HomeMy WebLinkAboutExhibit 3EXHIBIT "C"
PRELIMINARY OFFICIAL STATEMENT
MIAM 1/4 192682.5
PRELIMINARY OFFICIAL STATEMENT DATED JUNE , 2007
NEW ISSUE — BOOK ENTRY ONLY
13MO Draft 45
6/01/07
Ratings:
Standard and Poor's: " " Insured
Underlying
Moody's: "" Insured
"" Underlying
Fitch: " " Insured
"" Underlying
(See "Ratings" herein)
In the opinion of Squire, Sanders& Dempsey L.L.P,, Bond Counsel, under existing law (i) assuming continuing compliance
with certain covenants and the accuracy of certain representations, interest on the Series 2007 Bonds is excluded from
gross income for federal income tax purposes and is not an item of tax preference for purposes of the federal
alternative minimum tax imposed on individuals and corporations, and (ii) the Series 2007 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. Interest on the Series
2007 Bonds may be subject to certain federal taxes imposed only an certain
corporations, including the corporate alternative minimum tax on a
portion of that interest. For a more complete discussion of
the tax aspects, see "TAX MATTERS" herein.
$ *
CITY OF MIAMI, FLORIDA
Limited Ad Valorem Tax Refunding Bonds, Series 2007A
(Homeland Defense/Neighborhood Capital Improvement Projects)
and
$ *
CITY OF MIAMI, FLORIDA
Limited Ad Valorem Tax Bonds, Series 2007E
(Homeland Defense/Neighborhood Capital Improvement Projects)
Dated: Date of Delivery Due: January 1, as shown on inside cover
The $ * City of Miami, Florida Limited Ad Valorem Tax Refunding Bonds, Series 2007A
(Homeland Defense/Neighborhood Capita] Improvement Projects)(the "Series 2007A Bonds") and $
City of Miami, Florida Limited Ad Valorem Tax Bonds, Series 2007B (Homeland Defense/Neighborhood
Capital Improvement Projects) (the "Series 2007B Bonds", together with the Series 2007A Bonds, the "Series
2007 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 Ordinance No. 12137 enacted on October 11, 2001
(the "Initial Ordinance") and Resolution No. adopted on June 14, 2007 (the "Series 2007 Bonds
Resolution", together with the Initial Ordinance, the "Resolution"). The issuance of the Series 2002 Bonds and
the Series 2007B Bonds was approved by the qualified electors of the City at a referendum election held on
November 13, 2001 in satisfaction of the requirements of Article VII, Section 12 of the Florida Constitution.
(3531/03/00150950. DOCv6)
*Preliminary, subject to change.
The Series 2007A Bonds are being issued for the purpose of (i) refunding pall or a portion] of the
outstanding Limited Ad Valorem Tax Bonds, Series 2002 (Homeland Defense/Neighborhood Capital
Improvement Projects) (the "Series 2002 Bonds"), and (ii) paying certain costs and expenses incurred in
connection with the issuance of the Series 2007A Bonds, including a portion of the premium for a municipal
bond insurance policy.
The Series 2007B Bonds are being issued for the purpose of (i) funding the Project, and (ii) paying
certain costs and expenses incurred in connection with the issuance of the Series 2007B Bonds, including a
portion of the premium for a 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 2007 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 2007 Bonds (the "Beneficial
Owners") will not receive physical delivery of certificates. Transfers of ownership interests in the Series 2007
Bonds will be effected by the DTC book -entry system as described herein. As long as Cede Sr 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 2007 Bonds is payable semi-annually on each
January I and July 1, commencing January 1, 2008. Principal of, premium, if any, and interest on the Series
2007 Bonds will be payable by Commerce Bancorp, Inc., Jacksonville, Florida, as Paying Agent and Registrar.
Certain maturities of the Series 2007 Bonds are subject to optional redemption prior to their
respective maturities, as described herein under "DESCRIPTION OF THE SERIES 2007 BONDS - Optional
Redemption."
Payment of the principal of, premium, if any, and interest on the Series 2007 Bonds shall be secured
by a pledge of the Limited Ad Valorem Tax, as defined herein and, to the extent necessary, a covenant of the
City to budget and appropriate a limited portion of its Non -Ad Valorem Revenues in an amount not to
exceed 10°/a of the Maximum Annual Debt Service on the Series 2007 Bonds in any given Fiscal Year, The
Series 2007 Bonds do not constitute a general indebtedness of the City within the meaning of any
constitution& or statutory provision or limitation and the City is not obligated to levy any ad valorem taxes
other than the Limited Ad Valorem Tax 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 (except
the taxing power of the City, but only to the extent of the Limited Ad Valorem Tax, as described herein) is
pledged to the payment of the principal of, premium, if any, and interest on the Series 2007 Bonds.
The scheduled payment of principal of, and interest on the Series 2007 Bonds when due will be
guaranteed by a municipal bond insurance policy to be issued concurrently with the delivery of the Series
2007 Bonds by (the "Insurer").
[Insert Logo]
See the inside cover page for maturities, principal amounts, maturity values, interest rates, yields,
prices and CUSIP numbers.
13531 /03/00150950. DOCv 61
*Preliminary, subject to change.
The Series 2007 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 Squire, Sanders & Dempsey L.L.P., Miami, Florida,
Bond Counsel. Certain legal matters will be passed upon for the City by Jorge L. Fernandez, Esq.,
City Attorney, and by Bryant Miller Olive P.A., Miami, Florida, Disclosure Counsel to the
City. Certain legal matters will be passed upon for the Underwriters by KnoxSeaton,
Miami, Florida. First Southwest Company, Miami Lakes, Florida is serving as
Financial Advisor to the City. It is expected that the Series 2007 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 , 2007.
UBS INVESTMENT BANK JP MORGAN
LaSalle Financial Services, Inc. Raymond James & Associates, Inc. SunTrust Capital Markets, Inc.
Dated: , 2007
3531 /03/00150 95 Q. DQC v6 J
'"Preliminary, subject to change.
SERIES 2007A BONDS
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES,
YIELDS, PRICES AND CUSIP NUMBERS
Maturity Principal
(Ianuary 1) Amount
$_
$
i 3531/03/0015 0950. D OC v 6 )
SERIAL BONDS
Interest Rate
Initial CUSIP
Yield Price Number
% Term Bond Due January 1, 20 Yield % Initial Cusip Number
Term Bond Due January 1, 20_ Yield % Initial Cusip Number
SERIES 2007B BONDS
MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES,
YIELDS, PRICES AND CUSIP NUMBERS
Maturity Principal
(January I) Amount
$ SERIAL BONDS
Interest Rate
Initial CUSIP
Yield Price Number
$ % Term Bond Due January I, 20_ Yield % initial Cusip Number
$ % Term Bond Due January I, 20_ Yield % Initial Cusip Number
{3531 /03/00150950, DOCv6J
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 2007 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 2007 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 2007 BONDS, THE UNDERWRITERS
MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE
OF SUCH SERIES 2007 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 2007 Bonds are qualified in their
entirety by reference to the form thereof included in the aforesaid documents and agreements.
Other than with respect to information concerning (the "Insurer") contained under
the caption "MUNICIPAL BOND INSURANCE" and "APPENDIX F - SPECIMEN MUNICIPAL BOND
INSURANCE POLICY" attached hereto, none of the information supplied in this Official Statement has been
supplied or verified by the Insurer and the Insurer makes no representation or warranty, express or implied,
as to (i) the accuracy or completeness of such information, (ii) the validity of the Series 2007 Bonds, or (iii) the
tax exempt status of the interest on the Series 2007 Bonds.
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.
NO REGISTRATION STATEMENT RELATING TO THE SERIES 2007 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 2007 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 2007 BONDS.
13531/03/00150950. DOCv61
THE CITY OF MIAMI, FLORIDA
3500 Pan American Drive
Miami, Florida 33233
MAYOR
Manuel A. Diaz
CITY COMMISSIONERS
Angel Gonzalez, Chairman
Joe M. Sanchez, Vice Chairman
Tomas P. Regalado
Michelle Spence -Jones
Marc D. Sarnoff
CITY MANAGER
Pedro G. Hernandez
CITY CLERK
Priscilla A. Thompson
CITY ATTORNEY
Jorge L. Fernandez, Esq.
CHIEF FINANCIAL OFFICER
Larry Spring
FINANCE DIRECTOR
Diana M. Gomez
BOND COUNSEL
Squire, Sanders & Dempsey L.L.P.
Miami, Florida
DISCLOSURE COUNSEL
Bryant Miller Olive P.A.
Miami, Florida
FINANCIAL ADVISOR
First Southwest Company
Miami Lakes, Florida
VERIFICATION AGENT
The Arbitrage Group, Inc.
Birmingham, Alabama
(3531103/00150950. DOC v 6)
TABLE OF CONTENTS
Contents
INTRODUCTION Page
PURPOSE OF THE ISSUE 1
PLAN OF REFUNDING 2
THE PROJECT 3
4
ESTIMATED SOURCES AND USES OF FUNDS
DEBT SERVICE SCHEDULE 5
DESCRIPTION OF THE SERIES 2007 BONDS 6
7
General
Book -Entry Only System 7
Optional Redemption 7
Mandatory Redemption 10
Notice and Effect of Redemption 10
Registration, Transfer and Exchange 10
Replacement of Bonds Mutilated, Destroyed, Stolen or Lost 1
MUNICIPAL BOND INSURANCE 122
APPLICATION OF SERIES 2007 PROCEEDS 12
AMENDMENT OF RESOLUTION 13
SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2007 BONDS 15
15
Limited Ad Valorem Tax
Covenant to Budget and Appropriate Non -Ad Valorem Revenues 16
16
Special Investment Considerations
AD VALOREM TAXATION 17
General 19
Save Our Homes Amendment 19
Truth in Millage Bill 19
Property Assessment Procedures 20
Levy of Ad Valorem Taxes 20
Exemptions 20
Millage Rates 21
Assessed Valuations 22
Tax Collection 23
Tax Deeds 23
LEGISLATIVE PROPOSALS 24
THE CITY OF MIAMI 25
Background 26
City Government 26
Adoption of Investment Policy and Debt Management Policy 27
Capital Improvement Plan 27
Fiscal and Accounting Procedures 28
General Fund 29
Budget 29
Indebtedness of the City 31
Direct Debt 33
Overlapping Debt 35 Debt Ratios 37
38
(3537 /03/00250950.DOCv6)
LEGAL MATTERS 38
LITIGATION 38
DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS 39
FAX MATTERS 39
General 39
[Original Issue Discount and Original Issue Premium 41
RATINGS 42
FINANCIAL ADVISOR 42
AUDITED FINANCIAL STATEMENTS 42
UNDERWRITING 42
VERIFICATION OF MATHEMATICAL COMPUTATIONS 43
CONTINGENT FEES 43
ENFORCEABILITY OF REMEDIES 43
CONTINUING DISCLOSURE 43
ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT 44
FORWARD -LOOKING STATEMENTS 44
MISCELLANEOUS 44
AUTHORIZATION OF OFFICIAL STATEMENT 45
APPENDICES
APPENDIX A:
APPENDIX B:
APPENDIX C:
APPENDIX D:
APPENDIX E:
APPENDIX F:
APPENDIX G:
GENERAL INFORMATION REGARDING THE CITY OF MIAMI
DESCRIPTION OF NON -AD VALOREM REVENUES
FORM OF THE BOND RESOLUTION
GENERAL PURPOSE AUDITED FINANCIAL STATEMENTS OF THE CITY OF MIAMI
FOR FISCAL YEAR ENDED SEPTEMBER 30, 2006
FORM OF BOND COUNSEL OPINION
SPECIMEN MUNICIPAL BOND INSURANCE POLICY
FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT
ii
13531 /03/00150950.1DOCv6l
OFFICIAL STATEMENT
relating to
$ *
CITY OF MIAMI, FLORIDA
Limited Ad Valorem Tax Refunding Bonds, Series 2007A
(Homeland Defense/Neighborhood Capital Improvement Projects)
and
$
CITY OF MIAMI, FLORIDA
Limited Ad Valorem Tax Bonds, Series 2007B
(Homeland Defense/Neighborhood Capital Improvement Projects)
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 Limited Ad
Valorem Tax Refunding Bonds, Series 2007A (Homeland Defense/Neighborhood Capital Improvement
Projects) (the "Series 2007A Bonds") and the City of Miami, Florida Limited Ad Valorem Tax Bonds, Series
2007B (Homeland Defense/Neighborhood Capital Improvement Projects) (the "Series 2007B Bonds, together
with the Series 2007A Bonds, the "Series 2007 Bonds"), in connection with the sale of the Series 2007 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 2007 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 Ordinance No. 12137 enacted on October 11, 2001 (the "Initial Ordinance") and
Resolution No. adopted on June 14, 2007 (the "Series 2007 Bonds Resolution", together with the Initial
Ordinance, the "Resolution"). Ordinance No. 12137 which authorized the issuance of not exceeding
$255,000,000 principal amount of bonds (the "Voter Approved Bonds"), provided for the levy and collection
of ad valorem taxes at a rate not to exceed the debt millage of 1.218 mills, together with other outstanding
general obligation debt (as of November 13, 2001), and the holding of an election. Subsequently, the issuance
of the Voter Approved Bonds was approved by the qualified electors of the City at a referendum election held
on November 13, 2001 in satisfaction of the requirements of Article VII, Section 12 of the Florida Constitution.
The Series 2007B Bonds are being issued, as the second series of the Voter Approved Bonds, for the
purpose of funding certain capital improvements within the City. The Series 2007A Bonds are being issued to
refund [all or a portion] of the first series of Voter Approved Bonds issued as $153,186,405.85 Limited Ad
Valorem Tax Bonds, Series 2002 (Homeland Defense/Neighborhood Capital Improvement Projects) (the
13531 /03/00150950, DOCv6)
*preliminary, subject to change.
"Series 2002 Bonds"). The Series 2002 Bonds which are not being refunded with the Series 2007A Bonds and
which will remain outstanding after the issuance of the Series 2007A Bonds are referred to herein as the
"Unrefunded Series 2002 Bonds". See "PURPOSE OF THE ISSUE," "PLAN OF REFUNDING" and "THE
PROJECT" herein.
Payment of the principal of, premium, if any, and interest, on the Series 2007 Bonds shall be secured
by a pledge of the Limited Ad Valorem Tax, as defined herein (the "Limited Ad Valorem Tax") and, to the
extent necessary, a covenant of the City to budget and appropriate a Limited portion of its non -ad valorem
revenues in an amount not to exceed 10% of Maximum Annual Debt Service of the Series 2007 Bonds in any
given Fiscal Year. The Series 2007 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 other than the Limited Ad Valorem Tax 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 (except the taxing power of the City, but only to the extent of the Limited Ad Valorem Tax, as
described herein) is pledged to the payment of the principal of, premium, if any, and interest of the Series
2007 Bonds. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2007 BONDS" herein.
Payment of the principal of and interest on the Series 2007 Bonds will be guaranteed by a municipal
bond insurance policy to be issued simultaneously with the delivery of the Series 2007 Bonds by
(the "Insurer").
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 C — 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, 6'h Floor, Miami, Florida 33130, Telephone (305) 416-1324.
PURPOSE OF THE ISSUE
The Series 2007 Bonds are being issued by the City, pursuant to the Constitution and laws of the State
of Florida, including Chapter 166, Part I1, Florida Statutes, the Charter of the City, and other applicable
provisions of law and pursuant to Ordinance No. 12137 enacted by the City on October 11, 2001 and
Resolution No. adopted by the City on June 14, 2007 (collectively, the "Resolution").
The Series 2007A Bonds are being issued for the purpose of (i) refunding [all or a portion] of the
outstanding Limited Ad Valorem Tax Bonds, Series 2002 (Homeland Defense/Neighborhood Capital
Improvement Projects), and (ii) paying certain costs and expenses incurred in connection with the issuance of
the Series 2007A Bonds, including a portion of the premium for a municipal bond insurance policy.
The Series 2007B Bonds are being issued for the purpose of (i) funding the Project (as defined herein)
and (ii) paying certain costs and expenses incurred in connection with the issuance of the Series 2007E Bonds,
including a portion of the premium for a municipal bond insurance policy.
13531 /03/00150950, DOCv6)
2
PLAN OF REFUNDING
The Series 2007A Bonds are being issued to refund on an advanced refunding basis and redeem
$ aggregate principal amount of the Series 2002 Bonds maturing on 1, 20_ through
1, 20 (the "Refunded Bonds").
Concurrently with delivery of the Series 2007A Bonds, a portion of the proceeds of the Series 2007A
Bonds, together with other funds of the City, shall be deposited into an escrow account (the "Escrow
Account"), pursuant to the terms and provisions of the Escrow Deposit Agreement dated as of , 2007
between the City and , as escrow agent (the "Escrow Deposit Agreement"). The moneys
deposited into the Escrow Account shall be applied to pay the principal of, [Accreted Value (with respect to
Series 2002 Capital Appreciation Bonds being refunded),] premium, and interest on the Refunded Bonds.
Upon deposit of such moneys and the application thereof all in accordance with the resolution authorizing
the Series 2002 Bonds, the Refunded Bonds will be deemed paid and discharged for purposes of such
Resolution and the holders of the Refunded Bonds shall be entitled to payment solely out of the moneys
deposited in the Escrow Account.
The Refunded Bonds will be called for redemption prior to their maturities on January 1, 2012 and
paid from the Escrow Account at a premium of 102% for the Series 2002 Capital Appreciation Bonds and a
premium of 100% for the Series 2002 Current Interest Bonds. See "VERIFICATION OF MATHEMATICAL
COMPUTATIONS" herein.
The securities and moneys held under the Escrow Deposit Agreement shall be applied solely to pay
the principal of, [Accreted Value (with respect to Series 2002 Capital Appreciation Bonds being refunded),]
interest and redemption premium on the Refunded Bonds and are not pledged to or available for the
payment of the Series 2007 Bonds.
13531/03/00150950.DOCv6l
[Remainder of page intentionally left blank.]
