain the most favorable rating and interest rate
on the Series 2010 Bonds), and the execution and delivery of the Bond Purchase
Agreement shall be deemed conclusive evidence of the full and complete satisfaction of
the conditions set forth in this Section.
Notwithstanding the foregoing, prior to execution of the Bond Purchase
Agreement all of the following conditions shall have been satisfied:
1- Receipt by the City Manager of a written offer to purchase the Series
2010 Bonds by the Underwriters substantially in the form of the Bond Purchase
Agreement, said offer to provide for, among other things:
(a) the issuance of not exceeding $120,000,000 aggregate principal amount
of Series 2010 Bonds;
(b) (i) a purchase price of not less than ninety-nine percent (99%) (inclusive of
underwriters' discount, but not inclusive of original issue discount and original issue
premium; the original issue discount ' and original isj�j�er�rflum may be such as is
necessary to market and sell the Series 2010 Bonds) of the original principal amount of
the each series of Series 2010 Bonds, and (0, the underwriters' discount shall not
exceed 1% of the par amount of the Series 2010 Bonds,
(c) with respect to the Series 2010A Bonds (i) a true interest cost of not more
than &.40 7.50% per annum and (ii) the final maturity of the Series 2010A Bonds being
no later than July 1, 2040; and
(d) with respect to the Series 2010B Bonds (i) a true interest cost of not more
than &-6G 9,50% per annum and (ii) the final maturity of the Series 2010E Bonds being
no later than July 1, 2040.
2. The Series 2010 Bonds shall be subject to such optional and mandatory
redemption provisions as provided in the Bond Purchase Agreement, provided that the
optional redemption premium shall not exceed 102%.
The City Manager, in consultation with the Finance Director, Bond Counsel, and
the Financial Advisor, is authorized to determine such redemption provisions as are
most advantageous to the sale of the Series 2010 Bonds, all as provided in the Bond
Purchase Agreement.
3. Receipt by the City Manager from the Underwriters of a disclosure statement
and truth -n -bonding information complying with Section 218.385, Florida Statutes and
substantially in the form attached to the Bond Purchase Agreement.
Upon satisfaction of the conditions set forth in this Section, the City Commission
hereby authorizes and directs the City Manager to determine the final provisions of the
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File Number 10-00849 Enacimeni Number: R-10-0281
Bond Purchase Agreement, within the parameters for the Series 2010 Bonds set forth
above in this Section 5.13. The execution and delivery of the Bond Purchase
Agreement is hereby authorized and approved and the City Manager is hereby
authorized to execute and the Clerk is hereby authorized to attest to, seal and deliver
the Bond Purchase Agreement in substantially the form approved at this meeting and
attached hereto as Exhibit "A", subject to such changes, inserfions and omissions and
such filling in of blanks therein as hereafter may be approved and made by the City
Manager upon the advice of the City's Financial Advisor, the City Attorney and Bond
Counsel, The execution, attestation and delivery of the Bond Purchase Agreement, as
described herein, shall be conclusive evidence of the City's approval of any Such
determinations, changes, insertions, omissions or filling in of blanks.
SECTION 4, Severability. If any one, or more of the covenants, agreements or provisions, Of
this Resolution should be held contrary to any express provision, of law or contrary to any express
provision of law or contrary to the policy of express law,, though not expressly prohibited, or against
public policy, or shall for any reason whatsoever be held invalid, then such covenants, agreements or
provisions shall be null and void and shall be deemed severed from the remaining covenants,
agreements or provisions of this Resolution.
SECTION 5, Repeal of Inconsistent Resolution. All resolutions or parts thereof in conflict
herewith are to the extent of such conflict superseded and repealed.
SECTION 6. Effective Date. This Resolution shall be effective immediately upon its adoption
and signature by the Mayor.(1 }
APPROVED AS TO FORM AND CORRECTNESS:
JULIE O. BRU
CITY ATTORNEY
Footnotes:
(1) If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar
days from thie date it was passed and adopted. If the Mayor vetoes this Resolution, it shall
become effective immediately upon override of the veto by the City Commission.
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