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Home My WebLink AboutLegislationCity of Miami Legislation Resolution City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com File Number: 14-00468 Final Action Date: A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTERLOCAL AGREEMENT, IN SUBSTANTIALLY THE ATTACHED FORM, WITH THE FLORIDA DEVELOPMENT FINANCE CORPORATION, A PUBLIC BODY CORPORATE AND POLITIC ESTABLISHED PURSUANT TO THE FLORIDA DEVELOPMENT CORPORATION FINANCE ACT OF 1993 ("FDFC"), IN CONNECTION WITH THE ISSUANCE BY FDFC OF ITS NOT TO EXCEED $30,000,000,00 EDUCATIONAL FACILITIES REVENUE BONDS (MIAMI ARTS CHARTER SCHOOL PROJECT), SERIES 2014 ("FDFC BONDS") THE PROCEEDS OF WHICH ARE TO BE LOANED BY FDFC TO MIAMI ARTS, INC., MIAMI ARTS WYNWOOD, LLC, AND ONE OR MORE AFFILIATES THEREOF (COLLECTIVELY, "BORROWER") FOR THE FINANCING, REFINANCING, ACQUISITION, CONSTRUCTION, RENOVATION, AND EQUIPPING OF AN APPROXIMATELY 200,000 SQUARE FOOT FACILITY TO BE OWNED BY BORROWERS AND OPERATED AS A CHARTER SCHOOL KNOWN AS MIAMI ARTS CHARTER SCHOOL LOCATED AT 95 NORTHWEST 23RD STREET, MIAMI, FLORIDA 33127 (COLLECTIVELY, "PROJECT"); FURTHER AUTHORIZING AND DIRECTING THE CITY MANAGER AND ALL OTHER NECESSARY CITY OFFICIALS TO UNDERTAKE THE NECESSARY RELATED PROCEDURES AND TO NEGOTIATE AND EXECUTE ANY OTHER NECESSARY DOCUMENTS AND AGREEMENTS, IN A FORM ACCEPTABLE TO THE CITY ATTORNEY, WITH FDFC FOR THE INTERLOCAL AGREEMENT FOR THE PROJECT; PROVIDING FOR CERTAIN OTHER MATTERS IN CONNECTION THEREWITH. WHEREAS, the City Commission (the "Commission") of the City of Miami, Florida ("City") is a municipal body corporate and politic created and existing under the laws of the State of Florida ,(the "State") with powers, under Chapter 166, Florida Statutes, and Florida Development Finance Corporation ( "FDFC") is a body corporate and politic created and existing under the laws of the State with powers under the Florida Development Finance Corporation Act of 1993 (such Act, as now or hereafter amended, is herein referred to as the "FDFC Act") and is authorized pursuant to the FDFC Act and Chapter 159, Part II, Florida Statutes (collectively, the "Acts"), to issue its industrial development revenue bonds in an amount not to exceed $30,000,000, which will be used in the City, the interest on which is excluded from gross income for federal income tax purposes, for the purpose of financing, refinancing, acquiring, constructing, renovating, equipping, and installing any "Project" in furtherance of the public purpose for which it was created; and WHEREAS, the FDFC has considered the application of Miami Arts, Inc., a Florida not for profit corporation authorized to transact business in the State of Florida and a qualified 501(c)(3) organization as set forth in the Internal Revenue Code (the "Company"), which provides an educational facility for the purpose of operating a charter school, requesting that FDFC issue not to exceed $30,000,000 of its Educational Facilities Revenue Bonds (Miami Arts Charter School Project), Series 2014 (the " FDFC Bonds") to provide funds to be issued and loaned by FDFC to the Company, Miami Arts Wynwood, LLC ("Miami Arts Wynwood"), and one or more other affiliates of the Company City of Miami Page 1 of 3 File Id: 14-00468 (Version; 1) Printed On: 6/3/2014 File Number: 14-00468 or Miami Arts Wynwood (collectively, "Borrowers") to: (A) finance or refinance the cost of (or reimburse the Borrower for prior expenditures related to) acquisition, construction, renovation and equipping of an approximately 200,000 square foot facility to be owned by Borrowers and operated as a charter school known as the Miami Arts Charter School, located at 95 Northwest 23rd Street, Miami, Florida 33127; (B) finance the cost of the acquisition of the land on which the Project is located; (C) fund necessary reserves; (D) fund capitalized interest on the Bonds; and (E) pay costs associated with the issuance of the FDFC Bonds (collectively, the "Project"); and • WHEREAS, New Way Schools, Inc. or a related affiliate will be the initial manager of the Project for the Borrowers; and WHEREAS, FDFC has initially authorized and approved the issuance of the Bonds for the Project, pursuant to the authority of the FDFC Act