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HomeMy WebLinkAboutMemo From City ManagerCITY OF MIAMI FINANCE DEPARTMENT MEMORANDUM TO: Honorable Mayor and Members of the Cit Commission FROM: Emilio T. Gonzalez, City Manager DATE: June 25, 2018 RE: June 28th Commission Meeting Agenda -Substitution of RE. 12. Relating to the issuance of certain Special Obligation Bonds. Item RE.12 proposes to provide for the issuance of one or more additional series of obligation bonds in an aggregate amount not exceeding $130,000,000. This item is being substituted to include an amended Exhibit A, B, and C. cc: Agenda Office Erica Paschal, Finance Director Victoria Mendez, City Attorney Christopher Rose, Budget Director Sandra Bridgeman, Chief Financial Officer Munirah Daniel, Assistant Finance Director ( l i )o - Frolvk C� b4 -erZ- THIS DOCUMENT IS A SUBSTITUTION. BACKUP ORIGINAL CAN BE SEEN AT THE END OF THIS DOCUMENT. EXHIBIT "A" FORM OF SERIES 2018 BOND THIS BOND IS SUBJECT TO TRANSFER RESTRICTIONS. THE INITIAL PURCHASER HEREOF AND ANY SUBSEQUENT TRANSFEREE, BY PURCHASING THIS BOND, AGREES FOR THE BENEFIT OF THE CITY OF MIAMI, FLORIDA, THAT THIS BOND MAY BE TRANSFERRED, RESOLD OR ASSIGNED ONLY TO ANOTHER QUALIFIED INSTITUTIONAL BUYER. NOTWITHSTANDING ANYTHING IN THE RESOLUTION OR THIS BOND TO THE CONTRARY, NO TRANSFER, RESALE OR ASSIGNMENT OF THIS BOND SHALL BE EFFECTIVE UNLESS THE TRANSFER, RESALE OR ASSIGNMENT OF THIS BOND IS TO ANY PURCHASER, TRANSFEREE, ASSIGNEE OR PARTICIPANT THAT IS A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. ANY TRANSFER, RESALE OR ASSIGNMENT OR OTHER DISPOSITION OF THIS BOND, OR ANY PARTICIPATION HEREIN, SHALL BE IN EACH CASE ONLY IN A MANNER THAT DOES NOT VIOLATE THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER. THIS BOND SHALL BE ISSUED AND SOLD, AND MAY ONLY BE TRANSFERRED, IN DENOMINATIONS OF $100,000 OR ANY INTEGRAL MULTIPLE OF $5,000 IN EXCESS OF $ 100,000. No. UNITED STATES OF AMERICA STATE OF FLORIDA CITY OF MIAMI, FLORIDA [TAXABLE] SPECIAL OBLIGATION [REVENUE] [REFUNDING] BO NDS, SERIES 2018[A][B][C] (STREET AND SIDEWALK IMPROVEMENT PROGRAM) Interest Rate FILE NO 4210 Maturity Date Original Issue Date 1 of 7 CUSIP No. Registered Owner: Principal Amount: Dollars City of Miami, Florida (the "City"), for value received, promises to pay, but solely from the sources and in the manner hereinafter provided, to the Registered Owner named above, or registered assigns, on the Maturity Date set forth above (or earlier as hereinafter referred to) upon presentation and surrender hereof, at the principal corporate trust office of , as Bond Registrar and Paying Agent, in the city of , Florida, or its successors (the "Bond Registrar" and "Paying Agent") the Principal Amount set forth above in any coin or currency of the United States of America which on the date of payment thereof is legal tender for the payment of public and private debts, and to pay in like coin or currency interest on said Principal Amount on each January 1 and July 1, commencing (each an "Interest Payment Date"), solely from such sources provided in the Resolution described herein, from the Interest Payment Date next preceding the date on which this Bond is authenticated unless it is (i) authenticated on an Interest Payment Date, in which event from such date, or (ii) authenticated before the first Interest Payment Date, in which event from its Original Issue Date, at the Interest Rate set forth above until the Principal Amount hereof is paid. The interest so payable and punctually paid or duly provided for on any Interest Payment Date, as provided in the Resolution hereinafter referred to, will be paid by check mailed to the person in whose name this Bond (or one or more Predecessor Bonds, as defined in the Resolution) is registered at the close of business on the fifteenth (15th) day of the month next preceding such Interest Payment Date; provided, however, that any registered owner of Bonds in an aggregate principal amount of at least .$1,000,000 shall be entitled to have interest paid by wire transfer pursuant to the provisions of the Resolution. This Bond is one of a duly authorized series of special obligation bonds of the City, designated "[Taxable] Special Obligation [Revenue] [Refunding] Bonds, Series 2018[A][B][C] (the "Bonds"), issued in the aggregate principal amount of $ under Resolution No. 07- 0586 adopted by the City on October 11, 2007, as supplemented by Resolution No. 18-_ adopted by the City on , 2018 (collectively, the "Resolution"), as the same may be supplemented and amended from time to time. The Bonds are being issued to provide funds to refund certain outstanding [City of Miami, Florida Special Obligation Bonds, Series 2007 (Street and Sidewalk Improvement Program)] [City of Miami, Florida Special Obligation Bonds, Series 2009 (Street and Sidewalk Improvement Program)], [finance the cost of acquisition, construction and improvement to certain streetscapes, roadways, drainage and appurtenances thereto] and pay costs of issuance of the Bonds. Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Resolution. The Bonds are limited obligations of the City payable solely from the Designated Revenues (hereinafter referred to). Neither the faith and credit of the State of Florida nor the faith and credit of any agency or political subdivision thereof or of the City are pledged to the payment of the principal of or the interest or redemption premium, if any, on this Bond. The issuance of this Bond shall not directly or indirectly or contingently obligate the State of Florida or any agency or political subdivision thereof or the City to levy any taxes whatever therefor or to make any appropriation for their payment except from the funds pledged therefor. ADDITIONAL PROVISIONS OF THIS BOND ARE SET FORTH ON THE REVERSE HEREOF AND SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH SET FORTH HERE. 2 of 7 IN WITNESS WHEREOF, the City of Miami, Florida has caused this Bond to be executed with the [manual] [facsimile] signature of the City Manager and attested by its City Clerk and [a facsimile of] its official seal to be [impressed] [imprinted] hereon and this Bond to be dated this day of 2018. [SEAL] CITY OF MIAMI, FLORIDA, a municipal corporation Approved as to Insurance Requirements: By: Risk Management Director [Manual or Facsimile Signature] City Manager Approved as to Form and Correctness ATTEST: City Attorney By: 3of7 [Manual or Facsimile Signature] City Clerk CERTIFICATE OF AUTHENTICATION This Bond is a bond issued under the provisions of the within -mentioned Resolution. Bond Registrar Date of authentication: B y: Authorized Signatory [Form of Reverse of Bonds] To secure the Bonds, the City has irrevocably pledged the Designated Revenues under the Resolution. The Designated Revenues consist of (a)(i) the City's portion of the Local Option Gas Taxes, (ii) eighty percent (80%) of the City's portion of the Transportation Surtax, (iii) twenty percent (20%) of the City's Parking Surcharge, and (iv) all investment income realized by reason of the investment of moneys on deposit or credited to the Debt Service Fund whether such investment income is deposited or credited to the Designated Revenues Fund or remains in the Account in the Debt Service Fund where earned (any fees, commissions or charges established pursuant to the laws of Florida or ordinances or administrative orders of the City or County which replace any of the items mentioned in clause (i), (ii) or (iii) shall he included in the definition of Designated Revenues), and (b) all moneys and investments, including investment earnings thereon, held for the credit of the funds, accounts and subaccounts established under the Resolution or any Series Resolution, other than the Rebate Fund and any accounts created thereunder. The City has full power and authority to pledge the Designated Revenues to the payment of the principal of, interest and redemption premium, if any, on the Bonds. Reference is made to the Resolution for a more complete statement of the provisions thereof and of the rights and duties of the City and the registered owners. Copies of the Resolution are on file and may be inspected at the office of the City Clerk. By the purchase and acceptance of this Bond, the Registered Owner hereof signifies assent to all of the provisions of the Resolution. This Bond is issued and the Resolution was enacted under and pursuant to the Constitution and laws of the State of Florida. The Bonds are issuable as fully registered Bonds in the denomination of $ 100,000 or any integral multiple of $5,000 in excess of $100,000. At the principal corporate trust office of the Bond Registrar, in the manner and subject to the limitations and conditions provided in the Resolution, Bonds may be exchanged for an equal aggregate principal amount of Bonds of the same series and maturity, of any authorized denomination or denominations and bearing interest at the same rate. 4 of 7 The transfer of this Bond is registrable by the Registered Owner hereof in person or by his/her attorney or legal representative at the principal corporate trust office of the Bond Registrar, but only in the manner and subject to the limitations and conditions provided in the Resolution and upon surrender and cancellation of this Bond. Upon any such registration of transfer, the City shall execute and the Bond Registrar shall authenticate and deliver in exchange for this Bond a new Bond or Bonds, registered in the name of the transferee (which must be a Qualified Institutional Buyer), of any authorized denomination or denominations in an aggregate principal amount equal to the principal amount of this Bond, of the same series and maturity and bearing interest at the same rate. Neither the City nor the Bond Registrar shall be required to make any exchange or registration of transfer of any Bond during the fifteen (15) days immediately preceding the date of the City's giving notice of redemption or purchase or after such Bond has been selected for redemption or purchase. [INSERT REDEMPTION PROVISIONS] At least thirty (30) days, but not more than sixty days (60) before the redemption date of any Bonds, whether such redemption is in whole or in part, the City shall cause a notice of any such redemption signed by the City to be mailed, first class, postage prepaid, to all registered owners of Bonds to be redeemed in whole or in part, but any defect in such notice or the failure so to mail any such notice to the registered owners of any Bond shall not affect the validity of the proceedings for the redemption of any other Bonds. On the date fixed for redemption, notice having been mailed in the manner provided in the Resolution and sufficient moneys having been deposited with the Paying Agent or other Depositary, the Bonds or portions thereof called for redemption shall be due and payable at the redemption price provided therefor, plus accrued interest to such date. If a portion of this Bond shall be called for redemption a new Bond or Bonds in principal amount equal to the unredeemed portion hereof will be issued to the Registered Owner upon the surrender hereof. The owner of this Bond shall have no right to enforce the provisions of the Resolution or to institute action to enforce the covenants therein, or to take any action with respect to any event of default under the Resolution, or to institute, appear in or defend any suit or other proceeding with respect thereto, except as provided in the Resolution. The Resolution permits the issuance of additional or refunding bonds secured on a parity with the Bonds upon compliance with the conditions contained therein. Modifications or aiterations of the Resolution, or any resolution supplemental thereto, may be made only to the extent and in the circumstances permitted by the Resolution. This Bond is issued with the intent that the laws of the State of Florida shall govern its construction. All acts, conditions and things required to happen, exist and be performed precedent to and in the issuance of this Bond have happened, exist and have been performed as so required. 5of7 This Bond shall not be valid or become obligatory for any purpose or be entitled to any benefit or security under the Resolution until it shall have been authenticated by the execution by the Bond Registrar of the certificate of authentication endorsed hereon. [Form of Assignment] FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto [Please Print or Typewrite Name, Tax Identification Number and Address of Transferee] a Qualified Institutional Buyer, the within Bond, and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to register the transfer of the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: 6 of 7 NOTICE: The signature to this assignment must correspond with the name as it appears upon the face of the within bond in every particular, without alteration or any change whatever. EXHIBIT "B" DRAFT OF PRELIMINARY LIMITED OFFERING MEMORANDUM PRELIMINARY LIMITED OFFERING MEMORANDUM DATED , 2018 NEW ISSUE — BOOK ENTRY ONLY Ratings: S&P: (stable outlook) Moody's: "" (stable outlook) (See "Ratings" herein) In the opinion of bond counsel, assuming compliance by the City with certain covenants, under existing statutes, regulations, and judicial decisions, the interest on the Series 2018,4 Bonds will be excluded from gross income for. federal income tax purposes of the holders thereof and will not be an item of tax preference for purposes of the federal alternative minimum tax. However, interest on the Series 2018A Bond's shall be taken into account in determining adjusted current earnings for purposes of computing the alternative minimum tax on corporations for taxable ,vears that began prior to January 1, 2018. The alternative minimum tax on corporations was repealed Pl- ayable tears beginning on and after Januay I, 2018. See "TAX ,t1ATTERS" herein for a description of other tax consequences to holders of the Series 2018A Bonds. CITY OF MIAMI, FLORIDA SPECIAL OBLIGATION REFUNDING BONDS, SERIES 2018A (Street and Sidewalk Improvement Program) CITY OF MIAMI, FLORIDA TAXABLE SPECIAL OBLIGATION REFUNDING BONDS, SERIES 2018E (Street and Sidewalk Improvement Program) CITY OF MIAMI, FLORIDA TAXABLE SPECIAL OBLIGATION REVENUE BONDS, SERIES 2018C (Street and Sidewalk Improvement Program) Dated: Date of Delivery Due: January 1, as shown on inside cover The $ *City of Miami, Florida Special Obligation Refunding Bonds, Series 2018A (Street and Sidewalk Improvement Program) (the "Series 2018A Bonds"), $ * City of Miami, Florida Taxable Special Obligation Refunding Bonds, Series 2018B (Street and Sidewalk Improvement Program) (the "Series 20I8B Bonds") and $ * City of Miami, Florida Taxable Special Obligation Revenue Bonds, Series 2018C (Street and Sidewalk Improvement Program) (the "Series 2018C Bonds" and, together with the Series 2018A Bonds and the Series 2018B Bonds, the "Series 2018 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 Resolution No. R-07-0586 adopted by the City Commission on October 11, 2007 (the "Original Resolution") and Resolution No. R-18- adopted by the City Commission on June 2018 (the "Series 2018 Bonds Resolution," and together with the Original Resolution, the "Resolution"). The Series 2018A Bonds are being issued for the purpose of providing funds, together with other available moneys, to (i) refund all or a portion of the City's outstanding Special Obligation Bonds, Series 2007 (Street and Sidewalk Improvement Program) and (ii) pay the costs of issuance of the Series 2018A Bonds. The Series 2018E Bonds are being issued for the purpose of providing funds, together with other available moneys, to (i) refund al! or a portion of the City's outstanding Special Obligation Bonds, Series 2009 (Street and Sidewalk Improvement Program) and (ii) pay the costs of issuance of the Series 2018B Bonds. The Series 2018C Bonds are being issued for the purpose of providing funds, together with other available moneys, to (i) finance the cost of acquisition, construction, and improvements to certain roadways, drainage, streetscapes and related appurtenances and (ii) pay the costs of issuance of the Series 2018C Bonds. 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 Limited Offering Memorandum to obtain information needed for the making of an informed investment decision. The Series 2018 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 010-8616-7788/4/AMER ICAS ("DTC"). Individual purchases will be made in book -entry form only through Participants (defined herein) in denominations of $100,000 and integral multiples of $5,000 in excess of $100,000, Purchasers of the Series 2018. Bonds (the "Beneficial Owners") will not receive physical delivery of the Series 2018 Bonds. Transfers of ownership interests in the Series 2018 Bonds will be effected by the DTC book -entry system as described herein. As long as Cede & Co. is the registered owner as nominee of DTC, principal and interest payments will be made directly to such registered owner which will in turn remit such payments to the Participants (as defined herein) for subsequent disbursement to the Beneficial Owners. Interest on the Series 2018 Bonds is payable semi-annually on each January 1 and July I, commencing January 1, 2019. Principal of, premium, if any, and interest on the Series 2018 Bonds will be payable by U.S. Bank National Association, Jacksonville, Florida, as Paying Agent and Bond Registrar. Payment of the principal of, premium, if any, and interest, on the Series 2018 Bonds will be secured by a lien upon and a pledge of (i) the proceeds of the Local Option Gas Taxes (as defined herein), (ii) eighty percent (80%) of the City's portion of the Transportation Surtax (as defined herein), (iii) twenty percent (20%) of the City's Parking Surcharge (as defined herein), (iv) such additional revenues as may be designated by a Series Resolution as Designated Revenues under the Resolution, and (v) all investment income realized by reason of the investment of moneys on deposit or credited to the Debt Service Fund created by the Resolution, whether such investment income is deposited or credited to the Designated Revenues Fund or remains in the Account in the Debt Service Fund where earned, all as defined herein (collectively, the "Designated Revenues") and as further described under "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2018 BONDS". The Series 2018 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 or to make an appropriation for their payment except from the Designated Revenues to the extent provided in the Resolution, as described herein. Neither the full faith and credit nor the taxing power of the State of Florida or any political subdivision or agency thereof is pledged to the payment of the principal of, redemption premium, if any, and interest of the Series 2018 Bonds. Certain maturities of the Series 2018 Bonds are subject to optional redemption prior to their respective maturities and mandatory redemption, as described herein under "DESCRIPTION OF THE SERIES 2018 BONDS — Optional Redemption, and — Mandatory Redemption." See the inside cover page for maturities, principal amounts, interest rates, yields, prices and CUSIP numbers. THE SERIES 2018 BONDS INVOLVE A DEGREE OF RISK AND ARE NOT SUITABLE FOR ALL INVESTORS. THE CITY AND THE UNDERWRITERS ARE OFFERING THE SERIES 2018 BONDS ONLY TO QUALIFIED INSTITUTIONAL BUYERS WITHIN THE MEANING OF SECURITIES AND EXCHANGE COMMISSION RULE 144A. SEE "DESCRIPTION OF THE SERIES 2018 BONDS — TRANSFER RESTRICTIONS" HEREIN. The Series 2018 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 Bryant Miller Olive P.A., Miami, Florida, Bond Counsel. Certain legal matters will be passed upon for the City by Victoria Mendez, Esq., City Attorney, and by Squire Patton Boggs (US) LLP, Miami, Florida, Disclosure Counsel to the City. Certain legal matters will be passed upon for the Underwriters by Bracewell LLP, Washington, D,C. PFM Financial Advisors LLC, Coral Gables, Florida is serving as Financial Advisor to the City. It is expected that the Series 2018 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 , 2018. Stifel Estrada Hinajosa PNC Capital Markets LLC Dated: , 2018 O 10-8616-7 78814/AMER I CAS MATURITIES, PRINCIPAL AMOUNTS, INTEREST RATES, YIELDS, PRICES AND CUSIP NUMBERS CITY OF MIAMI, FLORIDA SPECIAL OBLIGATION REFUNDING BONDS, SERIES 2018A (STREET AND SIDEWALK IMPROVEMENT PROGRAM) Maturity Principal Initial (January I) Amount Interest Rate Yield Price CUSIP Numbert 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 * Preliminary, subject to change. t CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. Copyright(c) 2018 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the City, the Underwriters or their agents or counsel assume responsibility for the accuracy of such numbers. 010-8 616 -7 78 8/4/A M E R I C AS CITY OF MIAMI, FLORIDA TAXABLE SPECIAL OBLIGATION REFUNDING BONDS, SERIES 2018E (STREET AND SIDEWALK IMPROVEMENT PROGRAM) Maturity Principal Initial (January 1) Amount Interest Rate Yield Price CUSIP Number' 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 * Preliminary, subject to change. i CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. Copyright(c) 2018 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the City, the Underwriters or their agents or counsel assume responsibility for the accuracy of such numbers. 