3
THE PROJECT
The project consists of certain capital improvements including, a homeland security program,
neighborhood improvements, capital projects and infrastructure improvements, all as provided for in
Ordinance No. 12137 (collectively, the "Project"). The Project will include, but not be limited to:
13531/03/00150950. DOCv6}
PUBLIC SAFETY
Police Training Facility
Police Homeland Defense Preparedness Initiative
Fire -Rescue Homeland Defense Preparedness
Neighborhood Fire Stations & Training Facility
PARKS & RECREATION
Little Haiti Park Land Acquisition & Development
Virginia Key Park Improvements
Bicentennial Park Improvements
Pace Park Improvements
Neighborhood Park Improvements & Acquisition
Citywide Waterfront Improvements
Orange Bowl Stadium Ramps & Improvements
Jose Marti/East Little Havana Parks Expansion
Soccer Complex Development
Marine Stadium Renovation
Fern Isle Cleanup and Renovation
STREETS & DRAINAGE
Flagami Storm Water Mitigation
Grand Avenue improvements
Calle Ocho Improvements
Model City Infrastructure Improvements
Design District/FEC Corridor Improvements
Downtown Infrastructure Improvements
Coral Way Improvements
NE 2nd Avenue Improvements (36 St to 78 St )
QUALITY OF LIFE
Greenways Improvements
Neighborhood Gateways Improvements
Museum of Science
Art Museum
HISTORIC PRESERVATION
Historic Preservation Initiatives
4
ESTIMATED SOURCES AND USES OF FUNDS
SERIES 2007A BONDS
The table that follows summarizes the estimated sources and uses of funds to be derived from the sale
of the Series 2007A Bonds:
SOURCES:
Principal Amount of Series 2007A Bonds
[Plus Net Original Issue Premium]
[Less Net Original Issue Discount]
[Other Moneys of the City]
TOTAL SOURCES
USES:
Deposit to Escrow Account
Costs of Issuance(')
m
TOTAL USES
Includes municipal bond insurance premium and underwriting discount, financial advisory
and legal fees and expenses, and miscellaneous costs of issuance.
SERIES 2007E BONDS
The table that follows summarizes the estimated sources and uses of funds to be derived from the sale
of the Series 2007B Bonds:
SOURCES:
Principal Amount of Series 2007E Bonds
[Plus Net Original Issue Premium]
[Less Net Original Issue Discount]
TOTAL SOURCES
USES:
Deposit to Construction Account
Costs of Issuance(1)
0)
TOTAL USES
Includes municipal bond insurance premium and underwriting discount, financial advisory
and legal fees and expenses, and miscellaneous costs of issuance.
i3531/03/00150950.DOCv6)
5
DEBT SERVICE SCHEDULE
The foIIowing table sets forth the aggregate debt service requirements for the Series 2007 Bonds and the Unrefunded Series 2002 Bonds.
Fiscal Year Series 2007A Bonds Series 2007B Bonds
Ending Unrefunded
September Total Series Series 2002
30th Principal Interest 2007 Bonds Bonds Debt Total Debt
P Total Principal Interest Total Debt Service Service Service
f 3531/03/00150950_DOCv6)
6
DESCRIPTION OF THE SERIES 2007 BONDS
General
The Series 2007 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 2007 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 2007 Bonds shall be payable upon presentation and surrender at the principal
office of Commerce Bancorp, Inc., Jacksonville, Florida (the "Paying Agent"). Interest on the Series 2007
Bonds is payable semi-annually on January 1 and July 1 of each year, commencing January 1, 2008. Interest
shall be paid by check or draft drawn upon the Paying Agent and mailed to the registered owners of the
Series 2007 Bonds at the addresses as they appear on the registration books maintained by the Bond Registrar
at the close of business on the 15th day (whether or not a business day) of the month next preceding the
interest payment date (the "Record Date"), irrespective of any transfer or exchange of such Series 2007 Bonds
subsequent to such Record Date and prior to such interest payment date, unless the City shall be in default in
payment of interest due on such interest payment date; provided, however, that (i) if ownership of Series 2007
Bonds is maintained in a book -entry only system by a securities depository, such payment may be made by
automatic funds transfer (wire) to such securities depository or its nominee or ii if such Series 2007 Bonds
are not maintained in a book -entry only system by a securities depository, upon written request of the holder
of $1,000,000 or more in principal amount of Series 2007 Bonds, such payments may be made by wire transfer
to the bank and bank account specified in writing by such holder (such bank being a bank within the
continental United States), if such holder has advanced to the Paying Agent the amount necessary to pay the
cost of such wire transfer or authorized the Paying Agent to deduct the cost of such wire transfer from the
payment due such holder. In the event of any default in the payment of interest, such defaulted interest shall
be payable to the persons in whose names such Series 2007 Bonds are registered at the close of business on a
special record date for the payment of such defaulted interest as established by notice deposited in the U.S.
mails, postage prepaid, by the Paying Agent to the registered owners of the Series 2007 Bonds not Tess than
fifteen (15) days preceding such special record date. Such notice shall be mailed to the persons in whose
names the Series 2007 Bonds are registered at the close of business on the fifth (5th) day (whether or not a
business day) preceding the date of mailing.
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 2007 Bonds. The Series 2007 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 2007 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
f 3531 /03/00150950, DOCv61 7
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 2.2 million issues of
U.S. and non-U.S. equity, 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, in turn, is owned by a number of Direct Participants of DTC and Members of the National
Securities Clearing Corporation, Fixed Income Clearing Corporation, and Emerging Markets Clearing
Corporation (NSCC, FICC, and EMCC, also subsidiaries of DTCC), as well as by the New York Stock
Exchange, Inc., the American Stock Exchange LLC, and the National Association of Securities Dealers, Inc.
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"). 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,org.
Purchases of Series 2007 Bonds under the DTC system must be made by or through Direct
Participants, which will receive a credit for the Series 2007 Bonds on DTC's records. The ownership interest
of each actual purchaser of each Series 2007 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 2007
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 2007 Bonds, except in the event that use of the book -entry system for the Series 2007 Bonds
is discontinued.
To facilitate subsequent transfers, all Series 2007 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 2007 Bonds with DTC and their registration in the
name of Cede & Co. or such other nominee do not effect any change in beneficial ownership. DTC has no
knowledge of the actual Beneficial Owners of the Series 2007 Bonds; DTC's records reflect only the identity of
the Direct Participants to whose accounts such Series 2007 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.
13531/03/00150950.00Cv6}
8
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.
Redemption notices shall be sent to DTC. If less than all of the Series 2007 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 2007 Bonds unless authorized by a Direct Participant in accordance with DTC's 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 2007 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 2007 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 finds 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 2007 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 2007
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 2007 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 2007 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 2007 BONDS, FOR THE ACCURACY OF RECORDS
OF DTC, CEDE & CO. OR ANY DTC PARTICIPANT WITH RESPECT TO THE SERIES 2007 BONDS OR
THE PROVIDING OF NOTICE OR PAYMENT OF PRINCIPAL, OR INTEREST, OR ANY PREMIUM ON
THE SERIES 2007 BONDS, TO DTC PARTICIPANTS OR BENEFICIAL OWNERS, OR THE SELECTION OF
SERIES 2007 BONDS FOR REDEMPTION.
13531/03/00150950. DOCv61
9
Optional Redemption
The Series 2007 Bonds maturing on and after January 1, 20 , are subject to redemption at the option
of the City on or after January 1, 20_, 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
Series 2007A Bonds. The Series 2007A Bonds maturing on January 1, 20 , are subject to mandatory
sinking fund redemption prior to maturity, in part by lot, on January 1, 20 in the following years and in
the following amounts, from and to the extent sufficient moneys are then on deposit in the Bond
Amortization Account for such Series 2007A Bonds, at a redemption price of par, plus accrued interest to the
respective dates of redemption:
Year
20
20 *
*Maturity
Principal Amount
Series 2007B Bonds. The Series 2007B Bonds maturing on January 1, 20 , are subject to mandatory
sinking fund redemption prior to maturity, in part by lot, on January 1, 20_ in the following years and in
the following amounts, from and to the extent sufficient moneys are then on deposit in the Bond
Amortization Account for such Series 2007E Bonds, at a redemption price of par, plus accrued interest to the
respective dates of redemption:
Year Principal Amount
20T $
20 *
*Maturity
Notice and Effect of Redemption
Notice of redemption shall be given by deposit in the U.S, mails of a copy of a redemption notice,
postage prepaid, at least thirty (30) days before the redemption date to all registered owners of the Series 2007
Bonds or portions of the Series 2007 Bonds to be redeemed at their addresses as they appear on the
registration books to be maintained in accordance with the provisions hereof. Failure to mail any such notice
to a registered owner of a Series 2007 Bond, or any defect therein, shall not affect the validity of the
proceedings for redemption of any Series 2007 Bond or portion thereof with respect to which no failure or
defect occurred.
Such notice shall set forth the date fixed for redemption, the rate of interest borne by each Series 2007
Bond being redeemed, the name and address of the Bond Registrar and Paying Agent, the redemption price
13531 /03/00150950. DOCv6J
10
to be paid and, if less than all of the Series 2007 Bonds then Outstanding shall be called for redemption, the
distinctive numbers and letters, including CUS1P numbers, if any, of such Series 2007 Bonds to be redeemed
and, in the case of Series 2007 Bonds to be redeemed in part only, the portion of the principal amount thereof
to be redeemed. If any Series 2007 Bond is to be redeemed in part only, the notice of redemption which
relates to such Series 2007 Bond shall also state that on or after the redemption date, upon surrender of such
Series 2007 Bond, a new Series 2007 Bond or Series 2007 Bonds in a principal amount equal to the
unredeemed portion of such Series 2007 Bond will be issued.
Any notice mailed as described in this Section shall be conclusively presumed to have been duly
given, whether or not the owner of such Series 2007 Bond receives such notice.
The Bond Registrar shall not be required to transfer or exchange any Series 2007 Bond after the
mailing of a notice of redemption nor during the period of fifteen (15) days next preceding mailing of a notice
of redemption.
Registration, Transfer and Exchange
So long as the Series 2007 Bonds are registered in the name of DTC or its nominee, the following
paragraphs relating to transfer and exchange of Series 2007 Bonds do not apply to the Series 2007 Bonds.
The Series 2007 Bonds issued under the Resolution shall be and have all the qualities and incidents of
negotiable instruments under the law merchant and the Uniform Commercial Code of the State of Florida,
subject to the provisions for registration of transfer contained in the Resolution and in the Series 2007 Bonds.
So long as any of the Series 2007 Bonds shall remain outstanding, the City shall maintain and keep, at the
office of the Bond Registrar, books for the registration of transfer of the Series 2007 Bonds.
The registration of any Series 2007 Bond may be transferred upon the registration books upon
delivery thereof to the principal office of the Bond Registrar accompanied by a written instrument or
instruments of transfer in form and with guaranty of signature satisfactory to the Bond Registrar, duly
executed by the Bondholder or his attorney -in -fact or legal representative containing written instructions as to
the details of the transfer of such Series 2007 Bond, along with the social security number or federal employer
identification number of such transferee. In all cases of a transfer of a Series 2007 Bond, the Bond Registrar
shall at the earliest practical time in accordance with the terms of the Resolution enter the transfer of
ownership in the registration books and shall deliver in the name of the new transferee or transferees a new
fully registered Series 2007 Bond or Bonds of the same maturity and of authorized denomination or
denominations, for the same aggregate principal amount and payable from the same source of funds. The
City and the Bond Registrar may charge the Bondholder for the registration of every transfer or exchange of a
Series 2007 Bond an amount sufficient to reimburse them for any tax, fee or any other governmental charge
required (other than by the City) to be paid with respect to the registration of such transfer, and may require
that such amounts be paid before any such new Series 2007 Bond shall be delivered.
The City, the Bond Registrar, and the Paying Agent may treat the registered owner of any Series 2007
Bond as the absolute owner of such Series 2007 Bond for the purpose of receiving payment of the principal
thereof, and the interest and redemption premium, if any, thereon. Series 2007 Bonds may be exchanged at
the office of the Bond Registrar for a like aggregate principal amount of Series 2007 Bonds, or other
authorized denominations of the same Series and maturity.
{3531103100150950, DOCv61
11
Replacement of Bonds Mutilated, Destroyed, Stolen or Lost
If any Series 2007 Bond is mutilated, destroyed, stolen or lost, the City or its agent may, in its
discretion (i) deliver a duplicate replacement Series 2007 Bond, or (ii) pay a Series 2007 Bond that has
matured or is about to mature. A mutilated Series 2007 Bond shall be surrendered to and canceled by the
Bond Registrar. The Bondholder must furnish the City or its agent proof of ownership of any destroyed,
stolen or lost Series 2007 Bond; post satisfactory indemnity; comply with any reasonable conditions the City
or its agent may prescribe; and pay the City or its agent's reasonable expenses.
Any such duplicate Series 2007 Bond shall constitute an original contractual obligation on the part of
the City whether or not the destroyed, stolen or lost Series 2007 Bond be at any time found by anyone, and
such duplicate Series 2007 Bond shall be entitled to equal and proportionate benefits and rights as to lien on,
and source of payment of and security for payment from, the funds pledged to the payment of the Series 2007
Bond so mutilated, destroyed, or stolen or lost.
MUNICIPAL BOND INSURANCE
The following information has been furnished by (the "Insurer"), for use in this
Official Statement and, neither the City nor the Underwriter guaranty its adequacy or accuracy. Reference is
made to Appendix E for a specimen of the Policy.
The Insurer does not accept any responsibility for the accuracy or completeness of this Official
Statement or any information or disclosure contained herein, or omitted herefrom, other than with respect to
the accuracy of the information regarding the Policy and the Insurer set forth herein. Additionally, the
Insurer makes no representation regarding the Series 2007 Bonds or the advisability of investing in the Series
2007 Bonds.
13531 /03/00150950. DOCv6}
[To Come)
12
APPLICATION OF SERIES 2007 PROCEEDS
Series 2007A Bonds
The proceeds, including premium, if any, received from the sale of the Series 2007A Bonds shall be
applied by the City, simultaneously with delivery of the Series 2007A Bonds, as follows:
A. An amount set forth in a certificate of the Finance Director delivered concurrently with the
delivery of the Series 2007A Bonds (the "Proceeds Certificate") shall be transferred to the Escrow Agent for
deposit into the Escrow Account established pursuant to the Escrow Deposit Agreement and shall be used
and applied pursuant to and in the manner described in the Escrow Deposit Agreement to pay the principal
of, [Accreted Value (with respect to Series 2002 Capital Appreciation Bonds being refunded),] redemption
premium, if any, and interest on the Refunded Bonds.
B. The remainder of the proceeds as set forth in the Proceeds Certificate shall be deposited in a
separate account designated "City of Miami 2007A Limited Ad Valorem Tax Refunding Bonds Cost of
Issuance Account," which is established with the City and shall be disbursed for payment of expenses
incurred in issuing the Series 2007A Bonds and refunding the Refunded Bonds. Any balance remaining after
payment or provision for payment of such expenses has been made shall be transferred to the Paying Agent
for deposit in the Principal and Interest Account and the Bond Amortization Account, if any, and used solely
to pay principal of Amortization Installments (with respect to Term Bonds) and interest on the Series 2007A
Bonds.
Series 2007B Bonds
The proceeds, including premium, if any, received from the sale of the Series 2007B Bonds shall be
applied by the City, simultaneously with delivery of the Series 2007E Bonds, as follows:
A. An amount set forth in the Proceeds Certificate shall be deposited in a separate account
designated "City of Miami 2007B Limited Ad Valorem Tax Bonds Construction Account" (the "Construction
Account") which is hereby established with the City and shall be disbursed to pay the costs of the Projects,
Any balance remaining after payment or provision for payment of such costs of the Projects shall be
transferred to the Paying Agent for deposit in the Principal and Interest Account and the Bond Amortization
Account, if any, and used solely to pay principal of, Amortization Installments (with respect to Term Bonds),
and interest on the Series 2007B Bonds. Any investment income earned with respect to deposits in the
Construction Account may be used, at the option of the City, to pay costs of the Projects or may be transferred
to the Paying Agent for deposit in the Principal and Interest Account and used to pay interest on the Series
2007B Bonds.
B. The remainder of the proceeds as set forth in the Proceeds Certificate shall be deposited in a
separate account designated "City of Miami 2007B Limited Ad Valorem Tax Bonds Cost of Issuance Account"
which is hereby established with the City and shall be disbursed for payment of expenses incurred in issuing
the Series 2007B Bonds, Any balance remaining after payment or provision for payment of such expenses has
been made shall be transferred, at the option of the City, to either the Construction Account for the payment
of costs of the Projects or to the Paying Agent for deposit in the Principal and Interest Account and the Bond
Amortization Account, if any, and used solely to pay principal of, Amortization Installments (with respect to
Term Bonds), and interest, on the Series 2007B Bonds.
3531 /03/00150950, DOCv6 i
13
In the event any portion of the Series 2007A Bonds or Series 2007B Bonds are issued as Term Bonds,
there is hereby established with the Paying Agent, an account designated "City of Miami 2007A Limited Ad
Valorem Tax Bonds Amortization Account" (the "2007A Bond Amortization Account") and the "City of
Miami 2007B Limited Ad Valorem Tax Bonds Amortization Account" (the "200713 Bond Amortization
Account") in which amounts are to be deposited to pay the Amortization Installments on such Term Bonds.
On or before each interest or principal payment date for the Series 2007 Bonds, the City shall transfer
to the Paying Agent for deposit in the Principal and Interest Account and the Bond Amortization Account, if
applicable, an amount sufficient to pay the principal of, Amortization Installments (with respect to Term
Bonds), redemption premium, if any, and interest on the Series 2007 Bonds then due and payable.
