HomeMy WebLinkAboutExhibit 2NWT
EXHIBIT F
DISCLOSURE AND TRUTH -IN -BONDING STATEMENT
l0 43‘r 191.-iTtb e Si�lCr
January 6, 2009
Board of Commissioners
City of Miami, Florida
444 Southwest 2nd Avenue
Miami, FL 33130-1910
CITY OF MIAMI, FLORIDA
NON -AD VALOREM REFUNDING REVENUE BONDS,
TAXABLE PENSION SERIES 2009
Ladies and Gentlemen:
Pursuant to Sections 218.385(6), Florida Statutes, and in reference to the issuance of the
Non -Ad Valorem Refunding Revenue Bonds, Taxable Pension Series 2009 (the "Bonds"), J.P.
Morgan Securities Inc. (the "Senior Manager"), acting on behalf of itself and as representative of
Merrill Lynch, Pierce, Fenner & Smith Incorporated, SunTrust Robinson Humphrey, Inc., Banc
of America Securities LLC and Raymond James & Associates, Inc. (collectively with the Senior
Manager, the "Underwriters"), under the Bond Purchase Agreement, dated January 6, 2009 (the
"Purchase Agreement"), between the Underwriters and the Board of Commissioners, • City of
Miami, Florida (the "Issuer"), hereby makes the following disclosures to the Issuer:
The Underwriters are acting as underwriters to the Issuer, for the public offering or sale
of the Bonds. The total underwriting fee to be paid to the Underwriters pursuant to the Purchase
Agreement is equal to approximately % of the total face amount of the Bonds, or
(1)
Expenses estimated to .be incurred by the Underwriters in connection with the
issuance of the Bonds (the Issuer shall not reimburse the Underwriters for such
expenses):
$ /$1,000
(See attached itemization)
(2) Names, addresses and estimated amounts of compensation of any person who is.
not regularly employed by, or not a partner or officer of, any Underwriter, the
F -l
bank, banker or financial consultant or advisor and who enters into an
understanding with either the Issuer or the Underwriters, for any paid or promised
compensation or valuable consideration directly, expressly or impliedly, to act
solely as an intermediary between the Issuer and the Underwriters for the purpose
of influencing any transaction in the purchase of the Bonds:
None
(3) The amount of underwriting takedown expected to be realized for the Bonds:
$ per $1,000
(4) Management fee charged by the Underwriters for the Bonds:
NONE
(5)
Any other fee, bonus and other compensation estimated to be paid by the
Underwriters in connection with the Bonds to any person not regularly employed
or retained by the Underwriters:
NONE
(6) The name and address of the Underwriter:
J.P. Morgan Securities Inc.
420 South Orange Avenue, Suite 270
Orlando, Florida 32801
Attention: Managing Director, Public Finance Department
(7) The Issuer is proposing to issue $ of debt for the purposes
described in the Official Statement. This debt is expected to be repaid over a
period of _ years at an estimated interest rate of % per annum. Total
interest paid by the Issuer over the life of the debt is estimated to be
approximately $
(8) The source of repayment or security for the Bonds is the Pledged Funds (as
defined in the Resolution). Authorizing this debt will result in approximately
$ of the Pledged Funds not being available to finance the other
services of the Issuer over the next years.
Very truly yours,
J.P. MORGAN SECURITIES INC.
By:
Henry Reyes, Managing Director
F-2
%v CZ—WL P L r2 6t--C 5; r►/ 6-
ESTIMATED EXPENSES (I)
Amount Per Bond
Underwriters' Counsel (2)
CUSIPs
BMA Assessment
Day Loan
DTC Charges
GASB Fee
Misc. Expenses
TOTAL*
* Totals may not add due to rounding.
(I) The Issuer shall not reimburse the Underwriters for the listed expenses.
(2) $ Underwriters' Counsel fee to be paid by Issuer at closing.
F-3