and on May 27, 2014 has held the required public hearing; and WHEREAS, FDFC desires to issue the FDFC Bonds and to allow the portion of the Project located within the City to be financed with a portion of the proceeds of the FDFC Bonds and has authorized the Interlocal Agreement on June 5, 2014; and WHEREAS, the Interlocal Agreement sets forth, inter alia, that FDFC and its counsel shall take all actions it deems necessary or appropriate in connection with the issuance of and continuing disclosures and compliance for the FDFC Bonds, including, in its discretion, the preparation, review, execution and filing with government agencies of certificates, opinions, agreements and other documents to be delivered at the closing of the FDFC Bonds and the establishment of any funds and accounts, and in connection with continuing disclosures and compliance for such Bonds, including any refunding(s) thereof; NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as fully set forth in this Section. Section 2. The City Manager is. authorized{1} to execute the Interlocal Agreement, in substantially the attached form, with FDFC in connection with the issuance by FDFC of its FDFC Bonds, the proceeds of which are to be loaned by FDFC to the Borrowers for the Project. Section 3. The City Manager and all other necessary City officials are authorized{1} and directed to undertake the necessary related procedures and to negotiate and execute any other necessary documents and agreements, in a form acceptable to the City Attorney, with FDFC for the Interlocal Agreement for the Project. Execution and delivery by the City Manager and attestation and seal by the City Clerk and signing by the Interim Risk Management Director as to insurance requirements and by City Attorney as to form and correctness of such documents and agreements, including, but not limited to, the Interlocal Agreement, shall constitute conclusive evidence of such officers' approvals of the Interlocal Agreement and such other necessary documents and agreements in their respective final forms, Section 4. Such approval by the Commission does not constitute an endorsement to a prospective purchaser of the FDFC Bonds of the creditworthiness of the Borrowers or the Project, and the FDFC Bonds shall not constitute an indebtedness, debt, liability, or obligation of nor a pledged of City of Miami Page 2 of 3 File Id: 14-00468 (Version: 1) Printed On: 6/3/2014 File Number: 14-00468 the faith and credit of the City of Miami, FDFC, the State or of any county, municipal corporation or political subdivision thereof, but the FDFC Bonds shall be limited obligations of FDFC payable solely from the revenue derived from the and pledged to the payment. thereof, and no owner of any of the FDFC Bonds shall ever have the right to compel any exercise of the taxing power of said City of Miami, State or of any other county, municipal corporation or political subdivision thereof, nor to enforce the payment thereof against any property of said State nor of any such county, municipal corporation or political subdivision. The issuance of the FDFC Bonds pursuant to the Interlocal Agreement shall not directly, indirectly, or contingently obligate FDFC, the City of Miami, the State of Florida, or any political subdivision of each to levy or to pledge any form of taxation or to make any appropriation for their payment. Section 5. AM acts and undertakings of the City Manager, other City officials, and Commissioners which are in conformity with the purposes and intent of this Resolution shall be, and the same hereby are, in all respects approved and confirmed. Section 6. This Resolution shall become effective immediately upon its adoption and signature by the Mayor.{2} APPROVED AS TO LEGAL FORM AND CORRECTNESS: VICTORIA MENDEZ CITY ATTORNEY Footnotes: {1} The herein authorization is further subject to compliance with all requirements that may be imposed by the City Attorney, including but not limited to those prescribed by applicable City Charter and Code provisions. {2} . If the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, it shall become effective immediately upon override of the veto by the City Commission City of Miami Page 3 of 3 File Id: 14-00468 (Version: 1) Printed On: 6/3/2014