AMENDMENT OF RESOLUTION
The Resolution may be modified and amended by the City from time to time prior to the issuance of
the Series 2007 Bonds. Thereafter, no modification or amendment of the Resolution or of any resolution
amendatory thereof or supplemental thereto materially adverse to the Bondholders may be made without the
consent in writing of the registered owners of not less than a majority in aggregate principal amount of the
Outstanding Series 2007 Bonds; provided, however, if the Series 2007 Bonds are insured by a municipal bond
insurance policy, the issuer of such policy shall have the right to consent to modifications and amendments to
this Resolution in lieu of the Bondholders. Notwithstanding the foregoing, no modification or amendment
shall permit a change (a) in the maturity of the Series 2007 Bonds or a reduction in the rate of interest thereon,
(b) in the amount of the principal obligation of any Series 2007 Bond, (c) that would affect the unconditional
promise of the City to levy and collect the Limited Ad Valorem Tax as provided in the Resolution, or (d) that
would reduce such percentage of registered owners of the Series 2007 Bonds required above for such
modifications or amendments, without the consent of all of the Bondholders. For the purpose of
Bondholders' voting rights or consents, the Series 2007 Bonds owned by or held for the account of the City,
directly or indirectly, shall not be counted. See "APPENDIX C — FORM OF THE BOND RESOLUTION."
{3531 /03/00150950. DOCv6 1
14
SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2007 BONDS
The payment of the principal of, premium, if any, and interest on the Series 2007 Bonds shall be
secured by a lien on the Limited Ad Valorem Tax and, to the extent necessary, a covenant of the City to
budget and appropriate its non -ad valorem revenue in an amount not to exceed 10% of Maximum Annual
Debt Service on the Series 2007 Bonds in any given Fiscal Year. The "Limited Ad Valorem Tax" is defined in
the Resolution to mean an ad valorem tax levied by the City on all the taxable property within the City
(excluding exemptions as provided by applicable law) for the purpose of paying the principal of, redemption
premium, if any, and interest on the Voter Approved Bonds; provided, however, that such ad valorem tax
shall be levied at such millage rate, that when added together with the City's other ad valorem tax millage
levied with respect to voter approved bond referenda, as of November 13, 2001, excluding the debt millage
with respect to the Voter Approved Bonds (the "Debt Millage"), results in an aggregate millage rate that does
not exceed 1.218 mills (it being understood that this millage rate limitation applies only to the Voter
Approved Bonds, and does not apply to, or in any way affect, the City's obligation to assess, levy and collect
ad valorem taxes, without limitation as to rate or amount, on all taxable property within the corporate limits
of the City, for the payment of the principal of and interest on the City's full faith and credit general
obligation bonds). In each Fiscal Year while any of the Series 2007 Bonds are outstanding, the City shall levy
and collect the Limited Ad Valorem Tax to pay the principal of, and interest on the Series 2007 Bonds as the
same shall become due.
Further, as a condition to the issuance of the 2002 Insurer's policy, the City has agreed not to issue to
any additional Voter Approved Bonds unless the City provides a certificate of a certified independent public
accountant demonstrating that based on the City's then current assessed valuation, revenues generated by the
Limited Ad Valorem Tax will equal or exceed 1.0x coverage of principal of and interest on: (i) the
Outstanding Voter Approved Bonds, (ii) outstanding full faith and credit general obligation bonds and (iii)
any additional Voter Approved Bonds proposed to be issued.
For more information on the Limited Ad Valorem Tax see "Limited Ad Valorem Tax" below and "AD
VALOREM TAXATION" herein. See also "LEGISLATIVE PROPOSALS" herein for a discussion on certain
bills under consideration by the Florida Legislature that could impact Ad Valorem taxation. For more
information on the City's non -ad valorem revenues see "Covenant to Budget and Appropriate Non -Ad
Valorem Revenues" below and "APPENDIX B - DESCRIPTION OF NON -AD VALOREM REVENUES"
herein.
Limited Ad Valorem Tax
The Limited Ad Valorem Tax assessed, levied and collected for the security and payment of the Series
2007 Bonds shall be assessed, levied and collected in the same manner and at the same time as other ad
valorem taxes are assessed, levied and collected and the proceeds of said tax, except as provided in the
Resolution, shall be applied solely to the payment of the principal of, Amortization Installments, redemption
premium, if any, and interest on the Series 2007 Bonds; provided, however, that in the event of a deficiency in
the amount of ad valorem taxes collected to pay the principal and interest on the City's full faith and credit
general obligation bonds issued prior to November 13, 2001, or issued to refund general obligation bonds
issued prior to November 13, 2001, revenues collected from the Limited Ad Valorem Tax shall be applied first
to cure any such deficiency.
As of September 30, 2006, the City had $54,655,000 aggregate principal amount of outstanding full
(3531/03/00150950. UOCv61
15
faith and credit general obligation bonds which were issued prior to November 13, 2001. The Limited Ad
Valorem Tax which secures the Series 2007 Bonds and the Unrefunded Series 2002 Bonds may not be levied in
excess of a millage rate that, when added to the millage rate needed to meet the debt service on the City's
outstanding full faith and credit general obligation bonds issued prior to November 13, 2001 or issued to
refund general obligation bonds issued prior to November 13, 2001, exceeds 1.218 mills. Therefore, the total
amount of Limited Ad Valorem Tax which can be levied is limited by the 1.218 mills approved by the voters
and such limitations may prevent the collection of ad valorem tax revenues sufficient to pay the Series 2007
Bonds and the Unrefunded Series 2002 Bonds.
The Series 2007 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
other than the Limited Ad Valorem Tax 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 (except
the taxing power of the City, but only to the extent of the Limited Ad Valorem Tax, as described herein) is
pledged to the payment of the principal of, premium, if any, and interest of the Series 2007 Bonds.
The City has covenanted in the Resolution to diligently enforce its right to receive Limited Ad
Valorem Tax revenues, to diligently enforce and collect such taxes and to not take any action that will impair
or adversely affect its rights to levy, collect and receive said taxes, or impair or adversely affect in any manner
the pledge made in the Resolution or the rights of the Bondholders.
Covenant to Budget and Appropriate Non -Ad Valorem Revenues
The City has covenanted in the Resolution, to the extent permitted by and in accordance with
applicable law and budgetary processes, to prepare, approve and appropriate in its annual budget for each
Fiscal Year, by amendment if necessary, and to transfer to the Paying Agent for deposit to the Principal and
Interest Account and Bond Amortization Account, if applicable, legally available non -ad valorem revenues in
an amount which, together with the amounts on deposit from the Limited Ad Valorem Tax in the Principal
and Interest Account and Bond Amortization Account, if any, is sufficient to pay the principal of, redemption
premium, if any, and interest on the Series 2007 Bonds then due and payable; provided however, the amount
of non -ad valorem revenues budgeted and appropriated with respect to the Series 2007 Bonds in such Fiscal
Year shall not exceed 10% of the Maximum Annual Debt Service on the Series 2007 Bonds. Such covenant
and agreement on the part of the City to budget and appropriate sufficient amounts of legally available non -
ad valorem revenues shall be exercised by the City only to the extent necessary to pay principal of, premium,
if any, and interest on the Series 2007 Bonds, after taking into account any moneys that are available pursuant
to the Limited Ad Valorem Tax. The covenant to budget and appropriate legally available non -ad valorem
revenues shall be cumulative, and shall continue until such legally available non -ad valorem revenues in
amounts sufficient to make all required payments under the Resolution, as and when due, including any
delinquent payments, shall have been budgeted, appropriated and actually paid into the appropriate funds
and accounts under the Resolution; provided, however, amounts so budgeted and appropriated shall not
exceed ten percent (10%) of the Maximum Annual Debt Service on the Series 2007 Bonds in any given Fiscal
Year.
Such covenant shall not constitute a lien, either legal or equitable, on any of the City's legally
available non -ad valorem revenues or other revenues, nor shall it preclude the City from pledging in the
future any of its legally available non -ad valorem revenues or other revenues to other obligations, nor shall it
give the Bondholders a prior claim on the legally available non -ad valorem revenues. The obligation of the
f 3531/03100150950,1DOCv51
16
City under the Resolution shall be secured only by the legally available non -ad valorem revenues actually
budgeted and appropriated and transferred to the Paying Agent for deposit into the funds and accounts
created under the Resolution. The City may not expend, in any year, moneys not appropriated or in excess of
revenues budgeted in such year. The obligation of the City to budget, appropriate and make payments under
the Resolution from its legally available non -ad valorem revenues is subject to the availability of non- ad
valorem revenues after satisfying funding requirements for obligations having an express lienon or pledge of
such revenues and after satisfying funding requirements for essential governmental services of the City.
Such covenant is, however, cumulative and shall carry over from year to year.
Enforcement of the City's obligation to budget and appropriate legally available non -ad valorem
revenues shall be through appropriate judicial proceedings. The City has issued and may issue other bonds
or debt obligations secured by a similar covenant. See "APPENDIX B - DESCRIPTION OF NON AD
VALOREM REVENUES - Schedule of Principal and Interest for Non Ad Valorem Revenue Bonds and
Loans". In addition, various contracts of the City which do not constitute debt may be secured in a similar
manner.
The City has not covenanted to maintain any programs or other activities which generate non -ad
valorem revenues. Furthermore, the obligation of the City to budget and appropriate non -ad valorem
revenues is subject to a variety of factors, including the payment of essential governmental services of the City
and the obligation of the City to have a balanced budget.
For a description of additional limitations see "Special Investment Considerations" herein. For a
description of the City's non -ad valorem revenues and other outstanding debt secured by non -ad valorem
revenues, see "APPENDIX B - DESCRIPTION OF NON -AD VALOREM REVENUES" herein.
Special Investment Considerations
The Series 2007 Bonds are secured by a lien on the Limited Ad Valorem Tax and, to the extent
necessary, a covenant to budget and appropriate its non -ad valorem revenue in an amount not to exceed 10%
of the Maximum Annual Debt Service on the Unrefunded Series 2002 Bonds and Series 2007 Bonds. The
Limited Ad Valorem Tax will be levied at a millage rate, that when added together with the City's other Debt
Millage, results in an aggregate millage rate that does not exceed 1.218 mills. This millage rate limitation
applies only to the Voter Approved Bonds, and does not apply to, or in any way affect, the City's obligation
to assess, levy and collect ad valorem taxes, without limitation as to rate or amount, on all taxable property
within the corporate limits of the City, for the payment of the principal of and interest on the City's full faith
and credit general obligation bonds.
Limitations of Limited Ad Valorem Tax Pledge, The pledge of Limited Ad Valorem Tax revenues
securing the Series 2007 Bonds is not identical to the unlimited pledge of such revenues securing the City's
full faith and credit general obligations bonds. While the City is obligated to increase the millage rate, if
required, to collect tax revenues sufficient to pay debt service on full faith and credit general obligation
bonds, such is not the case with the Series 2007 Bonds. The Limited Ad Valorem Tax which secures the Series
2007 Bonds and the Unrefunded Series 2002 Bonds may not be levied in excess of a millage rate that, when
added to the millage rate needed to meet the debt service on the City's outstanding full faith and credit
general obligation bonds issued prior to November 13, 2001 or issued to refund general obligation bonds
issued prior to November 13, 2001, exceeds 1.218 mills. In the contract with the 2002 Insurer, the City has
restricted its ability to issue Voter Approved Bonds by covenanting to not issue such additional debt without
) 3531 /03/00150950. DOCv6)
17
having revenues generated by the Limited Ad Valorem Tax which will provide at least 1.0x coverage of
outstanding Voter Approved Bonds, General Obligation Bonds and the proposed bonds to be issued. See
"SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2007 BONDS" herein. Such covenant may be
waived or modified by the Insurer at any time.
Based on currently available information, the City believes that the revenues derived from ad
valorem taxes collected at a millage rate of up to 1.218 mills will be sufficient to pay debt service on the Series
2007 Bonds, the Unrefunded Series 2002 Bonds, as well as the currently outstanding full faith and credit
general obligation debt of the City issued prior to November 13, 2001 or issued to refund general obligation
bonds issued prior to November 13, 2001. A decline, however, in property values within the City or a decline
in tax collections could create a situation where Limited Ad Valorem Tax revenues would not be sufficient to
pay all such debt service. In such circumstances, (1) Limited Ad Valorem Tax revenues would be utilized first
to pay full faith and credit general obligation debt of the City issued prior to November 13, 2001 or issued to
refund general obligation bonds issued prior to November 13, 2001, (2) increases in revenue reflecting an
increase in the millage rate would be required only to produce revenue for the payment of full faith and
credit general obligation debt, and (3) Limited Ad Valorem Tax revenues might not be available for the
payment of any debt service on the Series 2007 Bonds.
Factors leading to such circumstances might include local, regional or national economic downturns;
natural disasters such as hurricanes or floods; changes in state legislation; judicial challenges to tax rates and
collections; and the inability of the Miami -Dade County Property Appraiser to properly assess such taxes and
the Miami -Dade County Tax Collector to collect such taxes efficiently.
Limitations of Covenant to Budget and Appropriate from Non -Ad Valorem Revenues. The City's
covenant to budget and appropriate funds from legally available non -ad valorem revenues in any given year
is limited to 10% of the Maximum Annual Debt Service on the Series 2007 Bonds. Such amounts therefore
would not be sufficient to ensure payment of all debt service on the Series 2007 Bonds if the amount of debt
service due and not covered by the revenues available from the Limited Ad Valorem Tax exceeded such 10%
amount.
As described above, the City's covenant to budget and appropriate such funds does not constitute a
lien, either legal or equitable, on any of the City's revenues. The amount of such revenues available to make
payments on the Series 2007 Bonds may be effectively limited by the requirement for a balanced budget,
funding requirements for essential governmental services of the City, and the inability of the City to expend
revenues not appropriated or in excess of funds actually available after the use of such funds to satisfy
obligations having an express lien or pledge on such funds. All of these factors may limit the availability of
non -ad valorem revenues available to pay a portion of the debt service on the Series 2007 Bonds. In addition,
there can be no certainty as to the outcome of any judicial proceedings to enforce the City's obligation to
appropriate such funds. Furthermore, the City is not restricted in its ability (1) to pledge such revenues for
other purposes or to issue additional debt specifically secured by such revenues or by a covenant similar to
that securing the Series 2007 Bonds or (2) to reduce or discontinue services that generate non -ad valorem
revenues. All of these factors may limit the availability of non -ad valorem revenues available to pay a portion
of the debt service on the Series 2007 Bonds.
i3531/03/00150950.DOCv6 j
18
AD VALOREM TAXATION
General
Under Florida law, the assessment of all properties and the collection of all county, municipal and
property taxes are consolidated in the office of the Miami -Dade County Property Appraiser arid Miami -Dade
County Tax Collector, The laws of the State of Florida regulating tax assessment are designed to assure a
consistent property valuation method statewide.
. Article VII, Section 9(b) of the Florida Constitution limits the aggregate rate of ad valorem taxes that
may be levied on real and personal property. The limitation, except as noted below, is ten (10) mills each for
all City and municipal purposes. A mill is equal to one -tenth (0.1) of one cent of one dollar or $1.00 for every
$1,000 of assessed value. Article VII, Section 9(b) excludes from the general 10 mill cap ad valorem taxes
which are necessary to pay debt service on general obligation bonds.
Each respective millage rate, except as limited by law, is set on the basis of estimates of revenue needs
and total taxable property valuations within the taxing authority's respective jurisdiction. Ad valorem taxes
are not levied in excess of actual budget requirements.
Section 4 of Article VII of the Constitution of the State provides, with certain exceptions: "By general
law regulations shall be prescribed which shall secure a just valuation of all real property for ad valorem
taxation." The factors considered in arriving at a just valuation, as set forth in Section 193.011, Florida
Statutes, as amended, are summarized as follows:
(1)
(2)
(3)
(4)
(5)
(6)
(7)
(8)
the present cash value of the property;
the highest and best use to which the property can be expected to be put in the immediate
future and the present use of the property;
the location of the property;
the quantity or size of the property;
the cost of the property and the present replacement value of any improvements to the
property;
the condition of the property;
the income from the property; and
the net proceeds of the sale of the property after deduction of certain reasonable fees and
costs of sale.
Save Our Homes Amendment
By voter referendum held on November 3,1992, Article VII, Section 4 of the Florida Constitution was
amended by adding thereto a subsection which, in effect, limits the increases in assessed just value of
homestead property to the lesser of (a) 3% of the assessment for the prior year or (b) the percentage change in
the Consumer Price Index for all urban consumers, U,S. City Average, all items 1967=100, or successor reports
for the preceding calendar year as initially reported by the United States Department of Labor, Bureau of
Labor Statistics (the "Save Our Homes Amendment"). Further, the Save Our Homes Amendment provides
that (1) no assessment shall exceed just value; (2) after any change of ownership of homestead property or
upon termination of homestead status, such property shall be reassessed at just value as of January 1 of the
year following the year of sale or change of status; (3) new homestead property shall be assessed at just value
as of January 1 of the year following the establishment of the homestead; and (4) changes, additions,
13531/03/00150950.DOCv6l
19
reductions or improvements to homestead shall initially be assessed as provided by general law, and
thereafter as provided in the Save Our Homes Amendment. The effective date of the Save Our Homes
Amendment was January 15,1993, and the base year for determining compliance with the restrictions is 1994.
The 1995 tax roll year was the first year such limitations were effective.
For the 2006 tax roll year, the increase in assessed just value of homestead property in the City was
limited pursuant to the Save Our Homes Amendment to 3% of the assessment for the prior year.
See "LEGISLATIVE PROPOSALS" herein for pending legislative action which may affect the Save
Our Homes Amendment.
Truth in Millage Bill
In 1973, the State of Florida enacted legislation to encourage public awareness of spending and taxing
decisions made by local elected officials known as the Truth in Millage Bill (the "Trim Bill"). This legislation
provides that if the tax rate established by the governing board exceeds the rolled -back tax rate, the taxing
authority shall publish notice of the proposed tax increase prior to the public hearing required to be held for
the adoption of the final budget and millage rate. Under Section 200.065, Florida Statutes, a "rolled -back tax
rate" is defined as the millage rate that would produce the same amount of ad valorem taxes in each current
year as were levied in the prior year, exclusive of any increase in assessments resulting from new
construction, additions to structures, deletions, rehabilitations which increase the assessed value by 100% and
property added due to geographic boundary changes.