010-8616-778814/A M E R I CAS CITY OF MIAMI, FLORIDA TAXABLE SPECIAL OBLIGATION REVENUE BONDS, SERIES 2018C (STREET AND SIDEWALK IMPROVEMENT PROGRAM) Maturity Principal Initial (January 1) Amount Interest Rate Yield Price CUSIP Number!' 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 * Preliminary, subject to change. CUSIP® is a registered trademark of the American Bankers Association. CUSIP Global Services (CGS) is managed on behalf of the American Bankers Association by S&P Global Market Intelligence. Copyright(c) 2018 CUSIP Global Services. All rights reserved. CUSIP® data herein is provided by CUSIP Global Services. This data is not intended to create a database and does not serve in any way as a substitute for the CGS database. CUSIP® numbers are provided for convenience of reference only. None of the City, the Underwriters or their agents or counsel assume responsibility for the accuracy of such numbers. 010-8616-778814/AME R ICAS THE CITY OF MIAMI,•FLORIDA 3500 Pan American Drive Miami, Florida 33133 MAYOR Francis X. Suarez CITY COMMISSIONERS Keon Hardemon, Chair Ken Russell, Vice Chair Joe Carollo Wifredo (Willy) Gort Manolo Reyes CITY MANAGER Emilio T. Gonzalez CITY CLERK Todd B. Hannon CITY ATTORNEY Victoria Mendez CHIEF FINANCIAL OFFICER Sandra Bridgeman FINANCE DIRECTOR Erica Paschal BOND COUNSEL Bryant Miller Olive P.A. Miami, Florida DISCLOSURE COUNSEL Squire Patton Boggs (US) LLP Miami, Florida FINANCIAL ADVISOR PFM Financial Advisors LLC Coral Gables, Florida 010-8616-7788/4/A MERICAS 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 2018 BONDS, OTHER THAN AS CONTAINED IN THIS LIMITED OFFERING MEMORANDUM, AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE CITY. THIS LIMITED OFFERING MEMORANDUM DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR WILL THERE BE ANY SALE OF THE SERIES 2018 BONDS BY ANY PERSON IN ANY JURISDICTION IN WHICH IT IS UNLAWFUL FOR SUCH PERSON TO MAKE SUCH OFFER, SOLICITATION OR SALE. CAUTIONARY STATEMENTS REGARDING FORWARD -LOOKING STATEMENTS IN THIS LIMITED OFFERING MEMORANDUM: CERTAIN STATEMENTS INCLUDED OR INCORPORATED BY REFERENCE IN THIS LIMITED OFFERING MEMORANDUM CONSTITUTE "FORWARD -LOOKING STATEMENTS." SUCH STATEMENTS GENERALLY ARE IDENTIFIABLE BY THE TERMINOLOGY USED, SUCH AS "PLAN," "EXPECT," "ESTIMATE," "BUDGET" OR OTHER SIMILAR WORDS. SUCH FORWARD -LOOKING STATEMENTS INCLUDE BUT ARE NOT LIMITED TO CERTAIN STATEMENTS CONTAINED IN THE INFORMATION UNDER THE CAPTIONS "ESTIMATED SOURCES AND USES OF FUNDS." THE ACHIEVEMENT OF CERTAIN RESULTS OR OTHER EXPECTATIONS CONTAINED IN SUCH FORWARD -LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS THAT MAY CAUSE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS DESCRIBED TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD -LOOKING STATEMENTS. THE CITY DOES NOT PLAN TO ISSUE ANY UPDATES OR REVISIONS TO THOSE FORWARD -LOOKING STATEMENTS IF OR WHEN ITS EXPECTATIONS CHANGE OR EVENTS, CONDITIONS OR CIRCUMSTANCES ON WHICH SUCH STATEMENTS ARE BASED DO NOT OCCUR. THE INFORMATION SET FORTH HEREIN HAS BEEN OBTAINED FROM THE CITY, DTC AND OTHER SOURCES THAT ARE BELIEVED TO BE RELIABLE. THE UNDERWRITERS LISTED ON THE COVER PAGE HEREOF HAVE REVIEWED THE INFORMATION IN THIS LIMITED OFFERING MEMORANDUM 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 LIMITED OFFERING MEMORANDUM NOR ANY SALE MADE HEREUNDER WILL 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 2018 BONDS, THE UNDERWRITERS MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF SUCH SERIES 2018 BONDS AT LEVELS ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. 0' 0-8616-7788141AMERI CAS 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 2018 BONDS ARE QUALIFIED IN THEIR ENTIRETY BY REFERENCE TO THE FORM THEREOF INCLUDED IN THE AFORESAID DOCUMENTS AND AGREEMENTS. REFERENCES TO WEBSITE ADDRESSES PRESENTED IN THIS LIMITED OFFERING MEMORANDUM ARE FOR INFORMATIONAL PURPOSES ONLY AND MAY BE IN THE FORM OF A HYPERLINK SOLELY FOR THE READER'S CONVENIENCE, UNLESS SPECIFIED OTHERWISE, SUCH WEBSITES AND THE INFORMATION OR LINKS CONTAINED THEREIN ARE NOT INCORPORATED INTO, AND ARE NOT PART OF, THIS LIMITED OFFERING MEMORANDUM. THE UNDERWRITERS HAVE PROVIDED THE FOLLOWING SENTENCE FOR INCLUSION IN THIS LIMITED OFFERING MEMORANDUM. The Underwriters have reviewed the information in this Limited Offering Memorandum 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 2018 BONDS HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "SEC') 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 2018 BONDS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY. THE FOREGOING AUTHORITIES HAVE NOT PASSED UPON THE ACCURACY OR ADEQUACY OF THIS LIMITED OFFERING MEMORANDUM. ANY REPRESENTATION TO THE CONTRARY MAY BE A CRIMINAL OFFENSE. WHILE THE SERIES 2018 BONDS ARE NOT SUBJECT TO REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), THE CITY HAS DETERMINED AND THE UNDERWRITERS HAVE AGREED TO RESTRICT THE SALE AND RESALE OF THE SERIES 2018 BONDS TO "QUALIFIED INSTITUTIONAL BUYERS," AS DEFINED IN RULE 144A PROMULGATED UNDER THE SECURITIES ACT ("QUALIFIED INSTITUTIONAL BUYERS") AND WILL OFFER THE SERIES 2018 BONDS ONLY TO SUCH QUALIFIED INSTITUTIONAL BUYERS. SEE "DESCRIPTION OF THE SERIES 20I8 BONDS — TRANSFER RESTRICTIONS" AND `'APPENDIX F — FORM OF INVESTOR LETTER." THIS LIMITED OFFERING MEMORANDUM WILL NOT CONSTITUTE A CONTRACT BETWEEN THE CITY OR THE UNDERWRITERS AND ANY ONE OR MORE HOLDERS OF THE SERIES 2018 BONDS. THIS PRELIMINARY LIMITED OFFERING MEMORANDUM IS IN A FORM DEEMED FINAL BY THE CITY FOR PURPOSES OF RULE 15c2-12 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED (THE "EXCHANGE ACT"), EXCEPT FOR CERTAIN FINANCIAL INFORMATION PERMITTED TO BE OMITTED PURSUANT TO RULE 15c2-I2(b)(1). 010-8616-778814tA MERI GAS TABLE CONTENTS Pane INTRODUCTION 1 PURPOSE OF THE SERIES 2018 BONDS , 3 PLAN OF FINANCE 3 Plan of Refunding 3 Plan for Use of Remaining Unspent Proceeds of the Series 2009 Bonds 4 Series 2018 Project 5 ESTIMATED SOURCES AND USES OF FUNDS 6 DEBT SERVICE SCHEDULE 7 DESCRIPTION OF THE SERIES 2018 BONDS 7 General 7 Optional Redemption .8 Mandatory Redemption 8 Notice and Effect of Redemption 10 Book -Entry Only System 11 Registration, Transfer and Exchange 13 Transfer Restrictions 14 Replacement of Bonds Mutilated, Destroyed, Stolen or Lost 15 SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2018 BONDS 15 General 15 Limited Obligations 15 Establishment of Funds and Accounts 15 Application of Pledged Funds 16 No Reserve Fund 19 Hedge Agreements 19 Issuance of Additional Bonds 19 Refunding Bonds 19 Economic Environment Impact on Designated Revenues 20 Covenant as to Designated Revenues 20 LOCAL OPTION GAS TAXES 21 General 21 Collection and Distribution 21 First Levy 22 Second Levy 23 Eligibility 23 Historical Gasoline Sales in the County 24 TRANSPORTATION SURTAX 25 General 25 Levy of Transit System Sales Surtax 25 Collection, Distribution and Uses 26 Transit System Sales Surtax Audit 27 010-8616-7788/4/AMERI CAS TABLE CONTENTS (continued) Page PARKING SURCHARGE 28 General 28 Levy of Parking Surcharge and Uses 28 Collection 29 THE CITY OF MIAMI 30 Background 30 City Government 30 Adoption of Investment Policy and Debt Management Policy 31 Capital Improvement Plan 32 Fiscal and Accounting Procedures 33 Financial Information Relating to the City 33 Indebtedness of the City 33 Pension Fund 33 Accrued Compensated Absences 35 Union Labor Agreements 35 Other Postemployment Benefits ("OPEB") 35 Implementation of Recent GASB Statements Regarding Pensions 37 Financial Urgency 38 Impact of the Zika Virus 39 Impact of Hurricane Irma 39 Legislative Matters Affecting the City 40 Proposed Constitutional Amendments Affecting the City 40 LEGISLATIVE AND CONSTITUTIONAL INITIATIVES CONCERNING AD VALOREM TAXES 41 FEDERAL COURT ORDER AND INJUNCTION, CEASE AND DESIST ORDER OF THE SECURITIES AND EXCHANGE COMMISSION AND OTHER DISCLOSURE RELATED SECURITIES AND EXCHANGE COMMISSION INVESTIGATIONS 45 Overview 45 The 2016 Final Judgment and Order 45 The 2003 Cease and Desist Order 47 Disclosure Related Investigation 47 City's Current Capital and Operating Budget and Financial Reporting Procedures 48 LEGAL MATTERS 48 LITIGATION [TO BE UPDATED] 48 DOJ v. City of Miami 49 Fraternal Order of Police, Walter E. Headley, Jr., Miami Lodge No. 20 v. City of Miami 49 International Association of Firefighters, Local 587 v. City of Miami 50 Jorge Castro v. City of Miami, et. al. 50 Catholic Archdiocese of Miami v. City of Miami 50 City of Miami Incinerator "Old Smokey" Claims 51 Civil Rights Actions 51 Flagstone v. City of Miami 51 Internal Revenue Service Examinations 52 Petroleum Products Corporation 52 ii 010-8616-7788141AMER ICAS TABLE CONTENTS (continued) Page DISCLOSURE REQUIRED BY FLORIDA BLUE SKY REGULATIONS 53 TAX MATTERS [TO BE EXPANDED TO ADDRESS TAXABLE BONDS] 53 General 53 Information Reporting and Backup Withholding 54 Other Tax Matters 55 [Tax Treatment of Original Issue Discount 55 [Tax Treatment of Bond Premium 55 RATINGS 56 VERIFICATION OF MATHEMATICAL COMPUTATIONS 56 FINANCIAL ADVISOR 56 FINANCIAL STATEMENTS 56 UNDERWRITING 57 CONTINGENT FEES 57 ENFORCEABILITY OF REMEDIES 57 CONTINUING DISCLOSURE 57 ACCURACY AND COMPLETENESS OF LIMITED OFFERING MEMORANDUM 58 FORWARD -LOOKING STATEMENTS 59 MISCELLANEOUS 59 AUTHORIZATION OF LIMITED OFFERING MEMORANDUM 60 APPENDICES APPENDIX A: APPENDIX B: APPENDIX C: APPENDIX D: APPENDIX E: APPENDIX F: GENERAL INFORMATION REGARDING THE CITY OF MIAMI COPY OF THE ORIGINAL RESOLUTION AND FORM OF THE SERIES 2018 BONDS RESOLUTION BASIC FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED SEPTEMBER 30, 2017 (Excerpt of the City of Miami Comprehensive Annual Financial Report) FORM OF BOND COUNSEL OPINION FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT FORM OF INVESTOR LETTER 010-8616-7788/41AMER1CAS CITY OF MIAMI, FLORIDA SPECIAL OBLIGATION REFUNDING BONDS, SERIES 2018A (Street and Sidewalk Improvement Program) LIMITED OFFERING MEMORANDUM relating to $ * CITY OF MIAMI, FLORIDA TAXABLE SPECIAL OBLIGATION REFUNDING BONDS, SERIES 2018B (Street and Sidewalk Improvement Program) INTRODUCTION $ * CITY OF MIAMI, FLORIDA TAXABLE SPECIAL OBLIGATION REVENUE BONDS, SERIES 2018C (Street and Sidewalk Improvement Program) The purpose of this Limited Offering Memorandum, including the cover page and appendices, is to set forth information concerning the City of Miami, Florida (the "City"), the $ * City of Miami, Florida Special Obligation Refunding Bonds, Series 2018A (Street and Sidewalk Improvement Program) (the "Series 2018A Bonds"), the $ * City of Miami, Florida Taxable Special Obligation Refunding Bonds, Series 2018B (Street and Sidewalk Improvement Program) (the "Series 2018E Bonds") and the $ * City of Miami, Florida Taxable Special Obligation Revenue Bonds, Series 2018C (Street and Sidewalk Improvement Program) (the "Series 2018C Bonds" and, together with the Series 2018A Bonds and the Series 2018B Bonds, the "Series 2018 Bonds"), in connection with the sale of the Series 2018 Bonds. The Series 2018 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 Resolution No. R-07-0586 adopted by the City Commission on October 11, 2007 (the "Original Resolution") and Resolution No. R-18- adopted by the City Commission on June , 2018 (the "Series 2018 Bonds Resolution," and together with the Original Resolution, the "Resolution"). The Series 2018A Bonds are being issued for the purpose of providing funds, together with other available moneys, to (i) refund all or a portion of the City's outstanding Special Obligation Bonds, Series 2007 (Street and Sidewalk Improvement Program) (the "Series 2007 Bonds," and the portion of the Series 2007 Bonds to be refunded being hereinafter referred to as the "Refunded Series 2007 Bonds") and (ii) pay the costs of issuance of the Series 2018A Bonds. The Series 2018B Bonds are being issued for the purpose of providing funds, together with other available moneys, to (i) refund all or a portion of the City's outstanding Special Obligation Bonds, Series 2009 (Street and Sidewalk Improvement Program) (the "Series 2009 Bonds," and the portion of the Series 2009 Bonds to be refunded being hereinafter referred to as the "Refunded Series 2009 Bonds," the Refunded Series 2007 Bonds and the Refunded Series 2009 Bonds are collectively referred to herein as the "Refunded Bonds") and (ii) pay the costs of issuance of the Series 2018B Bonds. The Series 2018C Bonds are being issued for the purpose of providing funds, together with other available moneys, to (i) finance the cost of acquisition, construction, and improvements to certain roadways, drainage, streetscapes and related appurtenances (the "Series 2018 Project") and (ii) pay the costs of issuance of the Series 2018C Bonds. See "PURPOSE OF THE SERIES 2018 BONDS" herein. The Series 2018 Bonds will be on a parity as to source and security for payment with any unrefunded portions of the Series 2007 Bonds and Series 2009 Bonds, as well as any additional Parity Obligations (as defined in the Resolution) issued in the future under the Resolution (collectively, the "Parity Bonds"). * Preliminary, subject to change. 010-8616-7788/41AMER1CAS Payment of the principal of, premium, if any, and interest, on the Series 2018 Bonds will be secured by a lien upon and a pledge of (i) the proceeds of the Local Option Gas Taxes, (ii) eighty percent (80%) of the City's portion of the Transportation Surtax, (iii) twenty percent (20%) of the City's Parking Surcharge, (iv) such additional revenues as may be designated by a Series Resolution as Designated Revenues under the Resolution, and (v) all investment income realized by reason of the investment of moneys on deposit or credited to the Debt Service Fund created by the Resolution, whether such investment income is deposited or credited to the Designated Revenues Fund or remains in the Account in the Debt Service Fund where earned, all as defined herein (collectively, the "Designated Revenues"). The Series 2018 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 or to make an appropriation for their payment except from the Designated Revenues to the extent provided in the Resolution, as described herein. Neither the full faith and credit nor the taxing power of the State of Florida (the `'State" or "Florida") or any political subdivision or agency thereof is pledged to the payment of the principal of, redemption premium, if any, and interest of the Series 2018 Bonds. See "SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2018 BONDS" herein. While the Series 2018 Bonds are not subject to registration under the Securities Act of 1933, as amended (the "Securities Act"), the City has determined and the Underwriters have agreed to restrict the sale and resale of the Series 2018 Bonds to "qualified institutional buyers," as defined in Rule 144A promulgated under the Securities Act ("Qualified Institutional Buyers") and will offer the Series 2018 Bonds only to such Qualified Institutional Buyers. See "DESCRIPTION OF THE SERIES 2018 BONDS — Transfer Restrictions" and "APPENDIX F — FORM OF INVESTOR LETTER." 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 terns used in this Limited Offering Memorandum 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 B — COPY OF THE ORIGINAL RESOLUTION AND FORM OF THE SERIES 2018 BONDS RESOLUTION." All documents of the City referred to herein may be obtained from the City's, Finance Director, 444 S.W. 2' Avenue, 6th Floor, Miami, Florida 33130, Telephone (305) 416-1328. [Remainder of this page intentionally left blank] 2 010-8616-778814/AMER ICAS PURPOSE OF THE SERIES 2018 BONDS The Series 2018A Bonds are being issued by the City to provide funds, together with other available moneys, to (i) refund and redeem the Refunded Series 2007 Bonds and (ii) pay certain costs of issuance of the Series 2018A Bonds. The Series 2018B Bonds are being issued by the City to provide funds, together with other available moneys, to (i) refund and redeem the Refunded Series 2009 Bonds, and (ii) pay the costs of issuance of the Series 2018E Bonds. The Series 2018C Bonds are being issued for the purpose of providing funds, together with other available moneys, to (i) finance the cost of the Series 2018 Project and (ii) pay certain costs of issuance of the Series 2018 Bonds. PLAN OF FINANCE Plan of Refunding The Series 2018A Bonds are being issued by the City to refund (in a current refunding) and redeem all or a portion of the Series 2007 Bonds, which are currently outstanding in the principal amount of $63,595,000. The Series 2018B Bonds are being issued by the City to advance refund (on a taxable basis) and redeem all or a portion of the Series 2009 Bonds, which are currently outstanding in the principal amount of $56,725,000. To effect the refunding of the Refunded Bonds, the City will enter into an Escrow Deposit Agreement (the "Escrow Deposit Agreement") with U.S. Bank National Association, as escrow agent (the "Escrow Agent"). The moneys required to refund the Refunded Bonds will be derived from a portion of the proceeds of the respective series of Series 2018 Bonds and other legally available funds, made available upon the issuance of the Series 2018 Bonds and the defeasance of the Refunded Bonds. [Conditioned on the issuance of the Series 2018 Bonds, the Refunded Series 2007 Bonds will be redeemed on , 2018* and the Refunded Series 2009 Bonds, maturing on and after January 1, 2020, will be called for redemption on January 1, 2019*, at a redemption price equal to 100% of the principal amount of the Refunded Bonds to be redeemed, plus accrued interest to the date fixed for redemption.] Pursuant to the terms of the Escrow Deposit Agreement, the City will deposit a portion of the proceeds of the Series 2018 Bonds, together with other available moneys of the City, in separate escrow deposit trust funds (each an "Escrow Fund" and collectively, the "Escrow Funds") held by the Escrow Agent and apply a portion thereof to the purchase of direct obligations of the United States of America (the "Escrow Securities"). The Escrow Securities, together with the interest thereon and a cash balance on deposit in the respective Escrow Funds are calculated to be sufficient to pay all principal of and interest on the respective series of Refunded Bonds to their respective redemption dates. By deposit of the Escrow Securities and uninvested cash with the Escrow Agent pursuant to the Escrow Deposit Agreement as described above, it is the opinion of Bond Counsel (rendered in reliance upon the verifications of Robert Thomas CPA, LLC, described under "VERIFICATION OF MATHEMATICAL COMPUTATIONS" herein) that the Refunded Bonds will be deemed paid in accordance with, and no longer outstanding under, the provisions of the resolutions pursuant to which such Refunded Bonds were issued. The maturing principal of and interest on the Escrow Securities and uninvested cash held by the Escrow Agent will not be available to pay the Series 2018 Bonds. * Preliminary, subject to change. 3 010-8616-7788/4/A MERICAS The Refunded Bonds consist of the following principal amounts of the following maturities: Refunded Series 2007 Bonds Maturity Date (January 1) Principal Amount 2019 $ 2,060,000 2020 2,155,000 2021 2,250,000 2022 2,355,000 2027 105,000 2024* 5,075,000 2026* 5,640,000 2028* 6,160,000 2030* 6,955,000 2032* 7,725,000 2037* 23,155,000 Refunded Series 2009 Bonds** Maturity Date (January I) Principal Amount 2020 $ 1,300,000 202 l 1,360,000 2022 1,425,000 2023 1,500,000 2024 1,575,000 2029* 9,230,000 2034* 12,070,000 2039* 27,015,000 Plan for Use of Remaining Unspent Proceeds of the Series 2009 Bonds There are approximately $8,100,000 in unspent proceeds and investment earnings allocable to the Series 2009 Bonds. The remaining projects financed by the Series 2009 Bonds experienced unanticipated delays due, in part, to the fact that many of the retraining projects were joint projects undertaken with other governmental agencies. While these project are still being undertaken, the City has determined to utilize the unspent Series 2009 Bond proceeds in the refunding of the Series 2009 Bonds and issue the taxable Series 2018C Bonds to provide ongoing funding for the remaining projects. The status of the application of bond proceeds to eligible projects was raised in an audit by the County relating to the receipt by the City of a portion of the Pledged Revenues. Utilizing the remaining Series 2009 Bond proceeds and investment income thereon in defeasance escrow, should terminate any further recapturing of funds utilized towards debt service payments. However, failure by the City to expend the Series 2018C Bond proceeds could result in a future recapture of Transit System Sales Surtax funds. See "TRANSPORTATION SURTAX— Transit System Surtax Audit," herein. * Term Bond **Preliminary, subject to change. 