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Home My WebLink AboutExhibit 14EXHIBIT D OFFICIAL STATEMENT M1AMU4177401.4 BMO Draft #4 10/26/06 NEW ISSUE - BOOK ENTRY ONLY Insured Ratings: Standard and Poor's: Moody's: (See "Ratings" herein) In the opinion of Squire, Sanders & Dempsey L.L.P., Bond Counsel, under existing law, interest on the Series 2006 Bonds is not excluded from gross income for federal income tax purposes and the Series 2006 Bonds and the income thereon are exempt from taxation under the laws of the State of Florida, except estate taxes imposed by Chapter 198, Florida Statutes, as amended, and net income and franchise taxes imposed by Chapter 220, Florida Statutes, as amended. For a more complete discussion of the tax aspects, see "TAX MATTERS" herein. THE CITY OF MIAMI, FLORIDA Non -Ad Valorem Variable Rate Refunding Revenue Bonds Taxable Pension Series 2006 Dated: Date of Delivery Due: December 1, 2025 The Non -Ad Valorem Variable Rate Refunding Revenue Bonds, Taxable Pension Series 2006 (the "Series 2006 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, Florida Statutes, Chapter 159, Part VII, Florida Statutes the Charter of the City, and other applicable provisions of law (the "Act") and pursuant to Resolution No. 95-564 adopted on July 13,1995, Resolution No. R-04-0697 adopted on November 13, 2004 and Resolution No. R-06- adopted on November , 2006 (collectively, the "Resolution"), the Master Trust Indenture, dated as of December 1, 1995 (the "Master Indenture") between the City and U.S. Bank National Association (successor to First Union National Bank of Florida), as Trustee, as supplemented by the Series 2006 Indenture dated as of December 1, 2006 (the "Series 2006 Indenture") between the City and the Trustee (the Master Indenture and the Series 2006 Indenture are referred to herein as the "Indenture"). The Series 2006 Bonds are being issued for the purpose of (i) refunding a portion of the outstanding $62,135,000 City of Miami, Florida Non -Ad Valorem Revenue Bonds, Taxable Pension Series 1995 on a current basis, and (ii) paying certain costs and expenses incurred in connection with the issuance of the Series 2006 Bonds, including the premium for a municipal bond insurance policy. This cover page contains certain information for quick reference only. It 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 2006 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 $100,000 and integral multiples of $5,000 in excess thereof. Purchasers of the Series 2006 Bonds (the "Beneficial Owners") will not receive physical delivery of certificates. Transfers of ownership interests in the Series 2006 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. Initially, the Series 2006 Bonds will bear interest at a Weekly Rate. The Series 2006 Bonds may also bear interest at a Daily Rate, Commercial Paper Rate, Dutch Auction Rate or Term Rate. See "DESCRIPTION OF THE SERIES 2006 BONDS - Interest Rates and Interest Rate Periods" herein. While a Series 2006 Bond bears interest at any of these rates, such Series 2006 Bonds will be deemed to be in a Daily Rate Period, a Weekly Rate Period, a Commercial Paper Rate Period, a Dutch Auction Rate Period or a Term Rate Period, respectively (each a "Rate Period"). The Series 2006 Bonds will remain in a Weekly Rate Period until converted to another Rate Period as described herein. See "DESCRIPTION OF THE SERIES 2006 BONDS - Conversion From Weekly Rate Period!' The initial Weekly Rate will be set on the day prior to the date of delivery of the Series 2006 Bonds. Interest on the Series 2006 Bonds, while such Series 2006 Bonds bear interest at the Weekly Rate, is payable on the first Business Day of each calendar month, commencing January 2, 2007. While the Series 2006 Bonds bear interest at the Weekly Rate, the Series 2006 Bonds will be available to purchasers in denominations of $100,000 and integral multiples of $5,000 in excess thereof. The Series 2006 Bonds, while bearing interest at the Daily Rate or Weekly Rate, are subject to optional and mandatory sinking fund redemption as described in this Official Statement and, while bearing interest at a Daily Rate or Weekly Rate, are subject to optional and mandatory tender for purchase as described herein. Initially, payment of the Purchase Price for Series 2006 Bonds tendered or required to be tendered for purchase will be supported by a liquidity facility from Wachovia Bank, National Association under a Standby Bond Purchase Agreement, dated as of December 1, 2006 (the "Initial Liquidity Facility") by and among the City, the Trustee and Wachovia Bank, National Association (the "Liquidity Facility Issuer"), subject however to the terms and conditions stated therein. The obligation of the Liquidity Facility Issuer to make funds available under the Liquidity Facility will expire on 20_ , unless extended, terminated, or replaced sooner as described herein. The Series 2006 Bonds (other than Bank Bonds and Series 2006 Bonds owned by or on behalf of the City) will be subject to mandatory tender for purchase and will initially be supported by a liquidity facility. Under certain circumstances, the obligation of the Liquidity Facility Issuer to purchase the Series 2006 Bonds may be terminated without notice. See "DESCRIPTION OF THE SERIES 2006 BONDS - Interest Rates and Interest Rate Periods." Payment of the principal of, premium, if any, and interest on the Series 2006 Bonds shall be secured by a lien upon and pledge of certain moneys of the City which are to be deposited in the funds and accounts created pursuant to the Indenture. The City has covenanted to budget and appropriate its legally available Non -Ad Valorem Funds in an amount sufficient to meet its funding obligations and deposit into a fund for use in accordance with such appropriation (the "Covenant Revenues"). The Series 2006 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 for the payment thereof, 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, premium, if any, and interest of the Series 2006 Bonds. The scheduled payment of principal of, and interest on the Series 2006 Bonds when due will be guaranteed by a municipal bond insurance policy to be issued concurrently with the delivery of the Series 2006 Bonds by (the "Insurer"). [Insert Logo]