Property Assessment Procedures
Real and personal property valuations are determined each year as of January 1 by the Miami -Dade
County Property Appraiser's Office. The assessment roll is prepared between each January 1 and July 1, with
each taxpayer given notice of the proposed assessed value of his property.
The property owner has the right to file an appeal with the Miami -Dade County Property Appraisal
Adjustment Board, which considers petitions relating to assessments and exemptions. The Miami -Dade
County Property Appraisal Adjustment Board certifies the assessment roll upon completion of the hearing of
all appeals. Millage rates are then computed by the various taxing authorities and certified to the Miami -
Dade County Property Appraiser, who applies the millage rates to the assessment roll. This procedure
creates the tax roll which is then annually turned over to the Miami -Dade County Tax Collector on or about
the first Monday in October.
Levy of Ad Valorem Taxes
A notice is mailed to each property owner on the tax roll for the taxes levied by cities, counties, school
boards, and other taxing authorities. All taxes are due and payable on November 1 of each year or as soon
thereafter as the certified tax roll is received by the Tax Collector. Taxes may be paid upon receipt of such
notice with discounts at the rate of 4% if paid in the month of November; 3% if paid in the month of
December; 2% if paid in the month of January; and 1% if paid in the month of February. Taxes paid during
the month of March are without discount. Taxes become delinquent on April 1 following the year in which
they are assessed or 60 days after mailing of the original tax notice, whichever is later. If the delinquency date
for ad valorem taxes is later than April 1 of the year following the year in which taxes are assessed, all dates
or time periods specified in the Florida Statutes relative to the collection of, or administrative procedures
{3531/03/00150950. DOCv61
20
regarding, delinquent taxes shall be extended a like number of days,
Exemptions
Exemptions from the ad valorem tax include the first $25,000 of assessed value for a homestead;
homestead property of totally and permanently disabled persons; improved real property an which a
renewable energy source device is installed and operated; inventory; property used by not -for -profit
hospitals, nursing homes and homes for special services; property used by certain not -for -profit homes for the
aged; property used exclusively for educational purposes by educational institutions or other exempt
organizations, including charter schools, for educational purposes; property owned by certain charitable,
literary, religious or scientific organizations and used predominately for such purposes; property owned and
used for educational purposes by labor organizations; property of certain community centers; certain
property used for affordable housing; property owned and used by certain governmental units; property of
certain not -for -profit sewer and water companies; and the first $500 of property of every widow, widower,
blind person or disabled person.
In addition, pursuant to Section 196.075, Florida Statutes, beginning with fiscal year 2001, an additional
homestead exemption of $25,000 may be granted by a city or municipality relating to ad valorem taxes
payable to persons 65 or older, subject to certain income limitations. The City has adopted such exemption
for the period commencing with fiscal year 2001. Such exemption should not have a material impact on the
amount of ad valorem taxes levied or collected by the City.
f 3531 /03/00150950. D0Cv61
[Remainder of page intentionally left blank.]
21
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, 1998 through September 30, 2007.
THE CITY OF MIAMI, FLORIDA
PROPERTY TAX RATES
General
Fiscal Year Tax Roll Year Operations Debt Service Total City
1998 1997 9.59950 1.92000 11.51950
1999 1998 10.00000 1.79000 11.79000
2000 1999 9.50000 1.40000 10.90000
2001 2000 8,99500 1.28000 10.27500
2002 2001 8.99500 1.21800 10.21300
2003 2002 8.85000 1.21800 10.06800
2004 2003 8.76250 1.08000 9.84250
2005 2004 8.71625 0.95000 9.66625
2006 2005 8.49950 0.76500 9.26450
2007 2006 8.37450 0.62100 8.99550
Source: City of Miami Comprehensive Annual Financial Report FY 2006 and Miami -Dade County Property
Appraiser's Office.
Note: Al! millage rates are based on $1 for every $1,000 of assessed value.
The following table shows the millage rates for the genera] obligation debt, the Series 2002 Bonds and
the Series 2007 Bonds for Fiscal Years 2002- 2007. Figures for Fiscal Year 2008 are projected.
THE CITY OF MIAMI, FLORIDA
MILLAGE FOR VOTED DEBT SERVICE
Fiscal Year General Obligation Debt Series 2002 Bonds Series 2007 Bonds Total
2002 1.2180 N/A N/A 1.2180
2003 .8599 .3581 N/A 1.2180
2004 .7941 .2859 N/A 1.0800
2005 .6456 .3044 N/A 0.9500
2006 .4496 .3154 N/A 0.7650
2007 .2850 .3360 N/A 0.6210
2008
Source: City of Miami, Florida Finance Department
13531/03/00150950. DOCv6}
22
Assessed Valuations
The following table shows the assessed valuations for the City for fiscal years ending September 30,
1998 through September 30, 2007.
THE CITY OF MIAMI, FLORIDA
NET ASSESSED VALUE AND ESTIMATED ACTUAL VALUE OF TAXABLE PROPERTY
LAST TEN FISCAL YEARS
Fiscal Year
Ended
September 30,
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
Real Property
Residential
Property
$ 5,183,731,875
5,476,130,675
5,796,864,025
6,000,474,083
6,612,151,524
7,679,048,886
8,789,474,779
10,364,157,774
11,404,465,779
14,581,899,932
Commercial
Property
$ 5,183,760,882
5,564,886,455
5,835,981,002
6,113,340,757
6,730,517,606
7,380,571,799
8,369,950,851
9,870,433,741
13,896,738,380
17,785,200,671
Persona]
Property
$1,329,476,797
1,334,992,653
1,480,211,283
1,657,551,519
1,770,392,311
1,878,266,085
1,711,697,688
1,695,110,542
1,676,173,129
1,722,943,295
Net Assessed
Value
$11,696,969,554
12,376,009,783
13,113,056,310
13,771,366,359
15,113,061,441
16,937,886,770
18,871,123,318
21,929,702,057
26,977,377,288
34,090,043,898
Total City
Tax Millage
11.52
11.79
10.90
10.28
10.21
10.07
9.84
9.67
9.26
8.99
Estimated
Actual Value
$17,112,988,091
17,901,918,921
18,857,553,034
20,061,032,742
22, 035, 829,555
24,759,964,620
27,717,908,682
32,133,104,422
39,120,899,711
48,924,943,246
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.
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.
{3531 /03/00150950. DOCv6}
23
Tax Deeds
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 al] 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.
Fiscal Year
Ended
September 30,
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
THE CITY OF MIAMI, FLORIDA
PROPERTY TAX LEVIES AND COLLECTIONS
Total Tax
Levied for
Fiscal Year
$128,661,000
132,850,000
134,743,241
145,913,155
143,932,314
141,425,410
152,339,301
167,490,551
186,253,134
208,091,814
242,077,783
Collected Within the
Fiscal Year of the Levy
Percent
Amount of Levy
$120,519,000 93.67%
128,783,000 96.94
127,911,000 94.93
143,515,000 98.36
136,028,063 95.17
134,535,715 95.13
146,185,141 95.96
157,339,038 93.94
183,845,937 98.71
199,072,981 95.67
234,361,909 96.81
Collections in
Subsequent
Years
$7,777,558
3,479,776
6,330,294
1,405,841
6,174,244
5,959,373
4,079,641
7,735,274
1,640,252
2,379,977
Total Collections to Date
Amount
$128,296,558
132,262,776
134,241,294
144, 920, 841
142,202,307
140,495,088
150,264,782
165,074,312
185,486,189
201,452,958
234,361,909
Source: City of Miami, Finance Department and Miami -Dade County Tax Collector's Office
{3531/03/00150950. D0Cv6}
24
Percent
of Levy
99.72%
99.56 %
99.63%
99.32%
99.49%
99.34%
98.64%
98.56%
99.59%
96.81%
96.81%
As of 2006, the City's ten largest ad valorem taxpayers, the nature of their activities, the assessed
values of their properties (in thousands of dollars), and their relative percentage of total assessed property
values in the City follows:
TEN LARGEST TAX ASSESSMENTS
2006 ASSESSED VALUES
`taxpayer
SRI Miami Ventures, LP
Teachers Ins. & Annuity Association of America
Florida Power & Light
Prudential Insurance Co.
1111 Brickell Office LLC
Terremark
Park Place
Biscayne Tower Group
Swire Properties
Cedars Healthcare Group
Total
Nature of Activity
Real Estate Investments
Real Estate Investments
Utility
Real Estate Investments
Real Estate Investments
Real Estate Investments
Office Building
Office Building
Real Estate Investments
Healthcare
Assessed
Value
$287,500,000
262,400,000
256,476,419
167,000,000
128,800,000
125,390,640
113,983,435
100,600,000
88,695,772
83,689,876
Percent of
Total
Assessed
1.07%
0.97%
0.95%
0.62%
0.48%
0.46%
0.42%
0.37%
0.33%
0.31%
5.98%
Source: City of Miami Comprehensive Annual Financial Report, September 2006
LEGISLATIVE PROPOSALS
In the November 7, 2006 general election, the voters of the State approved Amendments 6 and 7 to
the State Constitution, which provide for an increase in the homestead (ad valorem tax) exemption to $50,000
from $25,000 for certain low-income seniors effective January 1, 2007 and provide a discount from the amount
of ad valorem taxes for certain permanently disable veterans effective December 7, 2006, respectively. The
extent to which these amendments may affect the ad valorem tax collections of the City in future years is not
currently known.
During the 2007 regular session of the Florida Legislature which ended March 4, 2007, the Florida
Legislature considered property tax reform proposals that, if they had been adopted, could have changed the
methodology of imposing ad valorem taxes that in turn might reduce the amount of ad valorem taxes that
certain governmental entities in Florida can collect. Such proposals include, without limitation, replacing
property taxes on homestead property with increased sales taxes, doubling the current $25,000 homestead
exemption, applying limits on annual increases in the taxable value of homestead property to certain non -
homestead property, permitting homeowners to transfer al] or a portion of their ad valorem tax basis to a new
home rather than being subject to revaluation and a higher tax basis upon purchase of a new home, and/or
capping total ad valorem tax revenue collections. The Florida Legislature adjourned without approving any
of such proposals, but a special legislative session to consider such proposals has been scheduled during June,
2007. In order for a property tax reform proposal to become law, proposed legislation would be required to
pass both houses of the Florida Legislature and not be vetoed by the Florida Governor, Additionally, voter
approval may be necessary for any proposal that requires amending the Florida Constitution. Furthermore,
(3531 /03/00150950. DOCv6)
25
new and different proposals may emerge. At this time, there is no way to predict whether any of such
proposals will become law or what impact, if any, enactment thereof would have on the financial condition of
the City. It is possible that if any of such proposals were to become law, there could be an adverse affect on
the amount of ad valorem tax revenues received by the City.
It is impossible to predict whether all or any of such legislation will be enacted during this
special session or in the future or whether certain of the amendments will be approved by voters
and what effect, if any, such legislation or approval will have on the City's finances.
THE CITY OF MIAMI
Background
Now 111 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
Angel Gonzalez, Chairman
Joe M. Sanchez, Vice Chairman
Tomas P. Regalado
Michelle Spence -Jones
Marc D. Sarnoff
Date Term Expires
November 2007
November 2009
November 2007
November 2009
November 2007
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 $508 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
f 3531/03/00150950.DoCv6)
26
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 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.
13531/03/00150950. DOCv6)
27
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, (j) State and/or Local Government Taxable and/or Tax -Exempt Debt, (k) Registered
Investment Companies (Money Market Mutual Funds) and (1) Intergovernmental Investment Poo]. Also, the
City may invest in investment products that include the use of derivatives.
As of September 30, 2006, approximately 85.1% of the City's investment portfolio was invested in
United States Treasury Obligation and obligations of agencies of the United States Government.
Approximately 14.9% 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.
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 Series 2007 Bonds and their 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 capita]
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 2006-2010 five year Capital Improvement Plan (the "Capital Plan"), covering the
period from October 1, 2006 through September 30, 2010, earmarked funding estimated at $780.3 million for
519 projects throughout the City. Streets and sidewalks projects account for the largest portion of the total
Capital Plan funding at $319.9 million or 41%. Parks and recreation projects are the second largest,
accounting for $136.6 million, or 17.5%, and public facilities projects are the third largest accounting for $93.8
million, or 12%, of the total Capital Plan.
Bonds issued by the City represent the largest share of funding for the Capital Plan, accounting for
49.9% of the total, Capital project revenues (impact fees, storm water utilities, optional gas tax, etc.) account
for 30.4%, funding derived from Miami -Dade County accounts for 13% and the remaining 6.7% of funding is
from federal, State and other private donations,
13531/03/0015095o. DOCv6}
28
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 2 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.
General Fund
The General Fund is the general operating fund of the City. ]t accounts for all financial resources
except for those required to be accounted for in another fund. The largest source of revenue in this fund is
generated from ad valorem taxation. Operations will be removed from the General Fund only when they can
be operated as true enterprise operations.
{3531/03/007 50950,DOCv6 J
[Remainder of page intentionally left blank.]
29
The following chart shows information regarding the General Fund over the five year period ending
September 30, 2006.
Summary Schedule of Revenues, Expenditures and Net Changes in Fund Balance
for the General Fund
Fiscal Year Ended September 30th
2002 2.4.Q1 zoj 20�5 2006
Revenues
Taxes $130,375,831 $139,604,223 $159,391,679 $178,979,987 $214,329,257
Franchise Fees/Other Taxes 15,775,689 31,556,387 34,988,629 35,918,724 41,342,214
Licenses and permits 21,375,993 21,469,973 23,011,688 27,394,427 28,468,593
Fines and forfeitures 4,051,483 5,049,412 4,732,357 4,980,002 5,175,457
Intergovernmental 42,322,189 44,071,524 49,260,814 49,790,494 53,266,529
Charges for services 93,708,913 86,182,827 87,591,034 91,979,456 91,980,596
Fines and forfeitures 10,102,103 7,280,372 5,438,411 4,404,529 11,144,320
Interest
Other 5,371,152 3,688,197 5,828,412 3,949,489 5,563,166
Total Revenues $323,083,353 $338,902,865 $370,243,024 $397,397,108 $451,270,132
Expenditures
General government 83,117,901 70,335,134 64,208,736 36,419,744 38,809,265
Planning Sr development 7,997,611 8,483,782 10,722,800 9,136,666 9,440,759
Community development -
Community redevelopment areas -
Public works 46,309,524 50,591,533 56,926,608 48,251,766 50,573,908
Public safety 169,452,122 198,541,341 243,181,936 181,871,226 187,938,096
Public facilities 5,071,735 5,173,926 5,911,254 6,597,590 7,355,457
Parks and recreation 11,092,994 12,594,690 14,763,846 14,621,171 15,111,916
Risk management 29,162,254 25,546,486
Pensions(?) - 73,862,309 78,864,757
Organizational support(') 23,917,033 25,161,646
Non-departmental(2) 12,926,933 13,204,324
Debt Service:
Principal
Interest and Other Charges -
Capital Outlay
Total Expenditures $489,222,004 $345,720,406 $395,715,180 $436,766,692 $452,006,614
Excess (Deficiency) of Revenues
Over (Under) Expenditures 41,466 (6,817,541) (25,472,156) (39,369,584) (736,482)
Other financing sources and (uses):
Operating transfers in 47,366,515 51,282,877 49,400,444 43,484,074 52,097,226
Operating transfers out (24,553,971) {44,130,853) (32,142,211) {23,862,197) (42,209,286)
Refunding Bonds Issued - -
Payments to Refunded Bond Escrow
Agent - -
Bonds Issued - -
Loan
Capital Leases - 3,204,349 -
Sale of Capital Assets - -
Total other financing sources, net 22,812,544 7,152,024 20,462,582 19,621,877 9,887,940
Net Change in Fund Balances $22,854,010 $ 334,483 $(5,009,574) $ (19,747,707) $9,151,458
Debt Service as Percentage of Non -
Capital Expenditure
Source: The City of Miami, Florida
ni
(2)
Data not available prior to fiscal 2002 implementation of Governmental Accounting Standards Board
Statement No. 34, Basic Financial Statements and Management's Discussion and Analysis for State and Local
Governments.
The City, in the 2005 fiscal year, revised the reporting for these functions in the governmental funds.
Previously, these amounts were included in other functions.
(3531/03/00150950.DOCv6} 30
Budget
The City's Fiscal Year 2007 Budget was adopted on September 26, 2006. The Fiscal Year 2007 Budget
is approximately $508,136,185, an increase of 3.22°10 ($16.3 million) from the Fiscal Year 2006 Budget. The
millage rate decreased from 8.4995 mills in Fiscal Year 2006 to 8.3745 mills in Fiscal Year 2007. Such variance
can be attributable to the Public Safety budget which comprises 36.57% of the Fiscal Year 2007 Budget being
increased by $3.4 million to add 45 new police and fire -rescue positions; the Risk Management budget being
decreased by $17.8 million and the Group Benefits budget being increased by $19.4 million due to the re -
categorization of benefits and the Pension fund budget being increased by $5.4 million to fund the increase in
the previous year's actuarially calculated required contribution. Additionally, an additional $3 million was
budgeted in Other Revenue due to a higher than expected increase in miscellaneous revenues, a $1.2 million
increase in the Charges for Services budget due to an increase in parking surcharge collections and a $1.5
million increase in Licenses and Permits budget due to higher than anticipated collections in special use
permits and energy conservation permits.
'Remainder of page intentionally left blank.]
13531/03/00150950.DOCv6j 31
2007 APPROPRIATED BUDGET
The chart below shows the City's Fiscal Year 2007 Budget versus the Fiscal Year 2006 Budget.