4 010-8616-7788/4/AMERI CAS Series 2018 Project As stated above, a portion of the proceeds of the Series 2018C Bonds will be used to finance a portion of the remaining cost of the acquisition, construction, and improvements to certain roadways, drainage, streetscapes and related appurtenances within the City that were originally designated to be paid from proceeds of the Series 2009 Bonds. These projects have experienced significant delays but are still active projects. The projects include the Downtown Beautification Project (primarily Flagler Street), the Overtown Greenway, NW 33`d Street Roadway Improvement Project, Dorsey Park Roadway Improvement Project, Pahn Grove Road Improvement Project, SW 17th Street, SW 12th Street and Bird Avenue, among others. As is the case with the Series 2009 Bonds, the status of the application of bond proceeds to eligible projects will be subject to scrutiny by the County relating to the receipt by the City of a portion of the Pledged Revenues. Failure by the City to expend the proceeds of the Series 2018C Bonds in a timely manner could result in a future recapture of Transit System Sales Surtax funds. See "TRANSPORTATION SURTAX— Transit System Surtax Audit," herein. [Remainder of this page intentionally left blank] 010-8616-77881A/AMER ICAS ESTIMATED SOURCES AND USES OF FUNDS The proceeds derived from the sale of the Series 2018 Bonds and other available monies are expected to be used as follows: Series 2018A Series 2018B Series 2018C Bonds Bonds Bonds SOURCES: Principal Amount of Series 2018 $ $ $ Bonds [Plus][Less][Net] Original Issue [Discount] [Premium] Other Available Monies(n TOTAL SOURCES $ $ USES: Deposit to Escrow Funds $ $ Deposit to Project Fund for the Series 2018C Bonds Costs of Issuance ) Underwriters' Discount TOTAL USES 0I Consists of debt service funds allocable to the Refunded Bonds and unspent proceeds of the Series 2009 Bonds. (2) Consists of financial advisory and legal fees and expenses, rating agency fees and miscellaneous costs of issuance. 6 010-8616-7 78 8/4 /AM E R I CA S DEBT SERVICE SCHEDULE The following table sets forth the aggregate debt service requirements for the Series 2018 Bonds and the unrefunded portions of the Series 2007 Bonds and Series 2009 Bonds. (nrefnnded Series Fiscal Year 2007/2009 Ending Series 2018A Bonds Series 2018B Bonds Series 20I8C Bonds Bonds Debt fatal Debt September 30th Principal Interest Principal Interest Principal Interest Service Service 2018 8 $ 5 8 S 8 8 8 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 Totals 9 8 5 5 8 5 5 s DESCRIPTION OF THE SERIES 2018 BONDS General The Series 2018 Bonds will only be offered and sold to Qualified Institutional Buyers, as defined in Ru1e144A under the Securities Act promulgated by the SEC. The Series 2018 Bonds may only be transferred, resold, or assigned in the secondary market to Qualified Institutional Buyers as described under the heading "- Transfer Restrictions". The Series 2018 Bonds will be issued as fully registered, book -entry only bonds in the denomination of $100,000 and integral multiples of $5,000 in excess of $100,000, through the book -entry only system maintained by The Depository Trust Company, New York, New York. The Series 2018 Bonds will be numbered consecutively from one (I) upward preceded by the letter "R" prefixed to the number. The principal of and redemption premium, if any, on the Series 2018 Bonds will be payable upon presentation and surrender at the principal office of U.S. Bank National Association, Jacksonville, Florida (the "Paying Agent"). Interest on the Series 2018 Bonds is payable semi-annually on January 1 and July 1 of each year, commencing January 1, 2019. Interest will be paid by check and mailed to the owners in whose names the Series 2018 Bonds are registered on the close of business on the 15th day (whether or not a business day) of the month preceding each interest payment date (the "Record Date"); provided, however, that the Holder of Series 2018 Bonds in an aggregate principal amount of at least $1,000,000 will be entitled to have interest paid by wire transfer as provided in the Resolution. Interest on the Series 2018 Bonds will be computed on the basis of a 360-day year of twelve 30-day months. All of the Series 2018 Bonds are being issued as Current Interest Bonds as defined in the Original Resolution. 7 010-8616-7788/41A M E R ! CA S Optional Redemption The Series 2018 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 will 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 The Series 2018A Bonds maturing on January 1, 20, are subject to mandatory sinking fund redemption prior to maturity, in part by lot, on January 1 in the following years and in the following amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on deposit in the Principal and Interest Account for such Series 201 SA Bonds, at a redemption price of par, plus accrued interest to the respective dates of redemption: Year Principal Amount *Maturity The Series 2018A Bonds maturing on January I, 20 , are subject to mandatory sinking fund redemption prior to maturity, in part by lot, on January 1 in the following years and in the following amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on deposit in the Principal and Interest Account for such Series 2018A Bonds, at a redemption price of par, plus accrued interest to the respective dates of redemption: Year Principal Amount *Maturity 8 010-8616-7788/4/AMER 1CAS The Series 2018B Bonds maturing on January 1, 20, are subject to mandatory sinking fund redemption prior to maturity, in part by lot, on January 1 in the following years and in the following amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on deposit in the Principal and Interest Account for such Series 2018B Bonds, at a redemption price of par, plus accrued interest to the respective dates of redemption: Year Principal Amount *Maturity The Series 2018B Bonds maturing on January 1, 20 , are subject to mandatory sinking fund redemption prior to maturity, in part by lot, on January 1 in the following years and in the following amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on deposit in the Principal and Interest Account for such Series 2018B Bonds, at a redemption price of par, plus accrued interest to the respective dates of redemption: Year Principal Amount *Maturity The Series 2018C Bonds maturing on January I, 20, are subject to mandatory sinking fund redemption prior to maturity, in part by lot, on January 1 in the following years and in the following amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on deposit in the Principal and Interest Account for such Series 2018C Bonds, at a redemption price of par, plus accrued interest to the respective dates of redemption: Year Principal Amount * Maturity 9 010-8616-7788/4/AMER ICAS The Series 2018C Bonds maturing on January 1, 20, are subject to mandatory sinking fund redemption prior to maturity, in part by lot, on January 1 in the following years and in the following amounts, from and to the extent of Amortization Requirements and whether sufficient moneys are then on deposit in the Principal and Interest Account for such Series 2018C Bonds, at a redemption price of par, plus accrued interest to the respective dates of redemption: Year Principal Amount *Maturity Notice and Effect of Redemption At least thirty (30) days, but not more than sixty (60) days, before the redemption date of any Series 2018 Bonds, whether such redemption be in whole or in part, the City will cause a notice of any such redemption signed by the City to be mailed, first class postage prepaid, to all Holders owning Series 2018 Bonds to be redeemed in whole or in part and to any Fiduciaries, but any defect in such notice or the failure so to mail any such notice to any Holder owning any Series 2018 Bonds will not affect the validity of the proceedings for the redemption of any other Series 2018 Bonds. Each such notice will set forth the name of the Series 2018 Bonds or portions thereof to be redeemed, the date fixed for redemption, the redemption price to be paid, and if less than all the Series 2018 Bonds will be called for redemption, the maturities of the Series 2018 Bonds to be redeemed, the CUSIP numbers, the name and address (including contact person and phone number) of the Fiduciary to which Series 2018 Bonds called for redemption are to be delivered and, if less than all of the Series 2018 Bonds of any one maturity then Outstanding will be called for redemption, the distinctive numbers and letters, if any, of such Series 2018 Bonds to be redeemed and, in the case of Series 2018 Bonds to be redeemed in part only, the portion of the principal amount thereof to be redeemed. If any Series 2018 Bond is to be redeemed in part only, the notice of redemption will also state that on or after the redemption date, upon surrender of such Series 2018 Bond, a new Series 2018 Bond in principal amount equal to the unredeemed portion of such Series 2018 Bond and of the same maturity and bearing the same interest rate will be issued. Any notice as provided herein will be conclusively presumed to have been duly given, whether or not the owner of the Series 2018 Bond receives such notice. In addition to the foregoing notice, the City will cause further notice to be given as set forth below, but no defect in said further notice nor any failure to give all or any portion of such further notice will in any manner defeat the effectiveness of a call for redemption if notice thereof is given as above prescribed: (i) Each further notice of redemption will be sent at least 35 days before the redemption date by registered or certified mail or overnight delivery service to one or more registered securities depositaries then in the business of holding substantial amounts of obligations of types comparable to the Series 2018 Bonds and to one or more national information services that disseminate notices of redemption of obligations such as the Series 2018 Bonds. (ii) Upon the payment of the redemption price of the Series 2018 Bonds being redeemed, each check or other transfer of funds issued for such purpose will bear the CUSIP number 10 016-8616-7788/41AMER ICAS identifying, by issue and maturity, the Series 2018 Bonds being redeemed with the proceeds of such check or other transfer. In the case of an optional redemption, any notice of redemption may state that (1) it is conditioned upon the deposit of moneys, in an amount equal to the amount necessary to effect the redemption, with the Bond Registrar, Paying Agent or a Fiduciary acting as escrow agent no later than the redemption date or (2) the City retains the right to rescind such notice on or prior to the scheduled redemption date (in either case, a "Conditional Redemption"), and such notice and optional redemption will be of no effect if such moneys are not so deposited or if the notice is rescinded as described in the Resolution. Any Conditional Redemption may be rescinded to the Bond Register directing the Bond Registrar to rescind the redemption notice, and the Bond Registrar will give prompt notice of such rescission to the affected Bondholders. Any Series 2018 Bonds subject to Conditional Redemption where redemption has been rescinded will remain Outstanding, and neither the rescission nor the failure by the City to make such funds available will constitute a default under the Resolution. On the date fixed for redemption, notice having been mailed in the manner and under the conditions herein above stated, provided that such notice of redemption has not been rescinded as permitted above, the Series 2018 Bonds or portions thereof called for redemption will be due and payable at the redemption price provided therefor, plus accrued interest to such date. 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 2018 Bonds. The Series 20[8 Bonds will be issued as fully -registered securities registered in the name of Cede & Co., as DTC's partnership nominee, or such other name as may be requested by an authorized representative of DTC. One fully -registered Series 2018 Bond certificate will be issued for each interest rate of each maturity of the Series 2018 Bonds, each in the aggregate principal amount of such maturity bearing interest at such interest rate, as set forth on the inside cover page of this Limited Offering Memorandum, 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 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 3.5 million issues of U.S. and non-U.S. equity issues, corporate and municipal debt issues, and money market instruments from over one hundred (100) countries that its 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, thereby eliminating 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 is the holding company for DTC, National Securities Clearing Corporation and Fixed Income Clearing Corporation, all of which are registered clearing agencies. DTCC is owned by the users of its regulated subsidiaries. Access to the DTC system is also available to others such as both U.S. and non-U.S. securities brokers 11 010-8616-7788/4/A M E R I CAS 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" and, together with Direct Participants, "DTC Participants"). DTC has a S&P rating of AA+. The DTC rules applicable to the DTC Participants are on file with the Securities and Exchange Commission. More information about DTC can be found at www.dtcc.com. Purchases of Series 2018 Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Series 2018 Bonds on DTC's records. The ownership interest of each actual purchaser of each Series 2018 Bond ("Beneficial Owner'') is in turn to be recorded on the DTC Participants' records. Beneficial Owners will not receive written confirmation from DTC of their purchase but Beneficial Owners are expected to receive written confirmations providing details of the transaction, as well as periodic statements of their holdings, from the DTC Participant through which the Beneficial Owner entered into the transaction. Transfers of ownership interests in the Series 2018 Bonds are to be accomplished by entries made on the books of DTC Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates representing their ownership interests in Series 2018 Bonds, except in the event that use of the book -entry system for the Series 2018 Bonds is discontinued. To facilitate subsequent transfers, all Series 2018 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 2018 Bonds with DTC and their registration in the naive of Cede & Co., or such other DTC nominee, will not effect any change in beneficial ownership of the Series 2018 Bonds. DTC has no knowledge of the actual Beneficial Owners of the Series 2018 Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Series 2018 Bonds are credited, which may or may not be the Beneficial Owners. The DTC Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by DTC 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. Beneficial Owners of Series 2018 Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Series 2018 Bonds, such as redemptions, defaults and proposed amendments to the documents securing the Series 2018 Bonds. For example, Beneficial Owners of the Series 2018 Bonds may wish to ascertain that the nominee holding the Series 2018 Bonds for their benefit has agreed to obtain and transmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the Bond Registrar and request that copies of notices are provided directly to them. Redemption notices will be sent by the Bond Registrar to DTC. If less than all of the Series 2018 Bonds within an issue 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 any other DTC nominee) will consent or vote with respect to Series 2018 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 2018 Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). 12 010-8616-7788M/R MERI GAS Principal and interest payments on the Series 2018 Bonds will be made to Cede & Co., or to 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 funds and corresponding detail information from the City or the Bond Registrar on the payable date in accordance with their respective holdings shown on DTC's records. Payments by DTC Participants to Beneficial Owners will be governed by standing instructions and customary practices, as is the case with securities 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 Bond Registrar or the City, subject to any statutory or regulatory requirements as may be in effect from time to time. Payment of principal and interest 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 Bond Registrar, 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 DTC Participants. When reference is made to any action which is required or permitted to be taken by the Beneficial Owners, such reference will only relate to those permitted to act (by statute, regulation or otherwise) on behalf of such Beneficial Owners for such purposes. When notices are given, they will be sent by the City only to DTC. NEITHER THE CITY NOR THE BOND REGISTRAR WILL HAVE ANY RESPONSIBILITY OR OBLIGATION TO ANY DTC PARTICIPANT OR THE PERSONS FOR WHOM THEY ACT AS NOMINEES WITH RESPECT TO THE SERIES 2018 BONDS IN RESPECT OF THE ACCURACY OF ANY RECORDS MAINTAINED BY DTC OR ANY DTC PARTICIPANT, THE PAYMENT BY DTC OR ANY DTC PARTICIPANT OF ANY AMOUNT IN RESPECT OF THE PRINCIPAL OF OR INTEREST ON THE SERIES 2018 BONDS, ANY NOTICE WHICH IS PERMITTED OR REQUIRED TO BE GIVEN TO BONDHOLDERS UNDER THE RESOLUTION, THE SELECTION BY DTC OR ANY DTC PARTICIPANT OR ANY PERSON TO RECEIVE PAYMENT IN THE EVENT OF A PARTIAL REDEMPTION OF THE SERIES 2018 BONDS, OR ANY CONSENT GIVEN OR OTHER ACTION TAKEN BY DTC AS BONDHOLDER. SO LONG AS CEDE & CO. IS THE REGISTERED OWNER OF THE SERIES 2018 BONDS, AS NOMINEE OF DTC, REFERENCES IN THIS LIMITED OFFERING MEMORANDUM TO THE BONDHOLDERS OR REGISTERED OWNERS OF THE SERIES 2018 BONDS WILL MEAN CEDE & CO., AND WILL NOT MEAN THE BENEFICIAL OWNERS OF THE SERIES 2018 BONDS. Registration, Transfer and Exchange So long as the Series 2018 Bonds are registered in the name of DTC or its nominee, the following paragraphs relating to transfer and exchange of Series 2018 Bonds do not apply to the Series 2018 Bonds. The Bond Registrar will keep books for the registration, exchange and registration of transfer of Series 2018 Bonds as provided in the Resolution. The Bond Registrar will evidence acceptance of the duties, obligations and responsibilities of Bond Registrar by execution of the certificate of authentication on the Series 2018 Bonds. The transfer of any Series 2018 Bond may be registered only upon the books kept for the registration of transfer of Series 2018 Bonds upon surrender of such Series 2018 Bond to the Bond Registrar, together with an assignment duly executed by the Holder or such Holder's attorney or legal representative in such form as will be satisfactory to the Bond Registrar. Upon any such exchange or registration of transfer, the City will execute and the Bond Registrar will authenticate and deliver in exchange for such Series 2018 Bond a new registered Series 2018 Bond or 13 010-8616-7788/4lA ME R 1 CA S Series 2018 Bonds, registered in the name of the transferee, of any denomination or denominations authorized by the Resolution, in the aggregate principal amount equal to the principal amount of such Series 2018 Bond surrendered, of the same maturity and bearing interest at the same rate. All Series 2018 Bonds surrendered in any such exchange or registration of transfer will forthwith be cancelled by the Bond Registrar. No service charge will be made for any registration of transfer or exchange of Series 2018 Bonds, but the City and the Bond Registrar may require payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in connection with any registration of transfer or exchange of Series 2018 Bonds. The Bond Registrar will not be required (i) to register the transfer of or to exchange Series 2018 Bonds during a period beginning at the opening of business fifteen (15) days before the day of mailing of a notice of redemption of Series 2018 Bonds and ending at the close of business on the day of such mailing or (ii) to register the transfer of or to exchange any Series 2018 Bond so selected for redemption in whole or in part. The City, any Paying Agent and the Bond Registrar, and any other agent of the City, may treat the person in whose name any Series 2018 Bond is registered on the books of the City kept by the Bond Registrar as the Holder of such Series 2018 Bond for the purpose of receiving payment of principal of and redemption premium, if any, and interest on such Series 2018 Bond, and for all other purposes whatsoever, whether such Series 2018 Bond be overdue, and, to the extent permitted by law, neither the City, any Paying Agent, the Bond Registrar nor any such agent will be affected by any notice to the contrary. Transfer Restrictions Every Series 2018 Bond authenticated and delivered under the Resolution, including any issued upon transfer, exchange or replacement of such Series 2018 Bond, will be issued and delivered only to Qualified Institutional Buyers, and each Series 2018 Bond will bear on its face a legend stating such restriction in substantially the following form: THIS BOND IS SUBJECT TO