Revenues
Property Taxes
Franchise Fees and Other Taxes
Interest
(Transfers)
Fines and Forfeitures
Intergovernmental Revenues
Licenses and Permits
Other Revenues (Inflows)
Charges for Services
Total Revenues (Inflows)
Expenditures
General Government
Planning & Development
Public Works
Public Safety
Public Facilities
Parks & Recreation
Risk Management
Organizational Support -Group
Benefits
Pension
Non -Departmental
(Transfers)
Total Expenditures (Outflows)
FY 2007
Adopted
Budget
FY 2006
Adopted
Budget
$255,377,267 $213,896,609
36,060,759 34,358,226
8,101,000 7,571,000
36,737,086 51,628,734
4,595,500 4,475,500
40,721,218 39,354,366
26,581,392 23,536,650
16,095,147 32,935,925
83,866,817 84,007,650
$508,136.186 $491,764,660
45, 899, 786
11,134,289
58,123,410
185,831,680
7,443,216
20,048,319
33,768,550
26,736,867
85,066,764
I2,247,386
21,835,919
$508,136,186
13531/03/00150950.DOCv6} 32
44,783,939
10,692,132
54,778,232
176,281,734
7,659,326
17,519,645
51,551,812
7,321,813
79,644,316
13,754,192
27,777,519
$491,764,660
Increase
(Decrease)
$41,480,658
1,702,533
530,000
(14,891,648)
120,000
1,366,852
3,044,742
(16,840,778)
(140,833)
$16,371,526
FY 2006
Revised
Budget
$213,896,609
34,858,226
7,571,000
53,939,513
4,475,500
38,054,366
25,186,650
36,717,426
84,037,484
$498,736,774
1,115,847 45,086,448
442,157 11,150,865
3,345,178 55,638,232
9,549,946 176,570,927
(216,110) 7,756,402
2,528,674 18,419,645
(17,783,262) 34,263,573
19,415,054 24,610,052
5,422,448 79,644,316
(1,506,806) 9,400,339
(5, 941, 600) 36,195, 975
$16,371,526 $498,736,774
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, 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 FIPO.
The EORT is a non-contributory plan. 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 and
2006.
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, 2006 was $3,583,015 and the annual pension costs have been
13531/03/00150950.DOCv6)
33
fully contributed by the City for the fiscal years ended September 30, 2004, 2005 and 2006.
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 upon the employee's
seniority and civil service classification. The amount accrued as of September 30, 2006 is $70,759,099 of which
$4,405,699 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. In accordance with Section 112.0801, the City provides medical
coverage and life benefits to its retirees. Although not required by law, the City pays a portion of such cost of
participation for its retirees. As with all governmental entities providing similar plans, the City will be
required to comply with the Governmental Accounting Standard's Board Statement No. 45 —Accounting and
Financial Reporting by Employers for Postemployment Benefits Other than Pensions ("GASB 45") no later
than its fiscal year ending September 30, 2008. The City has historically accounted for its other post
employment benefit ("OPEB") contributions an a pay as you go basis. GASB 45 applies accounting
methodology similar to that used for pension liabilities to OPEB and attempts to more fully reveal the costs of
employment by requiring governmental units to include future OPEB costs in their financial statements.
While GASB 45 requires recognition and disclosure of the unfunded OPEB liability, there is no requirement
that the liability of such plan be funded.
The City has not yet retained an actuary to review its OPEB liabilities. While the City does not know
at this time what its OPEB liabilities will be in connection with GASB 45 compliance in the future or the
amount it will budget in future years, it expects its OPEB liability to be significant, but manageable within its
normal budgeting process.
13531 /03/00150950. DOCv6}
[Remainder of page intentionally left blank.]
34
Direct Debt
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, 2006, including that which is payable
from sources other than ad valorem taxes.
Amount Outstanding
DESCRIPTION Issued Balance
General/Limited Ad Valorem Obligations:
General Obligation Refunding Bonds, Series 1992 $ 70,100,000 $ 11,015,000
Homeland Defense/Neighborhood CIP, Series 2002A 153,186,406 150,651,932
General Obligation Refunding Bonds, Series 2002A 32,510,000 28,170,000
General Obligations Bonds, Other Issues 23,190,000 1,565,000
General Obligation Refunding Bonds, Series 2003 18,680,000 9,765,000
General Obligation Refunding. Bonds, Series 2003B 4 1880 000 4,140.000
$301,846406 $205,306,932
Special Obligation and Revenue Bonds and Loans:
Special Revenue Refunding Bonds, Series 1987
Community Entitlement Revenue Bonds, Series 1990
Special Obligation Non -Ad Valorem, Series 1995
Special Obligation Non -Ad Valorem Revenue, Series 1995
Special Revenue Refunding Bonds, Series 2002A
Special Revenue Refunding Bonds, Series 2002B
Special Revenue Refunding Bonds, Series 2002C
$ 65,271,325
11,500,000
22,000,000
72,000,000
27,895,000
13,170,000
28,390,000
$240,226,325
$ 8,901,060
2,335,000
2,365,000
61,815,000
27,895,000
3,495,000
25,325,000
$132,131,061
Loans:
Sunshine State Governmental Financing
Commission Loans $27,630,900 $10,751,700
Sunshine State Governmental Financing
SEOPW - Section 108 HUD Loan 5,100,000 3,800,000
Wynwood - Section 108 HUD Loan 5,500,000 3,260,000
Wagner Square — Section 108 HUD Loan 1,000 1,000
Sunshine State Governmental Financing
Commission - Secondary Loan 3,500,000 1,695,000
Gran Central Corporation Loan 1.708.864 1,708,864
Total Loans $43,440,7_4 $21,216,564
Source: City of Miami Finance Department
13531/03/00150950. D OCv6 }
35
Total Debt $585,513,495 $358,654,556
The following sets forth the aggregate debt service requirements for the City's outstanding general
obligation debt as of September 30, 2006. This table does not include the Series 2002 Bonds or the Series 2007
Bonds.
Fiscal Year Ended
September 30 Principal interest Total Debt Service
2007 $ 6,540,000.00 $ 2,595,180.02 $ 9,135,180.02
2008 5,840,000.00 2,297,690.02 8,137,690.02
2009 5,415,000.00 2,007,236.60 7,422,236.60
2010 5,550,000.00 1,761,675.63 7,311,675.63
2011 5,875,000.00 1,525,557.50 7,400,557.50
2012 5,980,000.00 1,251,587.53 7,231,587.53
2013 5,675,000.00 965,018.78 6,640,018.78
2014 6,105,000.00 685,943.76 6,790,943.76
2015 6,275,000,00 407,281.26 6,682,281.26
2016 685,000.00 70,000.00 755,000.00
2017 715,000,00 35,750.00 750,750.00
2018 0.00 300.00 300,00
Total $54,655,000.00 $13,603,221.10 $68,258,221.10
13531 /03 /00150950. DOCv61
[Remainder of page intentionally left blank.]
36
Overlapping Debt
The table set forth below summarizes the general obligation debt of the Miami -Dade County and the
School Board of Miami -Dade County as of September 30, 2006. While the City believes the amount of debt of
the School Board of Miami -Dade County and Miami -Dade County set forth below to be accurate, it should be
understood that this amount was derived from source materials which were not compiled by and are not
subject to verification by the City. Accordingly, no assurance can be given as to the absolute accuracy of these
amounts.
Percentage Amount
Net Applicable to Applicable to
Debt the City of the City of
Governmental Unit Outstanding Miami(') Miami
Debt Repaid with Property Taxes:
Miami -Dade County $507,316,000 19.00%
$96,390,040
Miami -Dade County School Board 903,577,044 19.00 17I,679,638
Subtotal, Overlapping Debt 268,069,677
City of Miami, Florida Direct Debt 358,654,556
Total Direct and Overlapping Debt $626,724,233
Sources: Data provided by the Miami -Dade County Finance Department and the Miami -Dade County School Board.
(1)
For debt repaid with property taxes, the percentage of overlapping debt applicable is estimated using
taxable assessed property values -values that are within the City's boundaries and dividing it by the
County's and School Board's total taxable assessed value. This approach was also used for the other debt.
Note: Overlapping governments are those that coincide, at least in part, with the geographic boundaries of the
City. This schedule estimates the portion of the outstanding debt of those overlapping governments that
is borne by the residents and businesses of the City of Miami. This process recognizes that, when
considering the City's ability to issue and repay long-term debt, the entire debt burden borne by the
residents and businesses should be taken into account. However, this does not imply that every taxpayer
is a resident, and therefore responsible for repaying the debt, of each overlapping government.
{3531 /03/00150950. DOCv6 }
37
Debt Ratios
General Obligation & Limited Ad Valorem Debt Per Capita
General Obligation & Limited Ad Valorem Debt as a Percentage
of Taxable Value
Non -Self Supporting Revenue Debt Per Capita
Non -Self Supporting Revenue Debt as a Percentage of Taxable Assessed Value
General Governmental Debt Service (non -self supporting) as a Percentage of
Non -Ad Valorem General Fund Expenditures
General Government Direct Debt Per Capita
Net Direct Debt as a Percentage of Taxable Assessed Value
General Government Debt Service as a Percentage of Non -Ad Valorem
General Fund Revenues
Source: Data provided by the City of Miami Finance Department
LEGAL MATTERS
$560.91
0.75%
$405.98
0.55%
52.57%
$560.91
0.75
70.34%
Certain legal matters incident to the validity of the Series 2007 Bonds are subject to the approval of
Squire, Sanders & Dempsey L.L.P., Bond Counsel, Miami, Florida whose approving opinion in the form
attached hereto as "APPENDIX E — FORM OF BOND COUNSEL OPINION" will be furnished without
charge to the purchasers of the Series 2007 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 Jorge L. Fernandez, Esq., City Attorney, and
by Bryant Miller Olive P.A., Miami, Florida, Disclosure Counsel to the City.
Certain legal matters will be passed upon for the Underwriters by KnoxSeaton, Miami, Florida.
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 2007 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.
The City experiences claims, litigation, and various legal proceedings which individually are not
expected to have a material adverse effect on the operations or financial condition of the City, but may, in the
aggregate, have a material impact thereon. In the opinion of the City Attorney, however, except as described
below, the City will either successfully defend such actions or otherwise resolve such matters without any
material adverse consequences to the financial condition of the City.
A class action suit was filed to challenge the City's Fire Rescue Assessment (the "Assessment"). The
plaintiffs contend that the Assessment is an unconstitutional tax on real property and, further, that it is not
properly apportioned. In 2002, a challenge to the City of North Lauderdale, Florida's fire rescue assessment
13531/03/00150950.DOCv61
38
resulted in the Supreme Court concluding that the same was unconstitutional to the extent it charged for
emergency medical services. Since the date of the decision of the Supreme Court, the City amended the
Assessment to comply with the judgment of the Supreme Court in the North Lauderdale case. In 2004, the
City thought it approved a class -wide settlement of this class action suit in the amount of $7 million, however,
subsequently, the City has learned that the class was never certified and the settlement was paid to only 5
individuals. In subsequent proceedings, the settlement was set aside and the City recouped funds previously
paid. All funds previously paid were placed into an interest bearing trust account pending resolution of the
class action suit. Subsequently, the plaintiffs filed a Second Amended Complaint seeking a refund and
apportionment for fiscal years 1997-1998 through 2005-2006. The potential exposure for this action is $12-15
million. Additional funds which may be needed to settle the suit have been reserved in the amount of $12
million.
A suit was filed against the City seeking promotions with back pay and emoluments retroactive to
1994 for 98 individuals. The trial judge severed the action to address only the liability. A judgment in a prior
action with a different group of plaintiffs was entered against the City. The potential exposure for this action
is estimated at $10 million. The City has reserved $10 million as of September 30, 2006 for this action.
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
General
In the opinion of Squire, Sanders & Dempsey L.L.P., Bond Counsel, under existing law: (i) interest on
the Series 2007 Bonds is excluded from gross income for federal income tax purposes under Section 103 of the
Internal Revenue Code of 1986, as amended (the "Code"), and is not an item of tax preference for purposes of
the federal alternative minimum tax imposed on individuals and corporations; and (ii) the Series 2007 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. Bond Counsel will express no opinion as to any other tax
consequences regarding the Series 2007 Bonds.
The opinion on tax matters will be based on and will assume the accuracy of certain representations
and certifications, and continuing compliance with certain covenants, of the City to be contained in the
transcript of proceedings and that are intended to evidence and assure the foregoing, including that the Series
2007 Bonds are and will remain obligations the interest on which is excluded from gross income for federal
income tax purposes. Bond Counsel will not independently verify the accuracy of those certifications and
representations or the continuing compliance with the City's covenants.
13531/03/00150950, DDCv6 }
39
The opinion of Bond counsel is based on current legal authority and covers certain matter not directly
addressed by such authority. It represents Bond Counsel's legal judgment as to exclusion of interest on the
Series 2007 Bonds from gross income for federal income tax purposes but is not a guaranty of that conclusion.
The opinion is not binding on the Internal Revenue Service ("IRS") or any court. Bond Counsel expresses no
opinion about (i) the effect of future changes in the Code and the applicable regulations under the Code or (ii)
the interpretation and the enforcement of the Code or those regulations by the IRS.
The Code prescribes a number of qualifications and conditions for the interest on state and local
government obligations to be and to remain excluded from gross income for federal income tax purposes,
some of which require future or continued compliance after issuance of the obligations. Noncompliance with
these requirements by the City may cause the loss of such structured result in interest on the Series 2007
Bonds, being included in gross income for federal income tax purposes retroactively to the date of issuance of
the Series 2007 Bonds, The City has covenanted to take the actions required of it for the interest on the Series
2007 Bonds to be and to remain excluded from gross income for federal income tax purposes, and not to take
any actions that would adversely affect that exclusion.
After the date of issuance of the Series 2007 Bonds, Bond Counsel will not undertake to determine (or
to so inform any person) whether any actions taken or not taken, or any events occurring or not occurring, or
other matters coming to Bond Counsel's attention, may adversely affect the exclusion from gross income for
federal income tax purposes of interest on the Series 2007 bonds or the market prices of the Series 2007 Bonds.
Under Code provisions applicable only to certain corporations, a portion of the excess of adjusted
current earnings (which includes interest on all tax-exempt obligations, including the Series 2007 Bonds) over
other alternative minimum taxable income may be subject to a corporate alternative minimum tax. In
addition, interest on the Series 2007 Bonds may be subject to a branch profits tax imposed on certain foreign
corporations doing business in the United States and to a tax imposed on excess net passive income of certain
S corporations.
Under the Code, the exclusion of interest from gross income for federal income tax purposes may
have certain adverse federal income tax consequences on items of income, deduction or credit for certain
taxpayers, including financial institutions, certain insurance companies, recipients of Social Security and
Railroad Retirement benefits, those that are deemed to incur or continue indebtedness to acquire or carry tax-
exempt obligations, and individuals otherwise eligible for the earned income tax credit. The applicability and
extent of these or other tax consequences will depend upon the particular tax status or other tax items of the
owner of the Series 2007 Bonds. Bond Counsel will express no opinion regarding those consequences.
Purchasers of the Series 2007 Bonds at other than their original issuance at the respective prices
indicated on the cover of this Official Statement should consult their own tax advisers regarding other tax
considerations such as the consequences of market discount.
13531 /03100150950, DOCv6 i
40
[Original Issue Discount and Original Issue Premium
Certain of the Series 2007 Bonds ("Discount Bonds") as indicated on the inside cover of this Official
Statement were offered and sold to the public at an original issue discount ("OID"). OID is the excess of the
stated redemption price at maturity (the principal amount) over the "issue price" of a Discount Bond. The
issue price of a Discount Bond is the initial offering price to the public (other than to bond houses, brokers or
similar persons acting in the capacity of underwriters or wholesalers) at which a substantial amount of the
Discount Bonds of the same maturity is sold pursuant to that offering. For federal income tax purposes, OID
accrues to the owner of a Discount Bond over the period to maturity based on the constant yield method,
compounded semiannually (or over a shorter permitted compounding interval selected by the owner). The
portion of OID that accrues during the period of ownership of a Discount Bond purchased in the initial
offering at the price for such Discount Bond stated on the inside cover of this Official Statement (i) is interest
excludable from the owner's gross income for federal income tax purposes to the same extent, and subject to
the same considerations discussed above, as other interest on the Series 2007 Bonds, and (ii) is added to the
owner's tax basis for purposes of determining gain or loss on the maturity, redemption, prior sale or other
disposition of that Discount Bond. The amount of OID that accrues each year to a corporate owner of
Discount Bonds is taken into account in computing the corporation's liability for federal alternative minimum
tax. A purchaser of a Discount Bond at its issue price in the initial public offering who holds that Discount
Bond to maturity will realize no gain or loss upon the retirement of that Discount Bond,
Certain of the Series 2007 Bonds ("Premium Bonds") as indicated on the inside cover of this Official
Statement were offered and sold to the public at a price in excess of their stated redemption price (the
principal amount) at maturity. That excess constitutes bond premium. For federal income tax purposes, bond
premium is amortized over the period to maturity of a Premium Bond, based on the yield to maturity of that
Premium Bond (or, in the case of a Premium Bond callable prior to its stated maturity, the amortization
period and yield may be required to be determined on the basis of an earlier call date that results in the
lowest yield on that Premium Bond), compounded semiannually. No portion of that bond premium is
deductible by the owner of a Premium Bond. For purposes of determining the owner's gain or loss on the
sale, redemption (including redemption at maturity) or other disposition of a Premium Bond, the owner's tax
basis in the Premium Bond is reduced by the amount of bond premium that accrues during the period of
ownership. As a result, an owner may realize taxable gain for federal income tax purposes from the sale or
other disposition of a Premium Bond for an amount equal to or less than the amount paid by the owner for
that Premium Bond. A purchaser of a Premium Bond at its issue price in the initial public offering who holds
that Premium Bond to maturity (or, in the case of a callable Premium Bond, to its earlier call date that results
in the lowest yield on that Premium Bond) will realize no gain or Toss upon the retirement of that Premium
Bond.
Owners of Discount and Premium Bonds should consult their own tax advisers as to the
determination for federal income tax purposes of the amount of OID or bond premium properly accruable in
any period with respect to the Discount or Premium Bonds and as to other federal tax consequences and the
treatment of OID and bond premium for purposes of state and local taxes on, or based on, income.]