TRANSFER RESTRICTIONS. THE INITIAL PURCHASER HEREOF AND ANY SUBSEQUENT TRANSFEREE, BY PURCHASING THIS BOND, AGREES FOR THE BENEFIT OF THE CITY OF MIAMI, FLORIDA, THAT THIS BOND MAY BE TRANSFERRED, RESOLD OR ASSIGNED ONLY TO ANOTHER QUALIFIED INSTITUTIONAL BUYER. NOTWITHSTANDING ANYTHING IN THE RESOLUTION OR THIS BOND TO THE CONTRARY, NO TRANSFER, RESALE OR ASSIGNMENT OF THIS BOND SHALL BE EFFECTIVE UNLESS THE TRANSFER, RESALE OR ASSIGNMENT OF THIS BOND IS TO ANY PURCHASER, TRANSFEREE, ASSIGNEE OR PARTICIPANT THAT IS A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. ANY TRANSFER, RESALE OR ASSIGNMENT OR OTHER DISPOSITION OF THIS BOND, OR ANY PARTICIPATION HEREIN, SHALL BE IN EACH CASE ONLY IN A MANNER THAT DOES NOT VIOLATE THE SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATIONS PROMULGATED THEREUNDER. THIS BOND SHALL BE ISSUED AND SOLD, AND MAY ONLY BE TRANSFERRED, IN DENOMINATIONS OF $100,000 OR ANY INTEGRAL MULTIPLE OF $5,000 IN EXCESS OF $100,000. All purchasers of the Series 2018 Bonds in the initial limited offering will be required to provide a signed letter in substantially the form included in "APPENDIX F — FORM OF INVESTOR LETTER." I4 010-8616-7788/4/A MERICAS Replacement of Bonds Mutilated, Destroyed, Stolen or Lost In case any Series 2018 Bond secured hereby will become mutilated or be destroyed, stolen or lost, the City will cause to be executed, and the Bond Registrar will authenticate and deliver, a new Series 2018 Bond of like date and tenor in exchange and substitution for such mutilated Series 2018 Bond or in lieu of and in substitution for such Series 2018 Bond destroyed, stolen or lost, and the Holder will pay the reasonable expenses and charges of the City and the Bond Registrar in connection therewith and, in case of a Series 2018 Bond destroyed, stolen or lost, the Holder will file with the Bond Registrar evidence satisfactory to it and to the City that such Series 2018 Bond was destroyed, stolen or lost, and of such Holder's ownership thereof', and will furnish the City and the Bond Registrar indemnity satisfactory to them. SECURITY AND SOURCES OF PAYMENT FOR THE SERIES 2018 BONDS General The principal of, redemption premium if any, and interest on the Series 2018 Bonds will be payable from and secured on a parity with the Parity Bonds solely by a lien upon and a pledge of (i) the City's portion of the proceeds of the Local Option Gas Taxes, (ii) eighty percent (80%) of the City's portion of the Transportation Surtax, (iii) twenty percent (20%) of the City's Parking Surcharge, (iv) such additional revenues designated by a Series Resolution as Designated Revenues under the Resolution, and (v) all investment income realized by reason of the investment of moneys on deposit or credited to the Debt Service Fund created by the Resolution, whether such investment income is deposited or credited to the Designated Revenues Fund or remains in the Account in the Debt Service Fund where earned (collectively, the "Designated Revenues"). The individual Designated Revenues are described herein under "LOCAL OPTION GAS TAXES," `-TRANSPORTATION SURTAX" and "PARKING SURCHARGE". Limited Obligations THE SERIES 2018 BONDS WILL NOT BE DEEMED TO CONSTITUTE A PLEDGE OF THE FAITH AND CREDIT OF THE STATE OR OF ANY POLITICAL SUBDIVISION THEREOF, INCLUDING THE CITY. NEITHER THE FAITH AND CREDIT OF THE STATE NOR THE FAITH AND CREDIT OF THE CITY ARE PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF OR REDEMPTION PREMIUM, IF ANY, OR INTEREST ON THE SERIES 2018 BONDS, AND THE ISSUANCE OF THE SERIES 2018 BONDS WILL NOT DIRECTLY OR INDIRECTLY OR CONTINGENTLY OBLIGATE THE STATE OR THE CITY TO LEVY ANY TAXES WHATEVER THEREFOR OR TO MAKE ANY APPROPRIATION FOR THEIR PAYMENT EXCEPT FROM THE DESIGNATED REVENUES TO THE EXTENT PROVIDED FOR UNDER THE RESOLUTION. NO HOLDER OF ANY SERIES 2018 BOND OR ANY CREDIT BANK WILL EVER HAVE THE RIGHT TO COMPEL THE EXERCISE OF THE AD VALOREM TAXING POWER OF THE CITY TO PAY SUCH SERIES 2018 BOND OR BE ENTITLED TO PAYMENT OF SUCH SERIES 2018 BOND FROM ANY MONEYS OR PROPERTY OF THE CITY EXCEPT THE DESIGNATED REVENUES IN THE MANNER PROVIDED IN THE RESOLUTION. Establishment of Funds and Accounts The Resolution establishes several funds and accounts, including the "City of Miami Special Obligation Bonds Debt Service Fund" (the "Debt Service Fund") and two accounts therein designated the "Principal and interest Account" (the "Principal and Interest Account") and the "Expense Account" (the "Expense Account'), all of which funds and accounts will be held in trust by the Paying Agent. There is 15 010-8616-7788141AMERtl CAS also created and designated the "City of Miami Special Obligation Bonds Rebate Fund" (the '`Rebate Fund"), which fund will be held in trust by the City. The Resolution also establishes the "City of Miami Special Obligation Bonds Designated Revenues Fund" (the "Designated Revenues Fund"). The City has also established, pursuant to the Escrow Deposit Agreement, an Escrow Fund, and will establish within the Escrow Fund, two separate accounts designated as the "Refunded Series 2007 Bonds Escrow Account' and the "Refunded Series 2009 Bonds Escrow Account" to be used for the purpose of refunding the Refunded Series 2007 Bonds and the Refunded Series 2009 Bonds. Moneys in these funds and accounts (except the Escrow Fund and the Rebate Fund), until applied in accordance with the provisions of the Resolution, will be subject to a lien and charge in favor of the Holders of the Series 2018 Bonds. Application of Pledged Funds The Resolution requires the City to deposit all revenues generated from the Local Option Gas Taxes, Transportation Surtax and the Parking Surcharge, as the same are collected, to the credit of the City's general or special fund in which such revenues are received and thereafter promptly transfer the Designated Revenues to the Designated Revenues Fund. The City will then transfer Designated Revenues from such Designated Revenues Fund to the Rebate Fund, the Principal and Interest Account, the Reserve Fund and the accounts established within said Fund and the Expense Account and apply the same to the payment of required arbitrage rebate payments, the interest on and the principal of the Bonds, Hedge Obligations, if any, the required deposits, if any, to the Reserve Fund and the fees and expenses payable from the Expense Account, all in accordance with the provisions of the Resolution. On or before the Business Day preceding any date on which arbitrage rebate payments under the Code are required to be made, the Finance Director will withdraw moneys from the Designated Revenues Fund and deposit to the credit of the Rebate Fund such amounts as directed by the City to make such arbitrage rebate payments under the Resolution. Upon receipt, the Finance Director will deposit any Hedge Receipts to the credit of the Principal and Interest Account. On or before the twenty-fifth (25th) day of each month, commencing in the month in which the Series 2018 Bonds are issued, the Finance Director will withdraw from the Designated Revenues Fund an amount equal to the amount then held for the credit of the Designated Revenues Fund or such lesser amount as will be required to fund the deposit requirements set forth in clauses (a), (b), (c) and (d) below, and apply the moneys so withdrawn to make the following payments and deposits in the following order: (a) Deposit to the credit of the Principal and Interest Account an amount equal to one -sixth (1/6th) of the interest becoming due on the Bonds on the next semiannual Interest Payment Date; provided, however, that the amount so deposited on account of interest in each month after the delivery of the Bonds of any Series up to and including the month immediately preceding the first Interest Payment Date thereafter of the Bonds of such Series will be that amount that when multiplied by the number of such deposits will be equal to the amount of interest payable on such Bonds on such first Interest Payment Date less the amount of any accrued interest paid on such Bonds and deposited to the credit of the Principal and Interest Account; (b) Deposit to the credit of the Principal and Interest Account an amount equal to the sum of (i) one -twelfth (1/12th) of the principal of Serial Bonds that will mature and become due on the next annual maturity date and (ii) one -twelfth (1/12th) of the Amortization Requirements that will become due and payable within the next Fiscal Year, such deposits to commence in such month or to be adjusted in such amounts as will ensure that on the dates such principal or Amortization 16 010-8616-778814/AMERI CAS Requirements are due and payable sufficient moneys will be on deposit in the Principal and Interest Account. Notwithstanding the foregoing provisions, moneys will not be required to be deposited to the credit of the Principal and Interest Account (A) pursuant to clause (a) above if the amount then to the credit thereof is equal to the interest becoming due and payable on the Bonds on the next Interest Payment Date and (B) pursuant to clause (b) above if the amount then to the credit thereof is equal to the sum of (i) the principal of Serial Bonds maturing on the next maturity date and (ii) the Amortization Requirement for such Fiscal Year on account of the Term Bonds Outstanding. If the period between Interest Payment Dates is other than six (6) months or the period between principal payment dates is other than twelve (12) months, then such monthly deposits will be increased or decreased, as appropriate, in sufficient amounts to provide the required interest amount coming due on the next Interest Payment Date or the principal amount maturing or Amortization Requirement due on the next principal payment date or redemption date, as applicable. Provided, further that such amounts to be deposited will be adjusted to provide for any Hedge Obligations then due to a Hedge Counterparty (excluding any Hedge Termination Payment). (c) Deposit to the credit of the Reserve Fund (or each Account within the Reserve Fund to the extent that a Reserve Account has been established within the Reserve Fund for a particular Series of Bonds), without priority of one Account over another, if any, beginning with respect to each Series of Bonds for which a Series Reserve Fund Requirement has been established on the twenty-fifth (25th) day of the month in which such Series of Bonds are delivered to the purchasers thereof, such sums as will be at least sufficient to pay an amount equal to one -twelfth (1/12th) of the difference between the amount, if any, on deposit in the Reserve Fund or Account therein (including any Reserve Fund Insurance Policy or Reserve Fund Letter of Credit) on the date of issuance of the Series of Bonds and the increase in the amount required to be held therein due to such Series Reserve Fund Requirement, if any, for such Series of Bonds, and, provided, further, that no payments will be required to be made into the Reserve Fund or any Account whenever and as long as the amount deposited therein (including any Reserve Fund Insurance Policy or Reserve Fund Letter of Credit) will be equal to all of the Series Reserve Fund Requirements for all Series of Bonds to which such Reserve Fund or Account therein relates. Notwithstanding the foregoing provisions, in lieu of or in substitution for the required deposits, if any, hereunder (including existing deposits) into the Reserve Fund or any Account therein, the City may cause to be deposited into the Reserve Fund or any Account therein, for any Series of Bonds, a Reserve Fund Insurance Policy or a Reserve Fund Letter of Credit for the benefit of the holders of the Bonds of such Series in an amount equal to the difference between the applicable Series Reserve Fund Requirement and the sums to remain on deposit in the Reserve Fund or any Account therein, after the deposit of such Reserve Fund Insurance Policy or Reserve Fund Letter of Credit, if any, which Reserve Fund Insurance Policy or Reserve Fund Letter of Credit will be payable or available to be drawn upon, as the case may be (upon the giving of notice as required thereunder), on any Interest Payment Date on which a deficiency exists with respect to the applicable Series of Bonds which cannot be cured by all moneys in any Fund or Account, including the applicable Account, if any, in the Reserve Fund under the Resolution, held pursuant to the Resolution and available for such purpose. If a disbursement is made under a Reserve Fund Insurance Policy or Reserve Fund Letter of Credit, the City will be obligated to either reinstate the maximum limits of such Reserve Fund Insurance Policy or Reserve Fund Letter of Credit within twelve (12) months following such disbursement or to deposit into the Reserve 17 010-8616-7788141AMERICAS Fund or applicable Account therein, as provided in the next paragraph, funds in the amount of the disbursements made under such Reserve Fund Insurance Policy or Reserve Fund Letter of Credit, or a combination of such alternatives. In the event that any moneys will be withdrawn from the Reserve Fund or any Account therein for payments into the Principal and Interest Account, such withdrawals will be subsequently restored in the manner described in the first paragraph of this clause (c) from the Designated Revenues available after all required payments have been made into the Principal and Interest Account, including any deficiencies for prior payments, unless restored by the reinstatement of the maximum limits of a Reserve Fund Insurance Policy or Reserve Fund Letter of Credit (without priority of one Account over another Account, if any). In the event that a Reserve Fund Insurance Policy or Reserve Fund Letter of Credit will be drawn upon, the principal portion of the related payment obligations to the issuer of such Reserve Fund Insurance Policy or Reserve Fund Letter of Credit will be paid, after all required payments have been made to the Principal and Interest Account, including any deficiencies for prior payments, in accordance with the terms of any agreement between the City and such issuer, on a parity and on a pro-rata basis with all other obligations payable under this clause (c) to other issuers of any Reserve Fund Letter of Credit or Reserve Fund Insurance Policy and cash funding requirements to the different Accounts established for each Series of Bonds but prior to making any cash deposit to the Account to which such insurance policy or Letter of Credit relates, if any, provided that such Insurance Policy or Letter of Credit is reinstated in the amount of such payment concurrently with the receipt of such payment by the issuer thereof. (d) Any balance remaining after satisfying the requirements of clauses (a), (b) and (c) above will be deposited to the credit of the Expense Account in an amount sufficient to pay (i) the fees, interest and other amounts owing any issuer of a Reserve Fund Insurance Policy or Reserve Fund Letter of Credit, (ii) any fees and expenses of Fiduciaries or Hedge Counterparties corning due in such month and any other administrative fees and expenses coming due in such month with respect to Bonds, (iii) any costs of issuance of a Series of Bonds that remain to be paid, and (iv) any Hedge Termination Payment that is due. (e) Any such balance remaining in the Designated Revenues Fund after making the withdrawals and satisfying the requirements mentioned in clauses (a), (b), (c) and (d) above will be deposited to pay principal and interest on Subordinated Indebtedness in the manner provided in the Resolution authorizing such Subordinated Indebtedness. If the moneys withdrawn for deposits to the above funds and accounts and for making the other required payments as above set forth will not be sufficient to make such deposits and payments, the requirements in each month thereafter for each of the above deposits and payments for which the required monthly deposit or payment has not been made will be cumulative and the amount of any deficiency in any such monthly deposit or payment will be added to the amount otherwise required to be deposited in each month thereafter until such time as such deficiency will have been made up. The balance, if any, remaining to the credit of the Designated Revenue Fund after making the withdrawals and satisfying the requirements mentioned in clauses (a), (b), (c), (d) and (e) above in any Fiscal Year will be withdrawn and deposited to the general or special revenue fund in the same percentage in which such Designated Revenues were originally deposited to the Designated Revenues Fund. 18 010-8616-778814/AMER ICAS No Reserve Fund No debt service reserve fund will be established as security for the Series 2018 Bonds. [Confirm] Hedge Agreements As of the date hereof, the City has not entered into and does not anticipate entering into any Hedge Agreement with respect to the Series 2018 Bonds. In the event that the City enters into a Hedge Agreement with respect to any Bonds issued under the Resolution, all Hedge Receipts received pursuant thereto will be deposited to the credit of the Principal and Interest Account and all Hedge Obligations then due to such Hedge Counterparty under the Hedge Agreement (excluding any Hedge Termination Payment) will be payable to such Hedge Counterparty on a parity with the payment of interest then due on the Bonds. Any Hedge Termination Payment due to a Hedge Counterparty will be payable on a subordinate basis to the payment of principal and interest on the Bonds and any Hedge Obligations. Issuance of Additional Bonds The Resolution provides that one or more Series of Additional Bonds of the City may be issued under and secured by the Resolution, on a parity as to the pledge of the Designated Revenues with the Series 2018 Bonds and the Parity Bonds, subject to the conditions hereinafter provided, among other things, from time to time for the purpose of paying all or any part of the cost of any capital improvements for roadway or transportation purposes not inconsistent with the authorized use of the Designated Revenues. Before such Additional Bonds will be delivered by the Bond Registrar, there will be filed with the City Manager a certificate of the Finance Director demonstrating that the percentage derived by dividing the amount of the Designated Revenues received by the City during any twelve (12) consecutive months in the eighteen (18) months next preceding the date of delivery of the Additional Bonds then requested to be delivered, by the Maximum Principal and Interest Requirements, including the Principal and interest Requirements with respect to the Additional Bonds then to be delivered, for any future Fiscal Year is not less than one hundred thirty-five percent (135%). Refunding Bonds One or more Series of Refunding Bonds of the City may be issued from time to time under and secured by the Resolution, subject to the conditions hereinafter provided in this Section, for the purpose of providing funds for refunding all or any Bonds of any one or more Series of Bonds then Outstanding, including the payment of any redemption premium thereon and interest that will accrue on such Bonds to the redemption date or stated maturity date or dates, funding any funds and accounts under the Resolution and paying any expenses in connection with such refunding and for any related lawful purpose. Except as to any Credit Facility or Insurance Policy and as to any difference in the maturities thereof or the rate or rates of interest or the provisions for redemption and except for such differences, if any, respecting the use of moneys in the various funds and accounts created in the Resolution, such Series of Refunding Bonds will be on a parity with and will be entitled to the same benefit and security of the Resolution as all other Bonds theretofore or thereafter issued under the Resolution. Prior to or simultaneously with the authentication and delivery of such Refunding Bonds by the Bond Registrar to or upon the order of the purchasers thereof or the designated representative, there will be filed with the City Manager: (A) a Certificate of the Finance Director showing that the aggregate Principal and Interest Requirements on account of all Bonds Outstanding (after the issuance of such Refunding Bonds and after the redemption or provision for payment of the Bonds to be refunded) 19 010-8616-7788/4/AMERI CAS following the Fiscal Year in which such Refunding Bonds are to be delivered will not exceed the aggregate Principal and Interest Requirements on account of all the Bonds Outstanding (including the Bonds to be refunded) immediately prior to the issuance of such Refunding Bonds following the Fiscal Year in which such Refunding Bonds are to be delivered; (B) the net present value of the aggregate Principal and Interest Requirements on account of all Bonds Outstanding (after the issuance of such Refunding Bonds and after the redemption or provision for payment of the Bonds to be refunded) following the Fiscal Year in which such Refunding Bonds are to be delivered is Iess than the net present value of the aggregate Principal and Interest Requirements on account of all Bonds Outstanding (including the Bonds to be refunded) immediately prior to the issuance of such Refunding Bonds following the Fiscal Year in which such Refunding Bonds are to be delivered; or (C) assuming the Bonds to be refunded are not then Outstanding, a certificate of the Finance Director demonstrating that the percentage derived by dividing the amount of the Designated Revenues received by the City during any twelve (12) consecutive months in the eighteen (18) months next preceding the date of delivery of the Refunding Bonds then requested to be delivered, by the Maximum Principal and Interest Requirements on all Outstanding Bonds, including the Principal and Interest Requirements with respect to the Refunding Bonds then to be delivered (but not including the Bonds to be refunded), for any future Fiscal Year is not less than one hundred thirty-five per centum (I35%); provided, however, that for purposes of the calculation required by this subclause (C) in connection with the issuance of Refunding Bonds pursuant to a forward refunding or forward delivery or other such similar arrangements, the "date of delivery" of the Refunding Bonds will be deemed to be the date on which the contract or agreement providing for such forward refunding, forward delivery or other similar arrangement is executed and delivered (instead of the actual future date of delivery of the Refunding Bonds). Economic Environment Impact on Designated Revenues Designated Revenues received from Local Option Gas Taxes, a Transportation Surtax, and the City's Parking Surcharge, fluctuate based on general economic conditions, A significant decline in the amount of Designated Revenues collected due to a sustained economic downturn could impair the ability of the City to pay principal of and interest on the Series 2018 Bonds. See "LOCAL OPTION GAS TAXES," "TRANSPORTATION SURTAX" and "PARKING SURCHARGE" herein for historical collections of the individual Designated Revenues. Covenant as to Designated Revenues The City covenants that while any of the Bonds issued under the provisions of the Resolution will be Outstanding it will not take any action or fail to take any action which might result in a suspension or termination of the receipt of the Designated Revenues and it will take all appropriate action to keep and maintain the Designated Revenues at the highest possible level and that, subject to covenants with Credit Banks and Insurers, it will not create or permit to be created any charge or lien on the proceeds of the Designated Revenues ranking equally with or prior to the charge or lien on such proceeds of the Bonds issued under the provisions of the Resolution. There was an attempt in May 2009 to repeal the Transportation Surtax which failed. The proposed ordinance included language which provided for continuing the collection of the Transportation Surtax until all outstanding contractual obligations secured by the Transportation Surtax were satisfied. There is no way to predict whether another attempt will be made to repeal the Transportation Surtax, whether such attempt will include language enabling collection of the Transportation Surtax to fulfill existing contractual obligations secured by the Transportation Surtax, or how its repeal would impact the ability of the City to pay principal of and interest on the Series 2018 Bonds. 20 010-8616-7788141A MERICAS LOCAL OPTION GAS TAXES General As a portion of the Designated Revenues, the City is pledging the Local Option Gas Taxes to secure the Series 2018 Bonds. Local Option Gas Taxes are defined in the Resolution to mean collectively (i) the City's portion of a tax imposed by Ordinance No. 93-63 enacted by Miami -Dade County (the "County") on June 15, 1993, as amended by Ordinance No. 97-156 enacted by the County on September 17, 1997, as may be amended, pursuant to Section 336.025(1)(a), Florida Statues, as amended and distributed pursuant to an Interlocal Agreement dated as of May 20, 1993, as amended, among the County, the City and the other municipalities located in the County (the "Gas Tax Interlocal"); and (ii) the City's portion of a tax imposed by Ordinance No. 93-91 enacted by the County on September 20, 1993, as amended by Ordinance No. 96-101 enacted on June 20, 1996, as may be amended, pursuant to Section 336.025(1)(b), Florida Statues, as amended and Section 336.025(4), Florida Statutes, as amended, and distributed pursuant to an Interlocal Agreement dated as of July 27, 1993 (the "Second Gas Tax Interlocal"). Each county in the State is authorized to levy a tax, of between one cent and twelve cents per net gallon on motor fuel sold in such county in the form of three separate levies. The first levy is a tax of one to six cents per net gallon on motor fuel and diesel fuel and may be authorized in a county by an ordinance enacted by a majority vote of the governing body of a county or by voter referendum, and used to fund specified transportation expenditures. As a result of statewide equalization authorized by the Florida Legislature, the County levies all six cents of the first levy, which levy was approved by Ordinance No. 88-49, as amended and supplemented by Ordinance No. 93-63, as amended by Ordinance No. 97-156 (the "First Levy"). See "LOCAL OPTION GAS TAXES — First Levy" below. All of Florida's sixty-seven counties levy this portion of the Local Option Fuel Tax at the maximum rate of six cents. The second levy is a tax of one to five cents per net gallon on motor fuel, but not diesel fuel, and may be authorized in a county by an ordinance enacted by a majority plus one vote of the governing body of a county or by voter referendum, and used to fund transportation expenditures needed to meet the requirements of the capital improvements element of an adopted local government comprehensive plan. The County levies three cents of the second levy which levy was approved by Ordinance No. 93-91, as amended by Ordinance No. 96-101 (the "Second Levy"). See "LOCAL OPTION GAS TAXES — Second Levy" below. The third levy is a tax of one cent per net gallon on motor fuel and diesel fuel and may be authorized in a county by an ordinance enacted by an extraordinary vote of the governing body of a county or by voter referendum (the "Ninth Cent Tax"). The City does not receive any portion of the Ninth Cent Tax. Collection and Distribution The Florida Department of Revenue (``FDOR") collects pursuant to Section 336.025(1)(a), Florida Statues, the local option fuel tax, consisting of the proceeds from the one to six cents and the one to five cents fuel taxes (collectively, "Local Option Fuel Tax") in each county and deposits the proceeds into the State's Local Option Fuel Tax Trust Fund. The Local Option Fuel Tax Trust Fund is subject to a 7% charge imposed by the State, representing a share of the cost of general government of the State. This charge is deducted from the Local Option Fuel Tax Trust Fund and is deposited in the General Revenue Fund of the State. FDOR is authorized to deduct certain administrative costs incurred in collecting, administering, enforcing and distributing the proceeds of such tax to the counties in an amount not to exceed 2% of total collections from the Local Option Fuel Tax Trust Fund. The net proceeds collected from the Local Option Fuel Tax are distributed monthly by FDOR to each eligible county and the eligible municipalities therein according to a distribution formula determined 21 010-8616-7788/4/AMERI CAS at the local level by interlocal agreement between the county and the municipalities within the county's boundaries representing a majority of the population of the incorporated area within the county. If no interlocal agreement is established, then the distribution is based on the relative transportation expenditures of the county and the municipalities therein for the preceding 5 years. After the initial levy, the distribution is recalculated every 10 years. Upon any newly incorporated municipality becoming eligible to receive the Local Option Fuel Tax, the distribution will be equal to (i) the county's per lane mile expenditure in the previous year times the number of lane miles within the jurisdiction of the municipality, in which the county's share will be reduced proportionally, or (ii) determined by the local act incorporating the municipality. However, such distribution will not materially or adversely affect the rights of holders of outstanding bonds which are backed by taxes authorized pursuant to Section 336.025(1), Florida Statutes, and the amounts distributed to the county and each municipality will not be reduced below the amount necessary for the payment of principal and interest and reserves for principal and interest as required under the covenants of any bond resolution outstanding on the date of the re -determination of the distribution formula. First Levy The County and the municipalities within the County have entered into the Gas Tax Interlocal to provide for the distribution of the proceeds of the First Levy in accordance with a formula. Under the formula provided in the Gas Tax Interlocal, the County receives 70.4% of the proceeds and the municipalities receive 26.9% of the proceeds ("Municipal Portion"). 74% of the Municipal Portion is allocated based on the ratio of the population of each eligible incorporated municipality to the total population of all eligible incorporated municipalities in the County. The remaining 26% of the Municipal Portion is allocated based on the ratio of total centerline miles of roadway maintained by each eligible incorporated municipality compared to the total centerline miles maintained by all eligible incorporated municipalities in the County. In the event that an eligible municipality annexes an area of unincorporated area or a newly incorporated municipality becomes eligible for participation, the County's share will be reduced. During the term of the Gas Tax Interlocal, the County's share of the annual proceeds of the First Levy cannot be reduced below 80% of the original 74% share (which equates to approximately 59% of the total net proceeds of the First Levy), regardless of future incorporation. Pursuant to the Gas Tax Interlocal and Ordinance No. 88-49, as amended and supplemented, the First Levy is set to expire on August 31, 2023. The First Levy has been extended in the past, but there is no guarantee that it will be extended in the future. See the table under the heading "HISTORICAL DESIGNATED REVENUES AND DEBT SERVICE COVERAGE" herein. There are 35 incorporated municipalities in the County. Pursuant to the formula provided in the current Gas Tax Interlocal, the percentage share of the fiscal year 2016-2017 proceeds received by the City was $5,294,925 or 8.05%, according to the City's internal financial system records. FDOR has estimated the fiscal year 2017-2018 distribution for the City to be $5,319,973, as published in the Florida Legislature's Office of Economic and Demographic Research, Local Government Financial Information Handbook, December 2017 (the "Financial Information Handbook"). Use of Revenue. Generally, county and municipal governments may only use monies received from the First Levy for transportation expenditures, defined as: (a) public transportation operations and maintenance; (b) roadway and right-of-way maintenance and equipment and structures used primarily for the storage and maintenance of such equipment; 22 010-8616-7788/4/AMER ICAS (c) roadway and right-of-way drainage; (d) street lighting installation, operation, maintenance and repair; (e) traffic signs, traffic engineering, signalization and pavement markings, operation, maintenance and repair; (f) bridge maintenance and operation; and (g) debt service and current expenditures for transportation capital projects in the foregoing program areas including the construction and reconstruction of roads and sidewalks. Second Levy The County and the municipalities within the County have entered into the Second Gas Tax Interlocal to provide for the distribution of the proceeds of the Second Levy in accordance with a formula. Under the formula provided in the Second Gas Tax Interlocal, the County receives 74% of the proceeds and the municipalities receive 26% of the proceeds ("Second Municipal Portion"). 75% of the Second Municipal Portion is allocated based on the ratio of the population of each eligible incorporated municipality to the total population of all eligible incorporated municipalities in the County. The remaining 25% of the Second Municipal Portion is allocated based on the ratio of total centerline miles of roadway maintained by each eligible incorporated municipality compared to the total centerline miles maintained by all eligible incorporated municipalities in the County. The Second Levy does not have an expiration. There are 35 incorporated municipalities in the County. Pursuant to the formula provided in the Second Gas Tax Interlocal, the percentage share of the fiscal year 2016-2017 proceeds received by the City was $2,058,519 or 7.07%, according to the City's internal financial system records. FDOR has estimated the Fiscal Year 2017-2018 distribution for the City to be $2,058,745, as published in the Financial Information Handbook. Use of Revenue. Generally, county and municipal governments may use monies received from the Second Levy only for transportation expenditures needed to meet the requirements of the capital improvements element of an adopted comprehensive plan or for expenditures needed to meet immediate local transportation problems and for other transportation -related expenditures that are critical for building comprehensive roadway networks by local govermnents. Expenditures will not include routine maintenance of roads. Eligibility In order to be eligible to receive a distribution of funds from the Local Option Fuel Tax Trust Fund, each county or municipality must have: (i) reported its finances for its most recently completed fiscal year to the Department of Financial Services pursuant to Section 218,32, Florida Statutes; (ii) made provisions for annual postaudits of financial accounts in accordance with provisions of law; 23 010-8616-7788141AMER f CAS (iii) levied, as shown on its most recent financial report, ad valorem taxes, exclusive of taxes levied for debt service or other special millages authorized by the voters, to produce the revenue equivalent to a millage rate of 3 mills on the dollar based upon 1973 taxable values or, in order to produce revenue equivalent to that which would otherwise be produced by such 3 mill ad valorem tax, to have received certain revenues from a county (in the case of a municipality), an occupational license tax, utility tax, or levied ad valorem tax, or any combination of those four sources; (iv) certified that persons in its employ as law enforcement officers meet certain qualifications for employment, and receive certain compensation; (v) certified that persons in its employ as firefighters meet certain employment qualifications are eligible for certain compensation; (vi) certified that each dependent special district that is budgeted separately from the general budget of such county or municipality has met the provisions for annual postaudit of its financial accounts in accordance with law; and (vii) certified to FDOR that it has complied with certain procedures regarding the establishment of the ad valorem tax millage of the county or municipality as required by law. Any funds otherwise undistributed because of ineligibility of a county or municipality will be distributed to the eligible governments within the applicable county in proportion to other monies distributed pursuant to Section 336.025, Florida Statutes. The City represents that it has continuously been in compliance with the statutory eligibility requirements for the Local Option Fuel Tax in the past and that it has covenanted in the Resolution to do so in the fixture. Historical Gasoline Sales in the County The volume of motor and special fuel sold in the County is set forth below for the State fiscal years indicated: MIAMI-DADE COUNTY, FLORIDA NUMBER OF TAXABLE GALLONS SOLD State Fiscal Year Ended June 30 Gasoline & Gasohol Special Fuel Total Gallons 2013 969,969,168 129,975,919 1,099,945,087 2014 984,720,613 131,451,904 1,116,172,517 2015 1,010,555,149 136,798,000 1,147,353,149 2016 1,026,435,942 130,850,762 1,157,286,704 2017 1,052,406,246 138,260,506 1,190,666,752 Source: Florida Department of Revenue www.floridarevenue.com/taxes/Pages/distributions.aspx. The amount of Local Option Fuel Tax received by the City from the County is dependent upon numerous factors, including the amount of motor fuel and diesel fuel sold in the County. Furthermore, incorporation of additional municipalities within the County could affect the amount of Local Option Fuel Tax Revenues distributable to the County and to each municipality. The amount of Local Option Fuel 24 010-8616-778814/AMER ICAS Tax Revenues received by the City from the County may be adversely impacted by changes in the supply or demand for or the price of motor fuel, special fuel or diesel fuel. Most of the factors that affect the amount of Local Option Fuel Tax Revenues distributable to the City are beyond the control of the County and the City. The following table sets forth the amount of historical Local Option Gas Taxes revenues received by the City for the fiscal years ended September 30, 2013 through 2017. CITY OF MIAMI, FLORIDA LOCAL OPTION GAS TAXES Local Percentage Fiscal Year Option Gas Increase Ended September 30 Taxes Received' I f (Decrease) 2013 $6,625,945 0.85% 2014 6,828,949 3.06 2015 7,146,475 4.65 2016 7,084,039 (0.87) 2017 7,353,444 3.80 Source: City of Miami, Florida Finance Dept. " Includes the First Levy and the Second Levy. TRANNSPORTATION SURTAX General As a portion of the Designated Revenues, the City is pledging eighty percent (80%) of the Transportation Surtax to the Series 2018 Bonds. The Transportation Surtax is defined in the Resolution to mean the City's portion of the Charter County Transit System Sales Surtax approved by the electorate of the County on November 5, 2002, pursuant to Section 212.055(1), Florida Statutes and Ordinance No. 02-116 (the "Transit System Sales Surtax Ordinance"), enacted by the County on July 9, 2002, as amended (the "Transit System Sales Surtax") and distributed to the City pursuant to an Interlocal Agreement between the County and the City dated as of July 10, 2007, approved pursuant to Resolution No. 07-0272 adopted by the City on May 17, 2007 (the "Transit Interlocal"). Levy of Transit System Sales Surtax Subject to the limitations and exemptions set forth in Chapter 212 of the Florida Statutes, the State imposes a tax on certain sales, use, services, rentals, admissions and other transactions occurring in the State, including, but not limited to, the rental of living quarters or sleeping or housekeeping accommodations for a period of six months or less, items or articles of tangible personal property sold at retail, the rental or lease of real property for purposes other than, among other things, agricultural uses or dwelling units, and the lease or rental of tangible personal property. Pursuant to Section 212.055(1) of the Florida Statutes, the County is authorized to impose the Transit System Sales Surtax on all transactions occurring in the County that are subject to the State tax imposed on the above -referenced sales, use, services, rentals, admissions and other transactions. Pursuant to Section 212.055(1), Florida Statutes, the County is authorized to levy a discretionary sales surtax of up to 1% to be used for the purposes of, among other things, planning, developing, constructing, operating and maintaining roads, bridges, bus systems and fixed guideway systems. The 25 010-8616-7788/4/AMER ICAS County elected to levy a one half of one percent discretionary sales tax, subject to the approval of the County's electorate at the time that the Transit System Sales Surtax Ordinance was enacted. The Transit System Sales Surtax was approved by a majority of the County's electorate at a special election held on November 5, 2002. The County has imposed the Transit System Sales Surtax on all transactions occurring in the County that are subject to the State tax imposed on sales, use, services, rentals, admissions, and other transactions pursuant to Chapter 2I2, Florida Statutes. The Transit System Sales Surtax will remain in effect until the Transit System Sales Surtax Ordinance is repealed. Collection, Distribution and Uses FDOR administers, collects and enforces the Transit System Sales Surtax. The proceeds of the Transit System Sales Surtax are transferred by FDOR into a separate account established for the County in the Discretionary Sales Surtax Clearing Trust Fund. FDOR distributes the proceeds of the Transit System Sales Surtax less the cost of administration (the "Net Transit System Sales Surtax Proceeds") to the County each month. Pursuant to the Transit System Sales Surtax Ordinance, the Net Transit System Sales Surtax Proceeds are deposited into a special fund set aside from other County funds in the custody of the Finance Director of the County (the "Transit System Sales Surtax Trust Fund"'). Twenty percent of the Net Transit System Sales Surtax Proceeds (the "Cities' Distribution") are distributed annually by the County to each city existing within the County as of November 5, 2002 (including the City), so long as each such city (i) continues to provide the same level of general fund support for transportation in subsequent fiscal years that is in each such city's fiscal year 2001-2002 budget; (ii) uses the Net Transit System Sales Surtax Proceeds to supplement rather than replace each such city's general fund support for transportation; and (iii) applies 20% of any Net Transit System Sales Surtax Proceeds received from the County to transit uses in the nature of (a) circulator buses, bus shelters, bus pullout bays or other transit -related infrastructure (or, alternatively, contracts with the County for the County to apply such Net Transit System Sales Surtax Proceeds to a County project that enhances traffic mobility within the city and immediately adjacent areas) and (b) on demand transportation services as defined in Section 212.055(1)(c), Florida Statutes to low income, elderly or disabled individuals. The Net Transit System Sales Surtax Proceeds are distributed among the municipalities on a pro-rata basis based on the ratio such ccity's population bears to the total population in all eligible cities. Newly incorporated municipalities will have the right to negotiate with the County for a pro-rata share of the County's portion of Net Transit System Sales Surtax Proceeds. The City is pledging 80% of the Transit System Sales Surtax received by the City from the County to the Series 2018 Bonds and therefore the other 20% remains available for transit uses as provided above. The City is in compliance with all requirements to be eligible to receive the Net Transit System Sales Surtax Proceeds. Effective July 1, 2009, an amendment to Section 212.055(1) of the Florida Statutes requires any charter county that has entered into interlocal agreements for the distribution of Net Transit System Sales Surtax Proceeds with its municipalities to revise such interlocal agreements every 5 years for the purpose of including any municipalities created since the execution of the previous interlocal agreements. Accordingly, the County is required to revise its existing interlocal agreements every 5 years to include cities that were not incorporated at the time such interlocal agreements were executed. To date, the County has entered into thirty-one (31) interlocal agreements (the "Existing Interlocal Agreements") relative to the Cities' Distribution, (including the City), which expired in 2012. Until new Interlocal Agreements are entered into by the County and each municipality, the County will continue to distribute the Cities' Distribution pursuant to the Existing Interlocal Agreements. 26 010-8616-7788/4/AMERICAS If the County does not enter into new interlocal agreements described in the preceding paragraph it can elect to pay the new cities out of the County's share of the Net Transit System Sales Surtax Proceeds. The following table sets forth the amount of historical Transit System Sales Surtax revenues received by the City for the fiscal years ended September 30, 2013 through 2017. The decrease in the Transportation Surtax for the fiscal year ended September 30, 2016 is attributed to the Transit System Surtax Audit (hereinafter defined) underway by Miami -Dade County Audit and Management Services ("AMS"), as further described below. CITY OF MIAMI, FLORIDA HISTORICAL RECEIPTS OF TRANSIT SYSTEM SALES SURTAX Fiscal Year Percentage Ended Transportation 80% of Transportation Increase September 30 Surtax Received Surtax Received (Decrease) 2013 $14,470,790 $11,576,632 6.89% 2014 15,297,188 12,237,750 5.71 2015 16,340,751 13,072,601 6.82 2016 15,755,819* 12,604,655 (3.58) 2017 16,633,464* 13,306,771 5.57 Source: City of Miami, Florida Finance Dept. * 20 16 and 2017 Transportation Surtax received is net of the CITT withholding described below. Transit System Sales Surtax Audit AMS periodically conducts audits of municipalities within the County that receive Transit System Sales Surtax revenues. AMS conducted an audit related to the City's Transit System Sales Surtax funding, the results of which were included in the Audit Report on the City of Miami's Charter County Transit System Surtax Review dated September 30, 2015 (the `'Transit System Surtax Audit") covering fiscal years 2011 through 2013. AMS recommended that (i) a separate bank account was necessary to account for Transit System Sales Surtax funds dispensed to the City; (ii) debt service payments be disallowed due to a large amount of bond proceeds remaining unspent; (iii) costs claimed by the City for On Demand Transportation Services be disallowed; (iv) certain Transit System Sales Surtax funds used to pay debt service should have been paid from another source; (v) funds used for storm sewer and drainage projects be disallowed because the City had storinwater fees available; (vi) expenditures for program management be disallowed; (vii) $49,984 in expenses for a Marlins Park parking study be disallowed; (viii) $499,025 for sidewalk projects completed prior to November 15, 2013, the date on which sidewalk projects became eligible, be disallowed; (ix) $2.6 million of uncredited investment income after taking into account all disallowed costs in interest earned on surtax proceeds certain expenses. The City refuted several of the Transit System Surtax Audit findings in written responses dated June 8. 2015 and September 15, 2015. In a letter to the City dated September 13, 2016, the Citizens' Independent Transportation Trust ("CITT"), as the arbiter between the County and the City, CITT took the position that (i) a separate bank account to account for Transit System Sales Surtax funds was not necessary, (ii) approximately $3,301,551 is subject to recapture and CITT will withhold approximately $92,000 per month from the City's Transit System Sales Surtax allocation until the recapture amount is complete and (iii) if the $2,971,097 in excess debt service transfers is not reversed by the City, CITT will withhold an additional $83,000 per month until the recapture is complete. In November 2016, the City Commission authorized the transfer of $2,971,097 from the Debt Service Fund to the Capital Fund in 27 010-8616-7788141AMER ICAS compliance with the audit findings. CITT also expressed concerns relating to the unspent bond proceeds but determined that recapture of such unspent bond proceeds was premature. Utilizing the remaining unspent proceeds and interest thereon in defeasance escrow, should eliminate this concern; however, it is anticipated that the timely expenditure of the proceeds of the Series 2018C Bonds will be subject to scrutiny by the County in the future. See "PLAN OF REFUNDING — Plan for Use of Remaining Unspent Proceeds of the Series 2009 Bonds and — The Series 2018 Project" herein. The City has provided quarterly reports to AMS without incident. The City submitted a report for the second quarter of the Fiscal Year ending September 30, 2018 on May 4, 2018. [Confirm] PARKING SURCHARGE General As a portion of the Designated Revenues, the City is pledging twenty percent (20%) of the Parking Surcharge revenues to the Series 2018 Bonds. Parking Surcharge is defined in the Resolution to mean a 15% parking surcharge to be charged at public parking facilities within the City approved by the electorate of the City on November 4, 2003, imposed pursuant to Section 166.271, Florida Statutes and pursuant to Ordinance No. 04-12563 enacted by the City Commission on July 22, 2004, as amended from time to time, and as amended by Ordinance No. 11-13257 enacted by the City Commission on March 10, 2011. Levy of Parking Surcharge and Uses Pursuant to Section 166.271, Florida Statutes, the State authorized the City to impose and collect, subject to referendum approval by voters in the City, a discretionary per vehicle surcharge of up to fifteen percent (15%) of the amount charged for the sale, lease, or rental of space at parking facilities within the City which are open for use to the general public and which are not airports, seaports, county administration buildings, or other county projects. The Parking Surcharge was approved at an election on November 4, 2003. Notwithstanding the foregoing, pursuant to the former Section 218.503(6)(a), the City was authorized to impose a discretionary per -vehicle surcharge of up to twenty percent (20%) on the gross revenues of the sale, lease or rental or space at parking facilities within the City which are open for use to the general public. This provision only applied during the period of time in which the City was declared to be in a state of financial emergency and such provision expired on June 30, 2006. The 20% surcharge was collected by the City from Fiscal Years 2000-2004. No less than sixty (60%) percent and no more than eighty (80%) percent of surcharge proceeds will be used to reduce the municipality's ad valorem tax millage or to reduce or eliminate non -ad valorem assessments, unless the municipality has previously used the proceeds from the surcharge levied under former Section 218.503(6)(b) to reduce the municipality's ad valorem tax millage or to reduce non -ad valorem assessments. Not more than forty percent (40%) and not less than twenty percent (20%) of the Parking Surcharge proceeds will be used to improve transportation, including, but not limited to, street, sidewalk, roadway, landscape, transit and streetscape beautification improvements and will be used in downtown or urban core areas. 28 010-8616-778814/AMERI CAS Collection The Parking Surcharge amounts due will be collected by the operator of a parking facility at the time of, and in addition to, collection of any other amounts for the parking of a motor vehicle in a parking facility, whether charge is made on an hourly, daily, weekly, monthly, yearly, event, validation programs, valet or any other basis. All operators will be required to maintain a valid operational license. The occupational license of an operator will be revoked upon the failure to remit the surcharge amounts for three consecutive months. No operator will be permitted to operate the parking facility until all arrears are paid. The operator of every parking facility will remit funds collected pursuant to the Parking Surcharge, net of refunds, for the preceding calendar month by the twentieth (20111) day of each calendar month. The operator will keep records of such funds collected. Whenever any operator fails to keep records from which the Parking Surcharge may be accurately computed, the City may make use of a factor developed by surveying other operators of a similar type parking facility, or otherwise compute the amount of Parking Surcharge due, and this computation will be prima facie correct. Whenever any operator fails to collect or remit to the City the Parking Surcharge imposed within the time limit therefor, the City will assess the operator the amount of Parking Surcharge due as determined by the City, plus interest at the rate of one percent (1%) per month or any fraction thereof, and a penalty of ten percent (10%) of the Parking Surcharge due on uncollected or unrelnitted amounts. The operator of a Parking Facility who: (1) fails, neglects or refuses to collect the Parking Surcharge; or (2) fails, neglects or refuses to remit the Parking Surcharge; or (3) fails, neglects or refuses to keep accurate records; or (4) submits any incomplete, false or fraudulent return; or (5) refuses to permit the City to examine books, records and papers relating to the Parking Surcharge; or (6) fails to fully comply with any or all rules or regulations promulgated by the City, or to keep complete and proper records as required, will be subject to the following penalties for each offense: (i) have his or her occupational license revoked; and/or (ii) have a lien placed upon the parking facility for the sums owed plus interest pursuant to law; and/or (iii) be subject to an administrative fine in the amount of $500.00; and or (iv) be required to comply with stricter reporting requirements. The following table sets forth the amount of historical Parking Surcharge revenues collected by the City for the fiscal years ended September 30, 2013 through 2017. CITY OF MIAMI, FLORIDA HISTORICAL COLLECTION OF PARKING SURCHARGE Percentage Fiscal Year Parking 20% of Parking Increase Ended September 30 Surcharge Revenues Surcharge Revenues (Decrease) 2013 $20,214,285 $4,042,857 22.92% 2014 19,044,351 3,808,870 (5.79) 2015 19,915,428 3,983,086 4.57 2016 21,083,997 4,216,799 5.87 2017 22,153,940 4,430,788 5.07 Source: City of Miami, Florida Finance Dept. 29 010-8616-778814/A MER ICAS The following table sets forth the amount of historical Designated Revenues received by the City for the fiscal years ended September 30, 2013 through 2017. HISTORICAL DESIGNATED REVENUES AND DEBT SERVICE COVERAGE Fiscal Year Ended September 30 Local Option Year Gas Taxes()) 2013 $6,625,945 2014 6,828,949 2015 7,146,476 2016 7,084,039 2017 7,353,444 80% of Transportation Surtax $11,576,632 12,237,750 13,072,601 12,604,655 13,306,771 20% of Parking Surcharge $4,042,857 3,808,870 3,983,086 4,216,799 4,430,788 Total Designated Revenues $22,245,434 22,875,569 24,202,163 23,905,493 25,091,003 Maximum Annual Debt Serviced') $9,508,375 9,508,375 9,508,375 9,508,375 9,508,375 Debt Service Coverage 2.34 2.41 2.55 2.51 2.64 Source: City of Miami, Florida Finance Dept. (1) Includes the First Levy and the Second Levy. The First Levy is scheduled to expire on August 31, 2023. In Fiscal Year 2017, the First Levy produced $5,294,925 in revenues. Debt Service coverage in Fiscal Year 2017, without taking into account the First Levy would have been 2.08. (2) Maximum Annual Debt Service is based on existing debt service prior to the planned refunding. THE CITY OF MIAMI Background Now 121 years old, the City is part of the nation's eighth 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. The City is rich in cultural and ethnic diversity with more than 467,872 residents as of 2017, according to the Bureau of Economic and Business Research, University of Florida, 57.7% of them foreign born. In physical size, the City encompasses 35.87 square miles. In population, the City is the largest of the 35 municipalities within the 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 -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 City Commission. The Mayor appoints the City Manager who functions as chief administrative officer. The Mayor of the City is presently Francis X. Suarez whose tern expires November 2021. The current members of the City Commission and expiration of their current terms of office are: City Commission Members Date Term Expires Keon Hardemon, Chair Ken Russell, Vice Chair Joe Carollo, Commissioner Wifredo (Willy) Gort, Commissioner Manuel E. Reyes, Commissioner 30 November 202 1 November 2019 November 2021 November 2019 November 2019 010 -8 616-7 78 8141A M E R I CA S The City Manager, Emilio T. Gonzalez, 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 City Commission and the Mayor. Mr. Gonzalez became City Manager in January 2018 and has oversight of the Police, Communications and Protocol, Fire Rescue, Equal Opportunity and Diversity Programs, Human Resources and Agenda Coordination departments. Prior to working at the City, Mr. Gonzalez worked at Miami International Airport for 4 years in various operational and administrative positions including Director. He is responsible for an organization that has more than 4,300 employees and administers a budget of more than $1 billion. Prior to his current position as City Manager, he served as a Homeland Security undersecretary in charge of U.S. Customs and Immigration Services, He holds a doctorate in International Relations from the University of Miami. The City's Assistant City Manager and Chief Financial Officer is Sandra Bridgeman. Her primary responsibilities include the oversight of the Finance, Grants Administration, Housing and Community and Economic Development, General Services Administration, the Office of Management and Budget, Procurement and Risk Management departments. She is also the City liaison with the Firefighters' and Police Retirement Trust, the General Employees' and Sanitation Employees' Retirement Trust and the Liberty City Trust. Prior to joining the City in May 2017, she served as Chief Financial Officer of the Miami -Dade Aviation Department (MDAD). Among her various assignments during her 30 year career with the County, Ms. Bridgeman served as Controller for the Miami -Dade County Finance Department, Controller for the Miami -Dade Aviation Department, and Finance Division Chief for the Miami -Dade County Park and Recreation Department. Ms. Bridgeman is a certified public accountant and holds a master's degree in accounting from Florida International University and a bachelor's degree in accounting from Barry University. She sought and completed additional coursework in advanced Mathematics and Information Systems at Brooklyn College in New York. The City's Finance Director is Erica Paschal. She reports to the Assistant City Manager and 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. Paschal was appointed as the Finance Director effective April 1, 2017. Prior to her current position as Finance Director, she served the City for more than seventeen years in various financial services capacities, including Assistant Finance Director, Fiscal Administrator of Solid Waste and Accountant Supervisor of Capital Improvement Programs. Ms, Paschal is a graduate of the School of Business and Industry at Florida Agriculture and Mechanical University, with a Bachelor's and Master's Degree in Business Administration. In October 2006, she met all requirements in the State to be licensed as a Certified Public Accountant. Adoption of Investment Policy and Debt Management Policy The City adopted a detailed written Investment Policy on February 26, 2015, 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 investtnent 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 Investment Policy is available to the public on the City's website at www.miatnigov.com/Finance/pages/FinancialInfo/financiallnfo.asp. The primary objective of the investment program is the safety of the principal of those funds within the portfolios. Investment transactions will 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 31 010-8616-778814/AME RtCAS 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 designee or investment advisor approved by the City Commission. The Finance Director, Treasurer and the Investment Committee review the investment policy annually and the City Commission may approve any modifications. 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) Municipal Securities, (j) Registered Investment Companies (Money Market Mutual Funds) and (k) Intergovernmental Investment Pool (1) Agency Mortgage -Backed Securities, (m) Asset - Backed Securities, (n) Supranationals and (o) Foreign Sovereign Governments. As of September 30, 2017, approximately 25.72% of the City's investment portfolio was invested in United States Treasury Obligations and obligations of agencies of the United States Government. Approximately 29.99% of the City's investment portfolio was invested in commercial paper. The City amended its Debt Management Policy on May 26, 2016 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. The finance committee has approved the issuance of the Series 2018 Bonds and the negotiated sale to the Underwriters. The Debt Management Policy is available to the public on the City's website at www.rniamigov.com/Finance/pages/Financiallnfo/financiallnfo.asp. 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 capital 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 Multi -Year Capital Improvement Plan (the "Capital Plan''), adopted by the City Commission on September 6, 2016 pursuant to Resolution Number 16-0393, covering the six -year period from October 1, 2016 through September 30, 2022 earmarked funding estimated at $680.53 million for 878 (568 active and 310 future) projects throughout the City. Parks and recreation projects account for the largest portion of the total Capital Plan funding at $211.39 million or 31.1 %. Streets and sidewalks projects are the second largest, accounting for $187.03 million, or 27.0%, and storm and sewer programs are the third largest accounting for $79.65 million, or 11,7%, of the total Capital Plan. Cash on hand, legally available for capital purposes represents the largest share of funding for the Capital Plan, accounting for 69.7% of the total. Bonds issued by the City and state funding account for 11.2% and 6.4%, respectively, of the total. The remaining 12.6% of funding is from federal, County, 32 010-8616-7788/4/A ME R I CAS other private donations. The Capital Plan is available to the public on the City's website at www.miamigov.coin/Budget/. 