(3531 /03/0015 0950. D O Cv61
41
RATINGS
Moody's Investor's Service ("Moody's"), Fitch Ratings ("Fitch") and Standard & Poor's Ratings
Services ("S&P") have assigned their municipal bond ratings of " ," " " and " ," respectively, to
the Series 2007 Bonds with the understanding that upon delivery of the Series 2007 Bonds, the municipal
bond insurance policy will be issued by the Insurer.
In addition, Moody's, Fitch and S&P have assigned underlying ratings of " ," " " and "
respectively, without giving any regard to such 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 2007 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 2007 Bonds. The Financial
Advisor did not participate in the underwriting of the Series 2007 Bonds.
AUDITED FINANCIAL STATEMENTS
The General Purpose Audited Financial Statements of the City for the fiscal year ending
September 30, 2006 (the "Audited Financial Statements"), and report thereon of Rachlin Cohen & Holtz LLP
(the "Independent Certified Public Accountant") are attached hereto as "APPENDIX D — GENERAL
PURPOSE AUDITED FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED
SEPTEMBER 30, 2006." Such statements speak only as of September 30, 2006. 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 2007A 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 2007A Bonds, [plus net original issue premium] 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 2007A Bonds if any Series 2007A Bonds are purchased. The Series 2007A Bonds may be
offered and sold to certain dealers (including dealers depositing such Series 2007A 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.
The Series 2007E 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 2007E Bonds, [plus net original issue premium] of $ , less Underwriters' discount of
135 31 /03/0015 095 0, D OCv 6 )
42
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 2007B Bonds if any Series 2007E Bonds are purchased. The Series 2007B Bonds may be
offered and sold to certain dealers (including dealers depositing such Series 2007B 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.
VERIFICATION OF MATHEMATICAL COMPUTATIONS
At the time of the delivery of the Series 2007A Bonds, The Arbitrage Group, Inc., Birmingham,
Alabama, will deliver a report on the mathematical accuracy of the computations contained in schedules
provided to them and prepared by UBS Investment Bank relating to (i) the sufficiency of the anticipated cash
and maturing principal amounts of and interest on the Obligations of the United States of America to pay,
when due, the principal upon prior redemption, interest and call premium requirements of the Refunded
Bonds, and (ii) the arithmetical accuracy of the mathematical computations relating to the investment of funds
pursuant to the Escrow Deposit Agreement.
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 2007 Bonds. Payment of the fees of such
professionals and an underwriting discount to the Underwriters are each contingent upon the issuance of the
Series 2007 Bonds.
ENFORCEABILITY OF REMEDIES
The remedies available to the owners of the Series 2007 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 2007 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 2007 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 2007 Bondholders to provide certain financial
information and operating data relating to the City and the Series 2007 Bonds in each year, and to provide
notices of the occurrence of certain enumerated material events. The City has agreed to file annual financial
information and operating data and its audited financial statements with each nationally recognized
municipal securities information repository then approved by the Securities and Exchange Commission (the
"NRMSIRs"), as well as any state information depository that is established in the State (the "SID").
Currently, there are no such SIDs. The City has agreed to file notices of certain enumerated material events,
when and if they occur, with the NRMSIRs or the Municipal Securities Rulemaking Board, and with the SIDs,
if any. The obligation undertaken is an obligation to provide only limited information at limited times and
3531/03/00150950, DOCv61
43
may not include all information necessary to value the Series 2007 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 G - 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 2007 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 2007 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 has never
failed to comply with any prior agreements to provide continuing disclosure information pursuant to the
Rule.
ACCURACY AND COMPLETENESS OF OFFICIAL STATEMENT
The references, excerpts, and summaries of all documents, statutes, and information concerning 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 2007 Bonds, the security
for the payment of the Series 2007 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 nor 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.
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 2007
Bonds.
13531 /03/00150950.DOCv6l
44
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 2007 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 2007 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.
{3531/03/00150950. DOCv61
45
THE CITY OF MIAMI, FLORIDA
By:
City Manager
General
APPENDIX A
GENERAL INFORMATION REGARDING THE CITY AND THE COUNTY
Now 111 years old, the City of Miami, Florida (the "City") is part of the nation's eleventh largest
metropolitan area. 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.
City of
Year Miami
1960
1970
1980
1990
2000
291,688
331,553
346,865
358,648
362,470
Percent
Change
13.6
4.6
3.4
1.0
Population
Miami -Dade Percent
County Change
935,047
1,267,792
1,625,509
1,937,194
2,253,362
35.6%
28.2
19.2
16.3
State of
Florida
4,951,560
6,791,418
9,746,961
12,938,071
15,982,378
Source: University of Florida, Florida Statistical Abstract 2005, U.S. Census Bureau
Governmen
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.
(3531/03/00150950. DOCv6)
A-1
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 City -owned Orange Bowl Stadium, 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 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 Community 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 College offer degrees in
a variety of subjects.
i3531/03/00150950. DQCv6l
A-2
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 Eye 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 2006 over 32 million air travelers were serviced by Miami
International Airport, and approximately 1,95 million tons of cargo was handled. More than 90 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 2006, 3,600,000 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 9.47 million tons cargo transferred in
the port in 2005. 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 $16 billion annually, which should increase after the completion of
the Port's five year, $346 million capital improvement program.
{3531/03/00150950.DOCv6l
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
AT&T Latin America
Caterpillar
Clorox Latin America
ExxonMobil Inter -America
IBM Corporation
Olympus Latin America
Stanley Latin America
Terra Networks USA
Source: Beacon Council
Acer Latin America
Black & Decker Latin America Group
Chevron -Texaco
Eastman Chemical Latin America
Federal Express Corporation
Johnson & Johnson
Oracle Latin America
Tech Data
The Gap
American Express
Canon Latin America
Cisco Systems
Ericsson
Hewlett Packard Co. Latin America
Komatsu Latin America
Sony Broadcast Export Corporation
Telefonica USA
United Parcel Service
Distribution of Major Employment Classifications
for City of Miami, Florida
Occupational Title
Construction
Manufacturing
Mining and Natural Resources
Transportation, Warehousing, and Utilities
Wholesale Trade
Retail Trade
Information
Finance Activities
Professional and Business
Education and Health Services
Leisure and Hospitality
Other Services
Government
Total Employed
Source: Miami -Dade County Annual Report to Bondholders
(3531 /03/00150950. DOCv6
A-4
Percentage
Employees of Totals
43,400 4.1
49,600 4,7
400 0
61,300 5.9
75,100 7.2
115,800 11.1
28,400 2.7
69,900 6.7
163,400 15.6
137,700 13.2
101,700 9.7
45,400 4.3
154 400 14.8
1,046,500 1010
Labor Force and Employment Statistics
City of Miami, Florida
Civilian Unemployment
Period Employment Labor Force Rate
2002 142,555 156,153 8.7%
2003 144,075 156,283 7.8
2004 146,734 158,039 7.2
2005 I50,038 157,380 4.7
Source: Bureau of Labor
Public Employers:
Major Employers for Miami -Dade County
Florida
Unemployment Rate
Name Number of Employees
Miami -Dade County Public Schools 50,000
Miami -Dade County 32,000
U.S. Federal Government 20,400
Florida State Government 17,000
Jackson Health System 10,500
Miami -Dade College 6,500
City of Miami 3,954
Florida International University 3,500
Miami Veteran Affairs Medical Center 2,400
City of Miami Beach 1,839
City of Hialeah 1,800
U.S. Coast Guard 1,224
U.S. Southern Command 1,200
City of Coral Gables 1,059
City of North Miami Beach 761
Source: City of Miami Comprehensive Annual Financial Report, September 2006
13531 /03/00150950.D0Cv6}
A-5
5.7%
5,3
4.7
3.8
Private Employers:
Name
Baptist Health Systems of South Florida
University of Miami
American Airlines
United Parcel Service
Bell South
Winn Dixie Stores
Precision Response Corporation
Publix Super Markets
Florida Power & Light Company
Macy's of Florida
Royal Caribbean International
Mount Sinai Medical Center
Carnival Cruise Lines
Source: The Beacon Council
Fiscal
Year
2005-2006
2004-2005
2003-2004
New
Commercial
Building
Permits
11
10
352
Number of
Employees
10,683
9,367
9,000
5,000
4,800
4,616
4,196
4,000
3,665
3,368
3,300
3,000
3,000
Name
American Sales Sr Management
Miami Children's Hospital
Wachovia Bank, N.A,
Mercy Hospital
Cordis (a Johnson & Johnson
Company)
Miami Herald Publishing Co.
Assurant Group
Cedars Medical Center
Burger King Corporation
MasTec
Beckman Coulter Corp.
Bank of America
Boston Scientific
Record of Building Permits, 2003 through 2006
City of Miami, Horida
Estimated
Cost
$21,020,425
$15,881,915
$337,574,182
Source: City of Miami, Florida Building Department
(3531 /03/00150950. DQCv61
Other
Commercial
Building
Permits
116
101
1,713
A-6
New
Residential
Building
Permits
146
256
4,347
Estimated
Cost
$23,395,497
$41,468,365
$584,487,135
Number of
Employees
2,800
2,571
2,500
2,433
2,200
2,000
2,000
2,000
1,907
1,800
1,800
1,700
1,500
Other
Residential
Building
Permits
246
257
3,908
Year
2002
2003
2004
2005
2006
Per Capita Personal Income
Source: Florida Research and Economic Database
(1) Data is for Metropolitan Statistical Area
(3531 /03/0015095 0. D OC v6)
Miamit1>(dollars) Florida (dollars)
$27,074 $29,709
27,670 30,341
29,076 32,577
N/A 34,099
N/A N/A
A-7
APPENDIX 13
DESCRIPTION OF NON -AD VALOREM REVENUES
The following describes the sources of the City's Non -Ad Valorem Revenues:
Franchise Fees
Franchise fees are levied annually on utility companies by the City in return for granting a privilege
sanctioning a monopoly or permitting the use of public property. Such fees are currently levied against
Florida Power and Light Co. and over 24 solid waste haulers doing business in the City of Miami.
Public Service Tax
The Public Services Tax is imposed, levied and collected by the City pursuant to Section 166.231,
Florida Statutes, and other applicable provisions of law, on the purchase of electricity, fuel oil, metered or
bottled gas (natural liquefied petroleum gas or manufactured), water service, and other services on which a
tax may be imposed by law.
Florida law authorizes any municipality in the State of Florida to levy a public service tax on the
purchase within such municipality of electricity, metered natural gas, liquefied petroleum gas either metered
or bottled, manufactured gas either metered or bottled, water service and fuel oil as well as any services
competitive with those specifically enumerated. This tax may not exceed 10% of the payments received by the
sellers of such services from purchasers (except in the case of fuel oil, for which the maximum tax is four cents
per gallon), The purchase of natural gas or fuel oil by a public or private utility either for resale or for use as
fuel in the generation of electricity, or the purchase of fuel oil or kerosene for use as an aircraft engine fuel or
propellant or for use in internal combustion engines, is exempt from the levy of such tax.
Pursuant to the Constitution of the State of Florida, Florida Statutes and a resolution of the City, the
City levies a Public Services Tax, within the incorporated area of the City at the rate of 10% on sales of all
services for which it is allowed to tax, except telecommunications service, and with the restriction that the tax
on fuel oil cannot exceed 4 cents per gallon.
Florida law provides that a municipality may exempt from the public service tax the first 500
kilowatts of electricity per month purchased for residential use. The City has not adopted such an exemption
but it does exempt purchases by the United States Government, the State of Florida, Miami -Dade County, the
City and its agencies, boards, commissions and authorities from the levy of such tax. In addition, the City
exempts purchases used exclusively for church purposes by any State of Florida recognized church.
The Public Services Tax must be collected by the seller from purchasers at the time of sale and
remitted to the City. Such tax will appear on a periodic bill rendered to consumers for electricity, metered and
bottled gas, water service and fuel oil. A failure by a consumer to pay that portion of the bill attributable to
the public service tax may result in a suspension of the service involved in the same fashion as the failure to
pay that portion of the bill attributable to the particular utility service.
13531/03/00150950, DOCv6]
B-1
Local Communications Services Tax
The Communications Services Tax Simplification Act, enacted by Chapter 2000-260, Laws of Florida,
as amended by Chapter 2001-140, Laws of Florida, and now codified in part as Chapter 202, Florida Statutes
(the "Communications Services Tax Act") established, effective October 1, 2001, a communications services
tax on the sale of communications services as defined in Section 202.11, Florida Statutes, and as of the same
date repealed Section 166.231(9), Florida Statutes, which previously granted municipalities the authority to
levy a utility services tax on the purchase of telecommunication services. Florida Statute Section 202.19
provides that counties and municipalities may levy a discretionary communications services tax (the "local
communications services tax") on communications services, the revenues from which may be pledged for the
repayment of current or future bonded indebtedness. The City set the rates for its local communications
services tax pursuant to a resolution adopted on June 14, 2001.
Communication services are defined as the transmission, conveyance, or routing of voice, data, audio,
video, or any other information or signals, including cable services, to a point, or between or among points,
by or through any electronic, radio, satellite, cable, optical, microwave, or other medium or method now in
existence or hereafter devised, regardless of the protocol used for such transmission or conveyance. The term
does not include:
(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
Information services,
Installation or maintenance of wiring or equipment on a customer's premises.
The sale or rental of tangible personal property.
The sale of advertising, including, but not limited to, directory advertising.
Bad check charges.
Late payment charges.
Billing and collection services.
Internet access service, electronic mail service, electronic bulletin board service, or similar
on-line services.
Any sale of communications services charged to a service address in the City is subject to the City's
local communications services tax at a rate of 5.62%. The Communications Services Tax Act further provides
that, to the extent that a provider of communications services is required to pay a tax, charge, or other fee
under any franchise agreement or ordinance with respect to the services or revenues that are also subject to
the tax, such provider is entitled to a credit against the amount of such tax payable to the State in the amount
of such tax, charge, or fee with respect to such service or revenues.
The proceeds of said local communication services tax less the Florida Department of Revenue's cost
of administration is deposited in the Local communication services tax clearing trust fund and distributed
monthly to the appropriate jurisdictions.
Intergovernmental
This category includes federal, state and other local units grants, and revenues shared by the state and
other Local units. The largest component is the half -cent sales tax.
The State of Florida (the "State") levies and collects a sales tax on, among other things, the sales price
of each item or article of tangible personal property sold at retail in the State, subject to certain exceptions and
13531/03/00150950.DOCv6}
B-2
dealer allowances. In 1982, the Florida legislature created the Local Government Half -Cent Sales Tax
Program (the "Local Government Half -Cent Sales Tax Program") which distributes a portion of the sales tax
revenue and money from the State's General Revenue Fund to counties and municipalities that meet strict
eligibility requirements. In 1982, when the Local Government Half -Cent Sales Tax Program was created, the
general rate of sales tax in the State was increased from 4% to 5%, and one-half of the fifth cent was devoted
to the Local Government Half -Cent Sales Tax Program, thus giving rise to the name "Half -Cent Sales Tax."
Although the amount of sales tax revenue deposited into the Local Government Half -Cent Sales Tax Program
is no longer one-half of the fifth cent of every dollar of the sales price of an item subject to sales tax, the name
"Half -Cent Sales Tax" has continued to be utilized.
Section 212.20, Florida Statutes, provides for the distribution of sales tax revenues collected by the
State and further provides for the distribution of a portion of sales tax revenues to the Local Government
Half -Cent Sales Tax Clearing Trust Fund (the "Trust Fund"), after providing for transfers to the General Fund
and the Ecosystem Management and Restoration Trust Fund. The entire sales tax remitted to the State by each
sales tax dealer located within a particular county (the "Local Government Half -Cent Sales Tax Revenues")
was deposited in the Trust Fund and earmarked for distribution to the governing body of such county and
each participating municipality within that county pursuant to a distribution formula.
As of July 1, 2004, the percentage of Local Government Half -Cent Sales Tax Revenues deposited in
the Trust Fund was effectively reduced to 8.805%. The general rate of sales tax in the State is currently 6.00%.
After taking into account the distributions to the General Fund (historically 5% of taxes collected) and the
Ecosystem Management and Restoration Trust Fund (.2% of the taxes collected), effective July 1, 2004, for
every dollar of taxable sales price of an item, approximately 0.501 cents is deposited into the Trust Fund.
The Local Government Half -Cent Sales Tax Revenues are distributed from the Trust Fund on a
monthly basis to participating units of local government in accordance with Part VI, Chapter 218, Florida
Statutes (the "Sales Tax Act"). Florida law also allows counties to impose a sales surtax of up to 1% to fund
infrastructure improvements upon approval by a vote of the electors.
As of October 1, 2001, the Trust Fund began receiving a portion of certain taxes imposed by the State
on the sales of communication services (the "CST Revenues") pursuant to Chapter 202, Florida Statutes.
Accordingly, moneys distributed from the Trust Fund now consist of funds derived from both general sales
tax proceeds and CST Revenues required to be deposited into the Trust Fund.
13531 /03/00150950. DOC v 6 ]
[Remainder of page intentionally left blank.]
B-3
The Local Government Half -Cent Sales Tax collected within a county and distributed to local government
units is distributed among the county and the municipalities therein in accordance with the following
formula:
County Share
(percentage of total Half -Cent =
Sales Tax receipts)
Municipality Share
(percentage of total Half -Cent =
Sales Tax receipts)
unincorporated + 2/3 incorporated
area population area population
total county + 2/3 incorporated
population area population
municipality population
total county + 2/3 incorporated
population area population
For purposes of the foregoing formula, "population" is based upon the latest official State estimate of
population certified prior to the beginning of the local government fiscal year. Should any unincorporated
area of Miami -Dade County become incorporated as a municipality, the share of the Local Government Half -
Cent Sales Tax received by Miami -Dade County and the City would be reduced.
The Local Government Half -Cent Sales Tax is distributed from the Trust Fund on a monthly basis to
participating units of local government. The Half -Cent Sales Tax Act permits the City to pledge its share of
the Local Government Half -Cent Sales Tax for the payment of principal of and interest on any capital project.
To be eligible to participate in the Local Government Half -Cent Sales Tax, the counties and
municipalities must comply with certain requirements set forth in the Half -Cent Sales Tax Act, These
requirements include those concerning the reporting and auditing of its finances, the levying of ad valorem
taxes or receipt of other revenue sources, and certifying certain requirements pertaining to the employment
and compensation of law enforcement officers, the employment of fire fighters, the auditing of certain
dependent special districts, and the method of fixing millage rates for the levying of ad valorem taxes.
Although the Half -Cent Sales Tax Act, does not impose any limitation upon the number of years
during which the City can receive distribution of the Local Government Half -Cent Sales Tax from the Trust
Fund, there may be future amendments to the Half -Cent Sales Tax. To be eligible to participate in the Trust
Fund in future years, the City must comply with certain eligibility and reporting requirements of Chapter
218, Part VI, Florida Statutes, otherwise, the City will not be entitled to any Trust Fund distributions for
twelve (12) months following a "determination of noncompliance" by the State Department or Revenue.
Licenses and Permits
These are revenues derived from the issuance of local licenses and permits, including professional
and occupational Licenses required for the privilege of engaging in certain trades, occupations and other
activities.
13531/03/00150950, DOCv6]
B-4
Charges for Services
Charges for various services provided by the City to residents, property owners, and grants received
from other governments, including the following:
• Genera] Government: all money resulting from charges for current services; i.e.,
photographs, reports and ordinances.
• Public Safety: fees for police services, fire protection services and emergency services.
• Physical Environment;. charges include cemetery fees.
•
•
Building and Zoning Inspections: fees for inspections such as plumbing, electrical, elevator
and mechanical inspections.
Marina Fees: all fees associated with operations of the various City marinas.
• Recreational and Special Events: fees for parks and recreation activities and events.
•
Other: fees for services not specifically mentioned above, i.e., engineering services, public
hearing fees.
Other Revenue and Financing Sources
• This category includes a variety of revenues and transfers from other funds, including:
• Interest earnings on invested funds.
• Fines and forfeitures imposed by local courts.
13531 / 03/0015 0950. D OCv 6 )
[Remainder of page intentionally left blank.]
B-5
The following table represents the City's determination of legally available non -ad valorem revenues
for the Fiscal Years Ending September 30, 2002 through September 30, 2006.
THE CITY OF MIAMI, FLORIDA
LEGALLY AVAILABLE NON -AD VALOREM FUNDS
YEAR ENDED SEPTEMBER 30th
Revenues:
Franchise and Utility Taxes
Licenses and Permits:
Business Licenses and Permits
Construction Permits
Intergovernmental:
State and Revenue Sharing
Half -Cent Sales Tax
Fine and Forfeitures
Other
Total Intergovernmental
Charges for Services:
Engineering Services(3)
Public Safety
Recreation
Other
Total Charges for Services
Interest Income
Other
Component Units Operating:
Transfers In
Transfers In from other Funds
Total Sources of Legally Available
Non -Ad Valorem Funds
2002
2003
2004
$15,775,689 $31,556,3870) $34,988,629
$ 6,605,985
14, 770, 008
$21,375,993
$ 8,172,375
20,910,283
4,051,483
11,369,009
$44,503,150
$11,639,867
10,906,517
487,479
72,545,573
$95,579,436
$10,102,103
$ 5,371,152
$ 2,255,454
$45,111,061
$240,074,038
$ 6,925,360
14,544,613
$21,469,973
$ 9,217,247
21,213,998
5,049,412
13, 640,279
$49,120,936
$45,392,136
11,366,612
581,244
28, 842,835
$86,182,827
$7,280,372
$3,688,147
$ 1,708,642
$47,691,802
$248,699,086
2005
2006
$35,918,724 $41,342,214
$ 6,975,040 $ 7,817,841
16,036,648 19,576,586(2)
$23,011,688 $27,394,427
$10,418,123
21,819,892
4,732,357
17, 022, 7990)
$53,993,171
$46,495, 695
9,947,278
572,253
30, 575.808
$87,591,034
$5,438,411
$5,828,412
$ 1,982,616
$47,417,878
$260,251,789
$13,002,038
22,802,208
4,980,002
13,986,248
$54,770,496
$50,264,889
10,429,442
451,451
30,833,674
$91,979,456
$ 7,078,534
21,390,059
$28,468,593
$13,044,234
25, 800,341
5,175,457
3,341.711
$47,361,743
$44,917,693
11,025,330
662,557
35,375,016
$91,980,596
$4,404,529 $11,144,320
$3,949,489 $16,643,409
$ 1,887,466
$41,596,608
$261,901,19,5
Source: City of Miami Finance Department
0) Prior to 2003, the City recorded stormwater utility revenues and optional gas tax in the Special Revenue Fund.
0) This increase was due to growth in the City and in new development.
13) This increase is due to amounts reclassified from "Other" to "Engineering".
(4) This increase was due to hurricane grants from FEMA.
13531/03/00150950.DOCv6}
B-6
$ 2,000,000
$50,097,226
$289,038,101
The following table represents current debt service on obligations payable from legally available non -
ad valorem revenues as of September 30, 2006.
CITY OF MIAMI, FLORIDA
SCHEDULE OF PRINCIPAL & INTEREST
FOR NON -AD VALOREM REVENUE BONDS AND LOANS
Fiscal
Year Principal Interest Total
2007 $9,088,753 $11,628,993 $20,717,746
2008 9,342,499 11,947,991 21,290,491
2009 9,610,758 11,689,907 21,300,666
2010 9,939,629 11,357,414 21,297,043
2011 9,641,810 11,003,025 20,644,835
2012 9,972,515 10,385,920 20,358,436
2013 7,856,230 9,971,905 17,828,135
2014 8,186,160 9,571,487 17,757,647
2015 6,724,407 8,896,392 15,620,799
2016 6,435,000 4,018,049 10,453,049
2017 6,450,000 3,645,289 10,095,289
2018 6,820,000 3,273,004 10,093,004
2019 4,520,000 2,874,456 7,394,456
2020 4,830,000 2,567,644 7,397,644
2021 5,155,000 2,238,724 7,393,724
2022 5,505,000 1,885,890 7,390,890
2023 5,885,000 1,506,790 7,391,790
2024 6,285,000 1,101,040 7,386,040
2025 6,720,000 666,840 7,386,840
2026 5,610,000 201,960 5,811,960
TOTALS $144,577,761 $120,432,721 S265,010,482
Source: City of Miami Finance Department
As described herein, the obligation and the ability of the City to budget and appropriate non -ad
valorem revenues is subject to a variety of factors, including the obligation of the City to provide essential
governmental services and the obligation of the City to have a balanced budget.
{3531 /03/00150950. DOCv6l
B-7
Non -Ad Valorem Funds
Available to Pay Debt Service
Debt Service (1)(2)
200% Debt Service
Coveragee3)
I()
Rp
(3)
THE CITY OF MIAMI, FLORIDA
HISTORICAL ANTI -DILUTION TEST
YEAR ENDED SEPTEMBER 30sh
2002
$240,074,038
$ 22,198,698
$ 44,397,396
5.41x
2003 2004
$248,699,086
$ 21,807,281
$ 43,614,562
5.70x
$260,251,789
$ 21,725,438
$ 43,450,876
5.99x
2005
$261,901,194
$ 21,046,555
$ 42,093,110
6.22x
Debt Service is based on the maximum estimated annual loan payments on the Sunshine Loans
during the remaining fiscal years until the date of maturity of such loans and maximum annual
debt service on bonds or other debt obligations payable from Non -Ad Valorem revenues
outstanding as of September 30th.
Variable Interest Rate Debt on the Sunshine Loans is calculated at 15% which is the maximum rate
pursuant to the covenants of loan agreements securing the debt of Sunshine State Governmental
Financing Commission.
Coverage is based on 200% Debt Service,
(3531 /03/00150950. DOCv6)
2006
$289,038,101
$ 21,583,712
$ 43,167,424
6.78x
B-8
f3537/03/00150950.DOCv61
APPENDIX C
FORM OF THE BOND RESOLUTION
C-1
APPENDIX D
GENERAL PURPOSE AUDITED FINANCIAL STATEMENTS OF THE CITY OF MIAMI
FOR FISCAL YEAR ENDED SEPTEMBER 30, 2006
{3531103/00150950.DOCv6) D-1
APPENDIX E
FORM OF BOND COUNSEL OPINION
13531/03/00150950.DOCv6] E-1
APPENDIX F
SPECIMEN MUNICIPAL BOND INSURANCE POLICY
i 3531 /03/00150950, D OCv6 } F -1
APPENDIX G
FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT
This Disclosure Dissemination Agent Agreement (the "Disclosure Agreement"), dated as of
2007, is executed and delivered by The City of Miami, Florida (the "City") and Digital
Assurance Certification, L.L.C., as exclusive Disclosure Dissemination Agent (the "Disclosure Dissemination
Agent" or "DAC") far the benefit of the Holders (hereinafter defined) of the Bonds (hereinafter defined) and
in order to provide certain continuing disclosure with respect to the Bonds in accordance with Rule 15c2-12 of
the United States Securities and Exchange Commission under the Securities Exchange Act of 1934, as the
same may be amended from time to time (the "Rule").
SECTION 1. Definitions. Capitalized terms not otherwise defined in this Disclosure Agreement
shall have the meaning assigned in the Rule or, to the extent not in conflict with the Rule, in the Official
Statement (hereinafter defined). The capitalized terms shall have the following meanings:
"Annual Report" means an Annual Report described in and consistent with Section 3 of this
Disclosure Agreement.
"Annual Filing Date" means the date, set in Sections 2(a) and 2(f), by which the Annual Report is to
be filed with the Repositories.
"Annual Financial Information" means annual financial information as such term is used in
paragraph (b)(5)(i) of the Rule and specified in Section 3(a) of this Disclosure Agreement.
"Audited Financial Statements" means the financial statements (if any) of the City for the prior fiscal
year, certified by an independent auditor as prepared in accordance with generally accepted accounting
principles or otherwise, as such term is used in paragraph (b)(5)(i) of the Rule and specified in Section 3(b) of
this Disclosure Agreement,
"Bonds" means the bonds as listed on the attached Exhibit A, with the 9-digit CUSIP numbers
relating thereto.
"Certification" means a written certification of compliance signed by the Disclosure Representative
stating that the Annual Report, Audited Financial Statements, Voluntary Report or Notice Event notice
delivered to the Disclosure Dissemination Agent is the Annual Report, Audited Financial Statements,
Voluntary Report or Notice Event notice required to be submitted to the Repositories under this Disclosure
Agreement. A Certification shall accompany each such document submitted to the Disclosure Dissemination
Agent by the City and include the full name of the Bonds and the 9-digit CUSIP numbers for all Bonds to
which the document applies.
"Disclosure Representative" means Finance Director or her designee, the senior member of the City
or his or her designee, or such other person as the City shall designate in writing to the Disclosure
Dissemination Agent from time to time as the person responsible for providing Information to the Disclosure
Dissemination Agent.
"Disclosure Dissemination Agent" means Digital Assurance Certification, L.L.C, acting in its capacity
as Disclosure Dissemination Agent hereunder, or any successor Disclosure Dissemination Agent designated
in writing by the City pursuant to Section 9 hereof.
13531 /03/00150950,DOCv6lG-1
"Holder" means any person (a) having the power, directly or indirectly, to vote or consent with
respect to, or to dispose of ownership of, any Bonds (including persons holding Bonds through nominees,
depositories or other intermediaries) or (b) treated as the owner of any Bonds for federal income tax
purposes.
"Information" means the Annual Financial Information, the Audited Financial Statements (if any) the
Notice Event notices, and the Voluntary Reports.
"Notice Event" means an event listed in Sections 4(a) of this Disclosure Agreement.
"MSRB" means the Municipal Securities Rulemaking Board established pursuant to Section 15B(b)(1)
of the Securities Exchange Act of 1934.
"National Repository" means any Nationally Recognized Municipal Securities Information
Repository for purposes of the Rule. The list of National Repositories maintained by the United States
Securities and Exchange Commission shall be conclusive for purposes of determining National Repositories.
Currently, the following are National Repositories:
1, Bloomberg Municipal Repository
100 Business Park Drive
Skillman, New Jersey 08558
Phone: (609) 279-3225
Fax: (609) 279-5962
http://www.bloomberg.com/markets/rates/municontacts.html
Email: Munis@Bloomberg.com
2. DAC Data Inc.
One Executive Drive
Fort Lee, New Jersey 07024
Phone: (201) 346-0701
Fax: (201) 947-0107
http://www.dpcdata.com
Email: nrmsir@7dpcdata.com
3. FT Interactive Data
Attn: NRMSIR
100 William Street, 15th Floor
New York, New York 10038
Phone: (212) 771-6999; (800) 689-8466
Fax: (212) 771-7390
http://www.ftid.com
Email: NRMSIRC0interactivedata.com
13531 /03/00150950. DO Cv6 }
G-2
4. Standard & Poor's Securities Evaluations, Inc.
55 Water Street
45th Floor
New York, New York 10041
Phone: (212) 438-4595
Fax: (212) 438-3975
http://www.disclosuredirectory.standardandpoors.coml
Email: nrmsir repositoryPsandp.com
"Official Statement" means that Official Statement prepared by the City in connection with the
Bonds, as listed on Appendix A.
"Repository" means the MSRB, each National Repository and the State Depository (if any).
"State Depository" means any public or private depository or entity designated by the State of
Florida as a state information depository (if any) for the purpose of the Rule. The list of state information
depositories maintained by the United States Securities and Exchange Commission shall be conclusive as to
the existence of a State Depository. Currently, the following depositories are listed by the Securities and
Exchange Commission as available State Depositories:
1. Municipal Advisory Council of Texas
P.O. Box 2177
Austin, Texas 78768-2177
Phone: (512) 476-6947
Fax: (512) 476-6403
http://www.mactexas.com
Email for filings: mac@mactexas.com
2. Municipal Advisory Council of Michigan
1445 First National Building
Detroit, Michigan 48226-3517
Phone: (313) 963-0420
Fax: (313) 963-0943
http:/Iwww.macmi.com
Email for filings: mac@macmi.com
3, Ohio Municipal Advisory Council
9321 Ravenna Road, Unit K
Twinsburg, Ohio 44087-2445
Phone: (330) 963-7444
Toll -free: (800) 969-OMAC (6622)
Fax: (330) 963-7553
http://www.ohiomac.com
http:l/www.ohiosid.com
Email for filings: sid filings@ohiomac.com
13531 /03100150950.DOCv6i
G-3
"Voluntary Report" means the information provided to the Disclosure Dissemination Agent by the
City pursuant to Section 7.
SECTION 2. Provision of Annual Reports.
(a) The City shall provide, annually, an electronic copy of the Annual Report and Certification to
the Disclosure Dissemination Agent, together with a copy for the Paying Agent, not later than 30 days prior to
the Annual Filing Date. Promptly upon receipt of an electronic copy of the Annual Report and the
Certification, the Disclosure Dissemination Agent shall provide an Annual Report to each National
Repository and the State Depository (if any) not later than not later than June 30'h of each year, commencing
with the fiscal year ending September 30, 2007. Such date and each anniversary thereof is the Annual Filing
Date. The Annual Report may be submitted as a single document or as separate documents comprising a
package, and may cross-reference other information as provided in Section 3 of this Disclosure Agreement.
(b) If on the fifteenth (15th) day prior to the Annual Filing Date, the Disclosure Dissemination
Agent has not received a copy of the Annual Report and Certification, the Disclosure Dissemination Agent
shall contact the Disclosure Representative by telephone and in writing (which may be by e-mail) to remind
the City of its undertaking to provide the Annual Report pursuant to Section 2(a). Upon such reminder, the
Disclosure Representative shall either (i) provide the Disclosure Dissemination Agent with an electronic copy
of the Annual Report and the Certification) no later than two (2) business days prior to the Annual Filing
Date, or (ii) instruct the Disclosure Dissemination Agent in writing that the City will not be able to file the
Annual Report within the time required under this Disclosure Agreement, state the date by which the Annual
Report for such year will be provided and instruct the Disclosure Dissemination Agent that a Notice Event as
described in Section 4(a)(12) has occurred and to immediately send a notice to each National Repository or
the MSRB and the State Depository (if any) in substantially the form attached as Exhibit B.
(c) If the Disclosure Dissemination Agent has not received an Annual Report and Certification
by 12:00 noon on the first business day following the Annual Filing Date for the Annual Report, a Notice
Event described in Section 4(a)(12) shall have occurred and the City irrevocably directs the Disclosure
Dissemination Agent to immediately send a notice to each National Repository or the MSRB and the State
Depository (if any) in substantially the form attached as Exhibit B.
(d) If Audited Financial Statements of the City are prepared but not available prior to the Annual
Filing Date, the City shall, when the Audited Financial Statements are available, provide in a timely manner
an electronic copy to the Disclosure Dissemination Agent, accompanied by a Certificate, for filing with each
National Repository and the State Depository (if any).