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 a complete description of the fund types and account groups, see "Notes to Basic Financial Statements of the City" in Appendix C herein. Consistent with prior 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. Financial Information Relating to the City In addition to the City's most recent audited financial statements attached hereto as Appendix C, the current and prior Comprehensive Annual Financial Reports, Popular Annual Financial Reports, single audit reports, auditors letters to management, monthly financial reports and other financial information are available to the public on the City's website at www.miamigov.com/Finance/pages/Financiallnfo/ financiallnfo.asp. The prior, and current City budgets are available to the public on the City's website at www.miamigov.com/Budget/. Any proposed or adopted budget is subject to change through the amendment process of the City Commission. The inclusion in this Limited Offering Memorandum of references to documents and information publicly available on the City's website is provided for convenience only and is not intended to incorporate any such information into this Limited Offering Memorandum. Information on the City's website, including financial statements, is for information purposes only and all such infon-nation speaks only as of the date indicated in such documents or as of the date posted, as applicable. Indebtedness of the City Pursuant to the Debt Management Policy, the City has established the following target debt ratios: (i) debt service as a percentage of Non -Ad Valorem general fund revenues: less than or equal to 15%, (ii) Net Debt Per Capita: less than or equal to $2,000, and (iii) Net Debt to Taxable Assessed Value: less than or equal to 5%. All debt obligations shall have a maximum maturity of 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. The City's Debt Policy is available to the public on the City's website at www.miamigov.com/Financelpages/Financiallnfo/ financiallnfo.asp. Pension Fund The City has three separate, single employer defined benefit 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") are contributory plans that cover substantially all of the City's employees who contribute a percentage of their base salary or wage on a bi-weekly basis. The third plan is a non- 33 010-8616-778814/AMER ICAS contributory defined benefit plan, the City of Miami Elected Officers' Retirement Trust (`'EORT"), in which all elected officials with seven or more years of elected service, elected to office prior to October 22, 2009 were eligible for participation. The EORT was closed to new elected official members as of October 22, 2009. City employees are required to contribute 10% of their salary to GESE and FIPO, as applicable. 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. For the year ended September 30, 2017, the City's contribution for FIPO and GESE was 37.64% and 40.56% of annual payroll, respectively. 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 FIFO 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 liability for each of the FIPO, the GESE and the EORT was $632,752,065, $264,090,507 and $1,591,781, respectively, as of September 30, 2017. The annual pension costs have been fully contributed by the City for the fiscal years ended September 30, 2010, 2011, 2012, 2013, 2014, 2015, 2016 and 2017. See "APPENDIX C BASIC FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED SEPTEMBER 30, 2017 (Excerpt of the City of Miami Comprehensive Annual Financial Report) — NOTE 10. PENSIONS." 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 EBP is an unfunded plan and the City is required to contribute as benefits become payable. The payroll for employees covered by the GESE Excess Plan for the year ended September 30, 2017 was approximately $81 million. The City's contribution to the plan for the year ended September 30, 2017 was $680,534 and plan benefit payments were $680,534. The City is required to contribute the difference between the actuarially determined rate and the contribution rate of employees. For the year ended September 30, 2017, the City's average contribution rate was 1 percent of annual payroll. The separate Annual Report for FIPO is available to the public on FIPO's website at www.miamifipo.com/resources/. The separate Annual Report for GESE is available to the public on GESE's website at www.gese.org/ARlrame.htm. Separate stand-alone financial statements are not issued for EORT and are presented as part of the Combining Statement of Fiduciary Net Position and Combining Statement of Changes in Fiduciary Net Position located in the Fiduciary Funds section of the City's Comprehensive Annual Financial Report ("CAFR") available to the public on the City's website at www.miamigov.com/Finance/pages/FinancialInfo/financialInfo.asp. 34 010-8616-778814/A MER ICAS 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, 2017 is $40,082,783 of which $9,932,465 is the current portion. The maximum number of hours which can be carried forward may be renegotiated with FIPO and GESE at each negotiation period. Union Labor Agreements The labor agreement between the City and Fraternal Order of Police, Walter E. Headley, Jr., Miami Lodge No. 20 was renegotiated in 2016 for a tern of 3 years and will expire on September 30, 2018 (the "FOP Agreement"). The FOP Agreement covers 1,284 positions. The renegotiated FOP Agreement had a fiscal impact of $8.88 million in FY 2015-16, an additional budgeted impact of $4.78 million in fiscal year FY 2016-17, and will have an additional estimated impact of $3.94 million in fiscal year 2017-18. [Confirm and update] The labor agreement between the City and International Association of Firefighters, AFL-CIO Local 587 expired on September 30, 2016 and is currently in the final stages of negotiations. The contract covers 739 positions. [Provide the current status of the IAF Contract] The City will soon begin negotiations with the General Union (Miami General Employees American Federation of State, County, and Municipal Employees Local 1907, AFL-CIO). The contract will expire on September 30, 2017 and covers 1,516 positions. 'Provide the current status of the General Employees Contract] The City will soon begin negotiations with the Sanitation Union (Florida Public Employees Council 79, American Federation of State, County, and Municipal Employees, AFL-CIO, Local 871). The contract will expire on September 30, 2017 and covers 210 positions. [Provide the current status of the Sanitation Employees Contract] Other Postemployment Benefits ("OPEB") Pursuant to Section 112.0801 of the Florida Statutes, the City is required to permit participation in the health insurance program by retirees and their eligible dependents at a cost to the retiree that is no greater than the cost at which coverage is available for active employees. The City has two separate single -employer OPEB plans for its retirees. One plan is for retiring police officers and the other plan is for all other retiring employees (the "Non -Police Retirees"). Retired police officers are offered coverage at a discounted premium. For Non -Police retirees (Fire Fighters, General Employees, Sanitation Employees and Elected Officials) and their dependents, the City has a stated policy of providing health coverage and life insurance at a discounted premium equal to the blended group rate. Non -Police Retirees receive the same benefits as similarly situated active employees of the City, while retired police officers receive the same benefits as provided through the Fraternal Order of Police Health Trust. The benefits afforded to all retirees include lifetime medical, prescription, vision, dental and certain life insurance coverage for retiree and dependents. Substantially all of the City's general employees, sanitation employees and firefighters may become eligible for these benefits when they reach normal retirement age while working for the City. 35 010-8616-7788/4/A ME R I CAS As of October 1, 2016, the most recent actuarial valuation date, there are approximately 5,389 covered participants of whom approximately 3,640 are active employees and 1,749 retirees. The City is authorized to establish benefit levels and approve the actuarial assumptions used in the determination of contributions levels. Retirees, and the spouses and other dependents of retirees contribute the majority of their premium costs each month. Currently, the City's subsidy to OPEB benefits is unfunded. There are no separate trust funds or equivalent arrangements into which the City makes contributions to advance -fund the OPEB obligations, as it does for its retiree pension plans. The City's cost of the OPEB benefits is funded on a pay-as-you-go basis. The City contributed $12.7 million for the fiscal year ended September 30, 2017. As noted in Note 11 of the Notes to Basic Financial Statements of the City, attached to the City's CAFR, attached hereto as Exhibit C. the City's annual OPEB cost and the net OPEB obligation for the fiscal year ended September 30, 2017 for both Police and Non -Police retirees are as follows: Annual required contribution Interest on net OPEB obligation Adjustment to annual required contribution Annual OPEB cost (expense) Contributions made Increase in net OPEB obligation Net OPEB obligation - beginning of year Net OPEB obligation - end of year Police Retirees Non -Police Retirees Total $ 62,398,000 $ 28,248,000 $ 90,646,000 5,724,000 1,995,000 7,719,000 (11,106,000) (3,142,000) (14,248,000) 57,016,000 27,101,000 84,117,000 9,196,000 3,551,000 12.747,000 47,820,000 23,550,000 71,370,000 286,212,000 99,743,000 385,955,000 $ 334,032,000 $123,293,000 $457,325,000 As noted in Note 11 of the Notes to Basic Financial Statements of the City, attached to the City's CAFR, attached hereto as Exhibit C, The City's annual OPEB cost, net OPEB obligations, and percentage of annual OPEB cost contributed, are as follows: Year Ended Annual September 30, OPEB Cost 2017 $57,016,000 2016 54,724,000 2015 54,814,000 Year Ended Annual September 30, OPEB Cost 2017 $27,101,000 2016 26,141,000 2015 18,451,000 Police OPEB Contributions $9,196,000 8,245,000 8,655,000 Non -Police OPEB Contributions Percentage of Annual OPEB Cost Contributed Net OPEB Obligations 16% 15 16 Percentage of Annual OPEB Cost Contributed $3,551,000 3,551,000 3,547,000 36 13% 14 19 $334,032,000 286,212,000 239,733,000 Net OPEB Obligations $123,293,000 99,743,000 77,153,000 010-8616-7788141A ME R ECAS As noted in Note 11 of the Notes to Basic Financial Statements of the City, attached to the City's CAFR, attached hereto as Exhibit C, as of October 1, 2016, the most recent actuarial valuation date, the funded status of the Police and Non -Police Retirees OPEB plan was as follows: Actu arial Valuation of Assets (a) Non -Police $ Police Total $ Actuarial Unfunded Accrued Actuarial Accrued Liability Liability (UAAL) (b) (b-a) $277,419,000 $277,419,000 717,602,000 717,602,000 $995,021,000 $995,021,000 Non -Police Police Covered Payroll $212,363,106 $83,439,609 UAAL as a percentage of Payroll 130.6% 860.0% Fund Ratio (a/b) 0.00% 0.00 0.00 See "APPENDIX C BASIC FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED SEPTEMBER 30, 2017 (Excerpt of the City of Miami Comprehensive Annual Financial Report) — NOTE 11. POST EMPLOYMENT HEALTH CARE BENEFITS." Implementation of Recent GASB Statements Regarding Pensions In 2015, the City implemented GASB Statement No. 68, Accounting and Financial Reporting for Pensions — An Amendment of GASB Statement No. 27 (GASB 68). In addition, the City implemented GASB Statement No. 71, Pension Transition for Contributions Made Subsequent to the Measurement Date — An Amendment of GASB Statement No. 68, which addresses an issue regarding application of the transition provisions of GASB 68. GASB Statement Nos. 68 and 71 require the employer to report the employer's net pension liability and related pension amounts of the defined benefit pension plans at fiscal year-end. As noted in Note 10 of the Notes to Basic Financial Statements of the City, attached to the City's CAFR, attached hereto as Exhibit C, as of October 1, 2017, the City's net pension liability, deferred inflow and outflow of resources are as follows: Plan FIPO GESE Trust GESE Excess Benefit GESE Staff Trust EORT Total Net Pension Deferred Inflow Liability of Resources $632,752,065 264,090,507 13,481,890 899,508 1,591,781 S912,815,751 $ 10,698,190 5,099,413 412,282 457,362 $ 16,667,247 Deferred Outflow of Resources $ 57,489,131 45,681,841 4,005,709 334,645 759,644 $108,270 As of September 30, 2015, the implementation of GASB Statement Nos. 68 and 71 resulted in the City recording deferred outflows of $32.1 million, deferred inflows of $11.8 million, and a net pension liability of $706.4 million. As of September 30, 2017, the City recorded deferred outflows of $108.3 million, deferred inflows of $16.7 million, and a net pension liability of $912.8 million. 37 010-8616-7788141AMER ICAS See '`APPENDIX C - BASIC FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED SEPTEMBER 30, 2017 (Excerpt of the City of Miami Comprehensive Annual Financial Report) — NOTE 10. PENSIONS" for additional information regarding the Pension Plans and see the Required Supplementary Information following the notes to the financial statements, for schedules of changes in the net pension liability and related ratios and the schedules of contributions and additional information about the net pension liability, plan assets and contributions for each of the City's defined benefit pension plans. Financial Urgency Pursuant to Section 447.4095 of the Florida Statutes, the City may declare a financial urgency. That statute, which requires declaration each year, provides that, in the event of a financial urgency requiring modification of a collective bargaining agreement, the City and the representative of the bargaining unit are required to meet as soon as possible to negotiate the impact of the financial urgency. If after a reasonable period which may not exceed 14 days the parties are in disagreement, then they must proceed under Section 447.403 of the Florida Statutes, which provides for the appointment of a mediator. The City Manager declared a financial urgency in calendar years 2010, 2011 and 2012 for fiscal years 2011, 2012 and 2013, respectively. Pursuant to the statute and under the City's authority, in 2010 it imposed the following changes on the unions: • There was a tiered reduction in wages ranging from 0% for salaries less than $39,999.99 to 12% for salaries greater than $120,000 that applied to members of the International Association of Firefighters, AFL-CIO, Local 587, Fraternal Order of Police, Walter E. Headley, Jr., Miami, Miami Lodge No. 20 and Miami General Employees, American Federation of State, County and Municipal Employees, Local 1907, AFL-CIO. • There was also a freezing of step and longevity pay. • Modification to supplemental pay items, which included elimination of education pay supplements, among other things. • Changes to the healthcare plan, such as increasing the co -pays for primary and specialist care physician visits, adding a deductible for the healthcare plan, adding an out-of-pocket maximum, lowering the coinsurance, increasing co -pays for prescriptions, increasing emergency room co -pays and adding a co -pay for urgent care facilities. • Modifying the pension benefits by increasing the normal retirement date, changing the benefit fornula, changing the maximum benefit, changing the average final compensation. Additionally, for the members of the Florida Public Employees' Council 79, AFSCME, AFL- CIO, Local 871, effective on October 1, 2010, member contributions will be made at the rate of 13%©. The impact of these changes on the General Fund was $76,943,905 for fiscal year 2011 in savings. [Confirm] The financial urgency was challenged in 2010. See `'LITIGATION - Fraternal Order of Police, Walter E. Headley, Jr., Miami Lodge No. 20 v. City of Miami" herein regarding certain legal actions brought in connection therewith. Although Financial Urgency was declared in 2011 and 2012, the City was able to negotiate a one- year contract in 2011 (no modifications were imposed) and a two-year contract in 20I2 with the unions. 38 010-8616-7788/4/AMER I CAS In 2012, the City was able to reach agreements with the unions which included, among other things, changes to the pension plans. There may be a legal requirement that certain terms in the pension agreements which were modified in 2012 be approved by the Circuit Court. However, the City does not expect this to be an issue because all parties have jointly agreed to petition the Court for those terms, if legally necessary. See `'PENSION PLANS AND OTHER POST -EMPLOYMENT BENEFITS" herein. Impact of the Zika Virus In February 2016, Florida Governor Rick Scott declared a public health emergency relating to travel -related and locally contracted cases of the mosquito -borne Zika virus in the State, and particularly in the County and the City. Outbreaks of the Zika virus caused the issuance of travel alerts to persons visiting the Caribbean, Central and South America and parts of the State. Advisories were issued for people living in or traveling to Wynwood and Little River, two neighborhoods in the City, and sections of Miami Beach, Florida. During the period of active transmissions the CDC advised pregnant women not to travel to all parts of the County and advised pregnant women and their partners to consider postponing nonessential travel to all parts of the County. During the period of active Zika transmission, businesses in the Wynwood and Miami Beach areas experienced significant decreases in revenue as a result of the Zika outbreak and travel advisories. The County took significant, proactive efforts, including, but not limited to, repeated aerial applications of insecticide to reduce mosquito populations to prevent additional locally transmitted cases of Zika during and after the period of active Zika transmission. As of April 2018, according to the Florida Department of Health, there were a total of 26 travel related cases, zero locally acquired cases and 18 cases involving pregnant women in the State compared to December 2016 when there were 980 travel related cases, 249 locally acquired cases and 185 cases involving pregnant women pregnant women in the State. On December 9, 2016, Florida Governor Rick Scott declared the State was Zika-free after the final area in Miami Beach completed 45 days with no new transmissions. Because Zika is a mosquito -borne virus and transmission is facilitated by travel into the State, it is impossible to predict whether the State will experience another outbreak. The outbreak of Zika and other infectious diseases in the future and the issuance of travel alerts could have an adverse effect on tourism in the City and the County. A reduction in travel to South Florida could affect key sources of tax revenue linked to tourism, including sales, gas and tourist development taxes. Zika research, prevention and response has been funded at both the State and Federal levels. On September 27, 2016, Congress agreed to allocate $1.1 billion to help fight the spread and effects of the Zika virus. During the 2018 Florida Legislative session, approximately $15 million was earmarked for Zika research. The financial effect of the 2016 Zika virus outbreaks on the City was not significant and collections on Designated Revenues were not significantly affected. The City cannot predict at this time the effect a future Zika virus outbreak could have on the City, including the effect on future collections of Designated Revenues. Impact of Hurricane Irma On September 10, 2017, the State of Florida was impacted by Hurricane Inna. At approximately 9:00 a.m., the center of Hurricane Irma made landfall at Cudjoe Key in the lower Florida Keys as a Category 4 storm, according to the National Weather Service. The center of Hurricane Irma made a second landfall as a Category 3 storm, at approximately 3:30 p.m., near Marco Island, which is located approximately 100 miles north-northwest of the County. Most of the County recorded sustained winds of strong tropical stone force (58-73 mph) and some areas likely experienced sustained winds of just below hurricane strength (75 mph). Almost all of the County experienced peak wind gusts of Category 1 39 010-8616-7788141A ME RI CAS strength (80-95 mph). The County received approximately 4-8 inches of rain in the local area in a 48-hour period and experienced approximately 3-5 feet of inundation as a result of storm surge. As expected, due to the winds, rain and local area flooding, electric service and other outages were experienced. During Hurricane Irma, the City did not experience significant damage to property or infrastructure. Current estimates for repairs, replacements, mitigation, and resiliency efforts at the City's facilities are estimated at $34,193,228. The City has sufficient disaster recovery and cleanup reserves; insurance policies and coverages to manage such costs without impact to its budget and plans to recoup a majority of its costs through FEMA and state reimbursements. Legislative Matters Affecting the City During the 2018 