(e) The Disclosure Dissemination Agent shall:
(i)
Filing Date;
determine the name and address of each Repository each year prior to the Annual
(ii) upon receipt, promptly file each Annual Report received under Section 2(a) with
each National Repository, and the State Depository, (if any);
(iii) upon receipt, promptly file each Audited Financial Statement received under Section
2(d) with each National Repository, and the State Depository (if any);
1 3531 /03/00150950.DOCv6
G-4
(iv) upon receipt, promptly file the text of each disclosure to be made with each National
Repository or the MSRB and the State Depository (if any) together with a completed copy of the
MSRB Material Event Notice Cover Sheet in the form attached as Exhibit C, describing the event by
checking the box indicated below when filing pursuant to the Section of this Disclosure Agreement
indicated:
1. "Principal and interest payment delinquencies," pursuant to Sections 4(c)
and 4(a)(1);
2. "Non -Payment related defaults," pursuant to Sections 4(c) and 4(a)(2);
3. "Unscheduled draws on debt service reserves reflecting financial
difficulties," pursuant to Sections 4(c) and 4(a)(3);
4. "Unscheduled draws on credit enhancements reflecting financial
difficulties," pursuant to Sections 4(c) and 4(a)(4);
5. "Substitution of credit or liquidity providers, or their failure to perform,"
pursuant to Sections 4(c) and 4(a)(5);
6. "Adverse tax opinions or events affecting the tax-exempt status of the
security," pursuant to Sections 4(c) and 4(a)(6);
7. "Modifications to rights of securities holders," pursuant to Sections 4(c) and
4(a)(7);
8. "Bond calls," pursuant to Sections 4(c) and 4(a)(8);
9. "Defeasances," pursuant to Sections 4(c) and 4(a)(9);
10. "Release, substitution, or sale of property securing repayment of the
securities," pursuant to Sections 4(c) and 4(a)(10);
11. "Ratings changes," pursuant to Sections 4(c) and 4(a)(11);
12. "Failure to provide annual financial information as required," pursuant to
Section 2(b)(ii) or Section 2(c), together with a completed copy of Exhibit B to this Disclosure
Agreement;
13. "Other material event notice (specify)," pursuant to Section 7 of this
Agreement, together with the summary description provided by the Disclosure
Representative.
(v) provide the City evidence of the filings of each of the above when made, which shall
be by means of the DAC system, for so long as DAC is the Disclosure Dissemination Agent under
this Disclosure Agreement.
(f} The City may adjust the Annual Filing Date upon change of its fiscal year by providing
written notice of such change and the new Annual Filing Date to the Disclosure Dissemination Agent and the
13531 /03/00150950. DOCv6)
G-5
Repositories, provided that the period between the existing Annual Filing Date and new Annual Filing Date
shall not exceed one year.
SECTION 3. Content of Annual Reports.
(a) Each Annual Report shall contain Annual Financial Information with respect to the City,
including the information provided in the Official Statement under the headings:
(1) The City of Miami, Florida Property Tax Rates
(ii) The City of Miami, Florida Assessed Value of Taxable Property
(iii) The City of Miami, Florida Property Tax Levies and Collections
(iv) Ten Largest Tax Assessments
(v) Summary Schedule of Revenues, Expenditures and Net Changes in Fund Balance
for the General Fund
(vi) Direct Debt
(vii) Overlapping Debt
(viii) Debt Ratios
(ix) Appendix B - The City of Miami, Florida Schedule of Principal & Interest for Non -
Ad Valorem Revenue Bonds and Loans
(x) Appendix B - The City of Miami, Florida Legally Available Non -Ad Valorem Funds
(xi) Appendix B - The City of Miami, Florida Historical Anti -Dilution Test
(b) Audited Financial Statements prepared in accordance with generally accepted accounting
principles ("GAAP") will be included in the Annual Report; provided, however, if the audited financial
statements of the City are not completed prior to June 30th of any year, the City shall provide unaudited
financial statements on such date and shall provide the audited financial statements as soon as practicable
following their completion. Audited Financial Statements (if any) will be provided pursuant to Section 2(d).
Any or all of the items listed above may be included by specific reference from other documents,
including official statements of debt issues with respect to which the City is an "obligated person" (as defined
by the Rule), which have been previously filed with each of the National Repositories or the Securities and
Exchange Commission. If the document incorporated by reference is a final official statement, it must be
available from the MSRB. The City will clearly identify each such document so incorporated by reference.
SECTION 4. Reporting of Notice Events.
(a) The occurrence of any of the following events, if material, with respect to the Bonds
constitutes a Notice Event:
1. Principal and interest payment delinquencies;
2. Non-payment related defaults;
3. Unscheduled draws on debt service reserves reflecting financial difficulties;
4. Unscheduled draws on credit enhancements relating to the Bonds reflecting
financial difficulties;
{3531/03/00150950.DOCv6}
G-6
5. Substitution of credit or liquidity providers, or their failure to perform;
6. Adverse tax opinions or events affecting the tax-exempt status of the Bonds;
7. Modifications to rights of Bond holders;
8. Bond calls;
9. Defeasances;
10. Release, substitution, or sale of property securing repayment of the Bonds;
11. Rating changes on the Bonds;
12. Failure to provide annual financial information as required;
The City shall promptly notify the Disclosure Dissemination Agent in writing upon the occurrence of
a Notice Event. Such notice shall instruct the Disclosure Dissemination Agent to report the occurrence
pursuant to subsection (c). Such notice shall be accompanied with the text of the disclosure that the City
desires to make, the written authorization of the City for the Disclosure Dissemination Agent to disseminate
such information, and the date the City desires for the Disclosure Dissemination Agent to disseminate the
information.
(b) The Disclosure Dissemination Agent is under no obligation to notify the City or the
Disclosure Representative of an event that may constitute a Notice Event. In the event the Disclosure
Dissemination Agent so notifies the Disclosure Representative, the Disclosure Representative will within five
business days of receipt of such notice, instruct the Disclosure Dissemination Agent that (i) a Notice Event has
not occurred and no filing is to be made or (ii) a Notice Event has occurred and the Disclosure Dissemination
Agent is to report the occurrence pursuant to subsection (c), together with the text of the disclosure that the
City desires to make, the written authorization of the City for the Disclosure Dissemination Agent to
disseminate such information, and the date the City desires for the Disclosure Dissemination Agent to
disseminate the information.
(c) If the Disclosure Dissemination Agent has been instructed by the City as prescribed in
subsection (a) or (b)(ii) of this Section 4 to report the occurrence of a Notice Event, the Disclosure
Dissemination Agent shall promptly file a notice of such occurrence with the State Depository (if any) and (i)
each National Repository, or (ii) the MSRB.
SECTION 5. CUSIP Numbers. Whenever providing information to the Disclosure Dissemination
Agent, including but not limited to Annual Reports, documents incorporated by reference to the Annual
Reports, Audited Financial Statements, notices of Notice Events, and Voluntary Reports filed pursuant to
Section 7(a), the City shall indicate the full name of the Bonds and the 9-digit CUSIP numbers for the Bonds as
to which the provided information relates.
SECTION 6, Additional Disclosure Obligations. The City acknowledges and understands that
other state and federal laws, including but not limited to the Securities Act of 1933 and Rule 10b-5
promulgated under the Securities Exchange Act of 1934, may apply to the City, and that the failure of the
Disclosure Dissemination Agent to so advise the City shall not constitute a breach by the Disclosure
{ 3531 /03/00150950, DOCv6l
G-7
Dissemination Agent of any of its duties and responsibilities under this Disclosure Agreement. The City
acknowledges and understands that the duties of the Disclosure Dissemination Agent relate exclusively to
execution of the mechanical tasks of disseminating information as described in this Disclosure Agreement.
SECTION 7. Voluntary Reports.
(a) The City may instruct the Disclosure Dissemination Agent to file information with the
Repositories, from time to time pursuant to a Certification of the Disclosure Representative accompanying
such information (a "Voluntary Report").
(b) Nothing in this Disclosure Agreement shall be deemed to prevent the City from
disseminating any other information through the Disclosure Dissemination Agent using the means of
dissemination set forth in this Disclosure Agreement or including any other information in any Annual
Report, Annual Financial Statement, Voluntary Report or Notice Event notice, in addition to that required by
this Disclosure Agreement. If the City chooses to include any information in any Annual Report, Annual
Financial Statement, Voluntary Report or Notice Event notice in addition to that which is specifically required
by this Disclosure Agreement, the City shall have no obligation under this Disclosure Agreement to update
such information or include it in any future Annual Report, Annual Financial Statement, Voluntary Report or
Notice Event notice.
SECTION 8. Termination of Reporting Obligation. The obligations of the City and the Disclosure
Dissemination Agent under this Disclosure Agreement shall terminate with respect to an issue of the Bonds
upon the legal defeasance, prior redemption or payment in full of all of the Bonds of such issue, when the
City is no longer an obligated person with respect to the Bonds, or upon delivery by the Disclosure
Representative to the Disclosure Dissemination Agent of an opinion of nationally recognized bond counsel to
the effect that continuing disclosure is no longer required.
SECTION 9. Disclosure Dissemination Agent. The City has appointed Digital Assurance
Certification, L.L.C. as exclusive Disclosure Dissemination Agent under this Disclosure Agreement, The City
may, upon thirty days written notice to the Disclosure Dissemination Agent and the Trustee, replace or
appoint a successor Disclosure Dissemination Agent. Upon termination of DAC's services as Disclosure
Dissemination Agent, whether by notice of the City or DAC, the City agrees to appoint a successor Disclosure
Dissemination Agent or, alternately, agrees to assume all responsibilities of Disclosure Dissemination Agent
under this Disclosure Agreement for the benefit of the Holders of the Bonds. Notwithstanding any
replacement or appointment of a successor, the City shall remain liable until payment in full for any and all
sums owed and payable to the Disclosure Dissemination Agent. The Disclosure Dissemination Agent may
resign at any time by providing thirty days' prior written notice to the City.
SECTION 10. Remedies in Event of Default. In the event of a failure of the City or the Disclosure
Dissemination Agent to comply with any provision of this Disclosure Agreement, the Holders' rights to
enforce the provisions of this Agreement shall be limited solely to a right, by action in mandamus or for
specific performance, to compel performance of the parties' obligation under this Disclosure Agreement. Any
failure by a party to perform in accordance with this Disclosure Agreement shall not constitute a default on
the Bonds or under any other document relating to the Bonds, and all rights and remedies shall be limited to
those expressly stated herein.
13531 /03/00150950.DOCv6 )
G-8
SECTION 11. Duties, Immunities and Liabilities of Disclosure Dissemination Agent.
(a) The Disclosure Dissemination Agent shall have only such duties as are specifically set forth
in this Disclosure Agreement. The Disclosure Dissemination Agent's obligation to deliver the information at
the times and with the contents described herein shall be limited to the extent the City has provided such
information to the Disclosure Dissemination Agent as required by this Disclosure Agreement. The Disclosure
Dissemination Agent shall have no duty with respect to the content of any disclosures or notice made
pursuant to the terms hereof. The Disclosure Dissemination Agent shall have no duty or obligation to review
or verify any Information or any other information, disclosures or notices provided to it by the City and shall
not be deemed to be acting in any fiduciary capacity for the City, the Holders of the Bonds or any other party.
The Disclosure Dissemination Agent shall have no responsibility for the City's failure to report to the
Disclosure Dissemination Agent a Notice Event or a duty to determine the materiality thereof. The
Disclosure Dissemination Agent shall have no duty to determine, or liability for failing to determine, whether
the City has complied with this Disclosure Agreement, The Disclosure Dissemination Agent may
conclusively rely upon certifications of the City at all times.
THE CITY AGREES TO INDEMNIFY AND SAVE THE DISCLOSURE DISSEMINATION AGENT
AND ITS RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS, HARMLESS AGAINST ANY
LOSS, EXPENSE AND LIABILITIES WHICH THEY MAY INCUR ARISING OUT OF OR IN THE EXERCISE
OR PERFORMANCE OF THEIR POWERS AND DUTIES HEREUNDER, INCLUDING THE COSTS AND
EXPENSES (INCLUDING ATTORNEYS FEES) OF DEFENDING AGAINST ANY CLAIM OF LIABILITY,
BUT EXCLUDING LIABILITIES DUE TO THE DISCLOSURE DISSEMINATION AGENT'S GROSS
NEGLIGENCE OR WILLFUL MISCONDUCT.
The obligations of the City under this Section shall survive resignation or removal of the Disclosure
Dissemination Agent and defeasance, redemption or payment of the Bonds.
(b) The Disclosure Dissemination Agent may, from time to time, consult with legal counsel
(either in-house or external) of its own choosing in the event of any disagreement or controversy, or question
or doubt as to the construction of any of the provisions hereof or its respective duties hereunder, and neither
of them shall incur any liability and shall be fully protected in acting in good faith upon the advice of such
legal counsel. The fees and expenses of such counsel shall be payable by the City.
SECTION 12. Amendment; Waiver. Notwithstanding any other provision of this Disclosure
Agreement, the City and the Disclosure Dissemination Agent may amend this Disclosure Agreement and any
provision of this Disclosure Agreement may be waived, if such amendment or waiver is supported by an
opinion of counsel expert in federal securities laws acceptable to both the City and the Disclosure
Dissemination Agent to the effect that such amendment or waiver does not materially impair the interests of
Holders of the Bonds and would not, in and of itself, cause the undertakings herein to violate the Rule if such
amendment or waiver had been effective on the date hereof but taking into account any subsequent change in
or official interpretation of the Rule; provided neither the City or the Disclosure Dissemination Agent shall be
obligated to agree to any amendment modifying their respective duties or obligations without their consent
thereto.
Notwithstanding the preceding paragraph, the Disclosure Dissemination Agent shall have the right to
adopt amendments to this Disclosure Agreement necessary to comply with modifications to and
interpretations of the provisions of the Rule as announced by the Securities and Exchange Commission from
13531/03/00150950. DOCv61
G-9
time to time by giving not less than 20 days written notice of the intent to do so together with a copy of the
proposed amendment to the City. No such amendment shall become effective if the City shall, within 10 days
following the giving of such notice, send a notice to the Disclosure Dissemination Agent in writing that it
objects to such amendment.
SECTION 13. Beneficiaries. This Disclosure Agreement shall inure solely to the benefit of the City,
the Trustee of the Bonds, the Disclosure Dissemination Agent, the underwriter, and the Holders from time to
time of the Bonds, and shall create no rights in any other person or entity.
SECTION 14. Governing Law. This Disclosure Agreement shall be governed by the laws of the
State of New York (other than with respect to conflicts of laws).
SECTION 15. Counterparts. This Disclosure Agreement may be executed in several counterparts,
each of which shall be an original and all of which shall constitute but one and the same instrument.
(3531/03/00150950.DOCv6)
G-10
The Disciosure Dissemination Agent and the City have caused this Continuing Disclosure Agreement
to be executed, on the date first written above, by their respective officers duly authorized.
i 3531/03/00150950. DOCv6i
DIGITAL ASSURANCE CERTIFICATION, L.L.C., as
Disclosure Dissemination Agent
By:
Name:
Title:
THE CITY OF MIAMI, FLORIDA,
as City
By:
Name:
Title:
G-11
EXHIBIT A
NAME AND CUSIP NUMBERS OF BONDS
Name of City The City of Miami, Florida
Obligated Person(s) The City of Miami, Florida
Name of Bond Issue: Limited Ad Valorem Tax Refunding Bonds, Series 2007A
(Homeland Defense/Neighborhood Capital Improvement Projects)
Date of Issuance: , 2007
Date of Official Statement , 2007
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
(3531 /03/00150950. DOCv 6 )
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
G-12
Name of City
Obligated Person(s)
Name of Bond Issue:
NAME AND CUSIP NUMBERS OF BONDS
The City of Miami, Florida
The City of Miami, Florida
Limited Ad Valorem Tax Bonds, Series 2007B
(Homeland Defense/Neighborhood Capital Improvement Projects)
Date of Issuance: , 2007
Date of Official Statement , 2007
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
13531/03/00150950, DOCv6)
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number:
CUSIP Number
G-13
EXHIBIT B
NOTICE TO REPOSITORIES OF FAILURE TO FILE ANNUAL REPORT
City: The City of Miami, Florida
Obligated Person: The City of Miami, Florida
Name of Bond Issue: Limited Ad Valorem Tax Refunding Bonds, Series 2007A (Homeland
Defense/Neighborhood Capital Improvement Projects) and Limited Ad
Valorem Tax Bands, Series 2007B (Homeland Defense/Neighborhood
Capital Improvement Projects)
Date of Issuance: , 2007
NOTICE IS HEREBY GIVEN that the City has not provided an Annual Report with respect to the
above -named Bonds as required by the Disclosure Agreement, dated as of
between the City and Digital Assurance Certification, L.L.C., as Disclosure Dissemination Agent. The City
has notified the Disclosure Dissemination Agent that it anticipates that the Annual Report will be filed by
Dated:
Digital Assurance Certification, L.L.C., as Disclosure
Dissemination Agent, on behalf of the City
cc: City
Obligated Person
{3531103100150950.DOCv6} G-14
EXHIBIT C
MATERIAL EVENT NOTICE COVER SHEET
This cover sheet and material event notice should be sent to the Municipal Securities Rulemaking Board
or to all Nationally Recognized Municipal Securities Information Repositories, and the State Information
Depository, if applicable, pursuant to Securities and Exchange Commission Rule 15c2-12(b)(5)(i)(C) and (D).
Issuer's and/or Other Obligated Person's Name:
Issuer's Six -Digit CUSIP Number:
or Nine -Digit CUSIP Number(s) of the bonds to which this material event notice relates:
Number of pages of attached material event notice:
Description of Material Events Notice (Check One):
1. Principal and interest payment delinquencies
2. _Non -Payment related defaults
3. Unscheduled draws on debt service reserves reflecting financial difficulties
4. _Unscheduled draws on credit enhancements reflecting financial difficulties
5. _Substitution of credit or liquidity providers, or their failure to perform
6. `Adverse tax opinions or events affecting the tax-exempt status of the security
7. _Modifications to rights of securities holders
8. Bond calls
9. _Defeasances
10. _Release, substitution, or sale of property securing repayment of the securities
11. _Rating changes
12. `Failure to provide annual financial information as required
13. _Other material event notice (specify)
I hereby represent that I am authorized by the issuer or its agent to distribute this information publicly:
Signature:
Name: Title:
Employer: Digital Assurance Certification, L.L.C.
Address:
City, State, Zip Code:
Voice Telephone Number:
13531103100150950,DOCv61 G-15
Please print the material event notice attached to this cover sheet in 10-point type or larger. The cover sheet
and notice may be faxed to the MSRB at (703) 683-1930 or sent to CDINet, Municipal Securities Rulemaking
Board, 1900 Duke Street, Suite 600, Alexandria, VA 22314. Contact the MSRB at (703) 797-6600 with
questions regarding this form or the dissemination of this notice.
{3531/03/00150950.DOCv6} G-16