Florida Legislative session, the Florida Legislature enacted a law amending Florida Statute 112.1815, and thereby adding that (i) posttraumatic stress disorder ("PTSD") suffered by a first responder during the course of employment to be an occupational disease compensable by workers' compensation benefits; (ii) PTSD must be demonstrated by clear and convincing evidence; (iii) benefits do not require a physical injury to the first responder and are not subject to apportionment due to pre- existing PTSD or limitations. Pursuant the City's Ordinance, the City is unable to offset workers' compensation benefits against the pension benefits. Qualified first responder employees may be eligible for both workers' compensation benefits and pension benefits, which may have a financial impact on the City and pension benefits. [Confirm] Proposed Constitutional Amendments Affecting the City Once every 20 years, Florida's Constitution provides for the creation of a 37-member revision commission for the purpose of reviewing Florida's Constitution and proposing changes for voter consideration. The Constitution Revision Commission ("CRC") meets for approximately one year, traveling throughout the State, identifying issues, performing research and possibly recommending changes to the Florida Constitution. The 2017-2018 CRC adjourned on May 11, 2018, and placed eight proposed constitutional amendments on the General Election ballot for voter consideration. At least sixty percent of the vote is required to pass a constitutional amendment in the State. The CRC proposed an amendment to the Florida Constitution which would add a new section to the Constitution to grant mandatory payment of death benefits and waiver of certain educational expenses to qualifying survivors of certain first responders and military members who die performing official duties. If approved by voters, the employing agencies of certain first responders and military members, including, but not limited to firefighters, law enforcement, correctional officers would be required to pay benefits to qualifying survivors; the State would be responsible for waiving certain educational expenses of the surviving child or spouse. Although the proposal, if approved, would require the City to pay death benefits for a first responder employee killed while performing official duties, the City does not expect this to impact its ability to pay debt service on the Series 2018 Bonds. [Confirm] The CRC proposed an amendment to the Florida Constitution to end the racing of, and wagering on, greyhound and other dogs and within the State by 2020. There are approximately 12 tracks in the State, one of which is located in the City. If approved, the City would no longer collect a tax on greyhound racing in the City. The City does not expect that the proposal, if approved by the voters, will have an impact on the collections of Designated Revenues or its ability to pay debt service on the Series 2018 Bonds. [Does the City receive any revenue related to dog racing?] . [Confirm] During the 2017 Florida Legislative session, which concluded on May 8, 2017, the Florida Legislature passed House Joint Resolution 2l, which proposes an amendment to Section 27, Article X11 40 010-8616-778814IAMER ICAS of the Florida Constitution that if approved, would permanently retain paragraph 4. under LEGISLATIVE AND CONSTITUTIONAL INITIATIVES CONCERNING AD VALOREM TAXES — Constitutional Amendments related to ad valorem exemptions."" herein, which caps property tax increases on specified non -homestead real property, except school district taxes, to 10 percent each year. During the 2017 Florida legislative session, which concluded on May 8, 2017, the Florida Legislature passed House Joint Resolution 7105, which proposes an amendment to Section 6, Article VII of the Florida Constitution that would increase the homestead exemption by exempting the assessed valuation of homestead property greater than $100,000 and up to $125,000 for all levies other than school district levies. If approved by the voters in November 2018, such amendment would be effective beginning with the 2019 tax roll. The City estimates that this amendment would result in a negative revenue impact to the City of approximately $ annually. However, the City does not believe that the impact will adversely affect the City's ability to pay debt service on the Series 2018 Bonds. [Confirm] During the 2018 Florida Legislative session, the Florida Legislature passed House Joint Resolution 7001 ("HJR 700I") proposing an amendment to the Florida Constitution providing that no state tax or fee may be imposed, authorized, raised by the Florida Legislature, or authorized by the Florida Legislature to be raised except through legislation requiring a two-thirds vote of each house of the Florida Legislature. The same requirement would apply to decreasing or eliminating any state tax, fee exemption or credit. Currently, such tax and fee changes require a simple majority vote. HJR 7001 also requires that any proposed state tax or fee imposition, authorization or increase must be contained in a separate bill that contains no other subject. The joint resolution specifies that the proposed amendment does not authorize the imposition of any state tax or fee otherwise prohibited by the Florida Constitution, and does not apply to any tax or fee imposed by, or authorized to be imposed by, a county, municipality, school board, or special district. The amendment proposed in HJR 7001 was passed and signed into law by Governor Scott and will take effect on January 8, 2019, if approved by sixty percent of the voters during the 2018 general election or earlier special election. Although the proposal would not subject local taxes and fees to the stricter voting requirement, local governments could be adversely impacted during recessionary economic environments if State lawmakers are unable to raise taxes. The City does not expect that HJR 7001, if approved by the voters, will have an impact on the collections of Designated Revenues or its ability to pay debt service on the Series 2018 Bonds. [Confirm] LEGISLATIVE AND CONSTITUTIONAL INITIATIVES CONCERNING AD VALOREM TAXES Several amendments to the Florida Constitution affecting ad valorem taxes have been approved by voters in the past including the following: 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, reductions or improvements to homestead property shall initially be assessed as provided for by general law, and 41 010-8616-7788141A MER f CAS thereafter as provided in the Save Our Homes Amendment. The effective date of the Save Our Homes Amendment was January 5, 1993, and the base year for determining compliance with the restrictions was 1994. The 1995 tax roll year was the first year such (imitations were effective. Millas;e Rollback Legislation. In 2007, the Florida Legislature adopted Chapter 2007-321, Laws of Florida, a property tax plan which significantly impacted ad valorem tax collections for State local governments. One component of the adopted legislation required counties, cities and special districts to rollback their millage rates for the 2007-2008 fiscal year to a level that, with certain adjustments and exceptions, would generate the same level of ad valorem tax revenue as in fiscal year 2006-2007; provided, however, depending upon the relative growth of each local government's own ad valorem tax revenues from 2001 to 2006, such rolled back millage rates were determined after first reducing 2006- 2007 ad valorem tax revenues by zero to nine percent (0% to 9%). In addition, the legislation limited the maximum millage for future years. A local government governing body may increase ad valorem tax levies by extraordinary votes or by referenda. A local government may override certain portions of these requirements by a supermajority, and for certain requirements, by a unanimous vote of its governing body. Any county or municipality that levies in excess of the amount pennitted under the legislation will forfeit participation in the half -cent sales tax revenue sharing program for a twelve month period. Constitutional amendments related to ad valorem exemptions. On January 29, 2008, in a special election held for such purpose, the requisite number of voters approved amendments to the State Constitution exempting certain portions of a property's assessed value from taxation. The following is a brief summary of certain important provisions contained in such amendments: 1. Provides for an additional exemption for the assessed value of homestead property between $50,000 and $75,000, thus doubling the existing homestead exemption for property with an assessed value equal to or greater than $75,000. 2. Pennits owners of homestead property to transfer their `'Save Our Homes" benefit (up to $500,000) to a new homestead property purchased within two years of the sale of their previous homestead property to which such benefit applied if the just value of the new homestead is greater than or is equal to the just value of the prior homestead. If the just value of the new homestead is less than the just value of the prior homestead, then owners of homestead property may transfer a proportional amount of their `'Save Our Homes" benefit, such proportional amount equaling the just value of the new homestead divided by the just value of the prior homestead multiplied by the assessed value of the prior homestead. 3. Exempts from ad valorem taxation $25,000 of the assessed value of property subject to tangible personal property tax. 4. Limits increases in the assessed value of non -homestead property to 10% per year, subject to certain adjustments. The cap on increases would be in effect for a 10 year period, subject to extension by an affirmative vote of electors. These amendments were effective for the 2008 tax year (fiscal year 2008-2009 for Iocal governments). Plaintiffs in several instances have challenged the constitutionality of the Save Our Homes Amendment assessment cap and the portability provision, as in Lanning v. Pilcber in October 2007, Bruner v. Hartsfield in November 2007 and DeLuccio v. Havill in May 2008, each filed in the Circuit Court in and for Leon County, Florida. In each case, the higher court denied the plaintiffs' petitions and 42 010-8616-7788/4/AMER ICAS upheld the constitutionality of such provisions; however, there is no assurance that any future challenges to such provisions will not be successful. In the November 2008 General Election, voters approved the following three amendments to (i) allow the Florida Legislature, by general law, to exempt from assessed value of residential homes, improvements made to protect property from wind damage and installation of a new renewable energy source device; (ii) assess specified working waterfront properties based on current use rather than highest and best use; (iii) provide a property tax exemption for (a) real property that is perpetually used for conservation (began in 2010); and, (b) land not perpetually encumbered, require the Florida Legislature to provide classification and assessment of land use for conservation purposes solely on the basis of character or use. Exemption for Deployed Military Personnel. In the November 2010 General Election voters approved a constitutional amendment which provides an additional homestead exemption for deployed military personnel. The exemption equals the percentage of days during the prior calendar year that the military homeowner was deployed outside of the United States in support of military operations designated by the Florida Legislature. This constitutional amendment took effect on January 1, 2011. In the Florida Legislature's 2016 legislative session, lawmakers passed House Bill 7023, which expanded the categories of military operations by adding 11 new eligible designations. Exemptions for Disabled Veterans, Surviving Spouses and First Responders. During the Florida Legislature's 2011 Regular Session, it passed Senate Joint Resolution 592 ("SJR 592"). SJR 592 allows totally or partially disabled veterans who were not Florida residents at the time of entering military service to qualify for the combat -related disabled veteran's ad valorem tax discount on homestead property. HJR 592 took effect June 13, 2011. During the Florida Legislature's 2012 Regular Session, it passed House Joint Resolution 93 ("HJR 93"). HJR 93 allows the Florida Legislature to provide ad valorem tax relief to the surviving spouse of a veteran who died from service -connected causes while on active duty as a member of the United States Armed Forces and to the surviving spouse of a first responder who died in the line of duty, The amount of tax relief, to be defined by general law, can equal the total amount or a portion of the ad valorem tax otherwise owed on the homestead property. HJR 93 took effect January 1, 2013. During the Florida Legislature's 2016 Regular Session, it passed House Joint Resolution 1009, proposing an amendment to the Florida Constitution to grant full or partial property tax exemption on homestead property to first responders who are totally and permanently disabled as a result of an injury or injuries sustained in the line of duty. The amendment was approved by voter referendum in the November 2016 general election. The amendment will take effect on January 1, 2017. Exemptions for Seniors. Also during the Florida Legislature's 2012 Regular Session, it passed House Joint Resolution 169 ("HJR 169") which became HB No. 357, codified as 2012-57 and amending Section 196.075, Florida Statutes. The amendment allows the Florida Legislature by general law to permit counties and municipalities, by ordinance, to grant an additional homestead tax exemption (the "Additional Homestead Exemption") equal to the assessed value of homestead property to certain low income seniors. To be eligible for the Additional Homestead Exemption the county or municipality must have granted the exemption by ordinance; the property must have a just value of less than $250,000; the owner must have title to the property and maintained his or her permanent residence thereon for at least 25 years; the owner must be age 65 years or older; and the owner's annual household income must be less than $20,000, adjusted annually based on the Consumer Price Index, which for 2015 was $28,448. The Additional Homestead Exemption authorized by HJR 169 would not apply to school property taxes. In order to grant the Additional Homestead Exemption, the City enacted Ordinance No. 2012-34. 43 010-8616-7788/4/AME RI CAS During the Florida Legislature's 2016 Regular Session. it passed House Joint Resolution 275 ("HJR 275") which became HB No. 277, amending Section 196.075, Florida Statutes, to allow certain low income seniors to continue receiving the Additional Homestead Exemption if the homestead's just value rises above $250,000 either due to changes in the market or because of additions or improvements made to the property. In addition, individuals who were granted the Additional Homestead Exemption in prior years, but became ineligible for the Additional Homestead Exemption because the just value of the individual's homestead rose above $250.000, may regain the Additional Homestead Exemption by reapplying. The just value determination for such person will be the just value as determined in the first tax year that the owner applied for and was eligible for the Additional Homestead Exemption, regardless of the current just value of his or her homestead property. The amendment was approved by voter referendum at the November 8, 2016 general election. The amendment took effect on January 1, 2017 and will apply retroactively to the 2013 tax roll for any person who received the exemption under Section 196.075(2)(b) before the January 1, 2017 effective date. Other Exemptions Affecting Ad Valorem Taxation. During the Florida Legislature's 2013 Regular Session, it passed Senate Bill 1830 ("SB 1830"), which was signed into law by the Governor and created a number of changes affecting ad valorem taxation. First, SB 1830 provides long-term lessees the ability to retain their homestead exemption and related assessment limitations and exemptions in certain instances. Second, SB 1830 inserts the term "algaculture" in the definition of `'agricultural purpose" and inserts the terms "aquacultural crops" in the provision specifying the valuation of certain annual agricultural crops, nonbearing fruit trees and nursery stock. Third, SB 1830 allows for an automatic renewal for assessment reductions related to certain additions to homestead properties used as living quarters for a parent or grandparent and aligns related appeal and penalty provisions to those for other homestead exemptions. Fourth, SB 1830 deletes a statutory requirement that the owner of the property must reside upon the property to qualify for a homestead exemption. Fifth, SB 1830 clarifies the property tax exemptions counties and cities may provide for certain low income persons age 65 and older. Sixth, SB 1830 removes a residency requirement that a senior disabled veteran must have been a Florida resident at the time they entered the service to qualify for certain property tax exemptions. Seventh, SB 1830 repeals the ability for certain limited liability partnerships to qualify for the affordable housing property tax exemption. Eighth, SB 1830 exempts property used exclusively for educational purposes when the entities that own the property and the educational facility are owned by the same natural persons. Also during the Florida Legislature's 2013 Regular Session, the Florida Legislature passed House Bill 277 ("HB 277"), which was signed into Iaw by the Governor. HB 277 provides that certain renewable energy devices are exempt from being considered when calculating the assessed value of residential property. HB 277 only applies to devices installed on or after January 1, 2013. HB 277 took effect on July 1, 2013. The 2016 Florida Legislature passed House Joint Resolution 193, which proposed an amendment to the Florida Constitution to expand the existing renewable energy devices exemption for residential property to commercial and industrial properties. In the August 30, 2016 special election, voters approved the amendment to authorize the Florida Legislature, by general law, to exempt from ad valorem taxation the assessed value of solar or renewable energy source devices subject to tangible personal property tax, and to authorize the Florida Legislature, by general law, to prohibit consideration of such devices in assessing the value of real property for ad valorem taxation purposes. In the August 2016 general election, voters failed to pass a constitutional amendment to allow consumers to own or lease solar equipment installed on their property to generate electricity for their own use. State and local governments would retain their abilities to protect consumer rights and public health, safety and welfare, and to ensure that consumers who do not choose to install solar are not required to subsidize the costs of backup power and electric grid access to those who do. 44 O10-8616-7788/4/A MER ICAS At this time, it is impossible to tell whether in the future there may be future property tax amendments or estimate with any certainty the level of impact that the constitutional amendments will have on the City, but the impact could be substantial. FEDERAL COURT ORDER AND INJUNCTION, CEASE AND DESIST ORDER OF THE SECURITIES AND EXCHANGE COMMISSION AND OTHER DISCLOSURE RELATED SECURITIES AND EXCHANGE COMMISSION INVESTIGATIONS Overview The City and its officials and employees are subject to a 2016 federal court order and injunction and a 2003 cease and desist order of the Securities and Exchange Commission ("SEC") from future violations of the antifraud provisions of federal securities law in the City's disclosures relating to its bonds, as described below. An investigation in connection with the City's 2010 bond offering financing a portion of the Marlins Stadium, was concluded in February 2016 with no charges being filed. The 2016 Final Judgment and Order The Final Judgment and Order. On October 27, 2016, Judge Cecilia M. Altonaga of the U.S. District Court for the Southern District of Florida issued a Final Judgment following a trial before the court and a jury in Securities and Exchange Commission v. City of Miami, et al. Case No. 13-22600-CIV- Altonaga/O'Sullivan ("Final Judgment"). The Final Judgment permanently enjoins the City, as well as any of the City's officers, agents, servants, employees, and attorneys, and other persons in active concert receiving actual notice of the Final Judgment, as well as other persons in active concert or participation with the City or its officers, employees and others previously mentioned, from (a) violating section 17(a) of the Securities Act and (b) section 10(b) of the Exchange Act and Rule 10b-5 thereunder (the "antifraud provisions") by directly or indirectly (1) creating a false appearance or otherwise deceiving any person about the credit rating, value, or price of any municipal bond; (2) making any false or misleading statement, or disseminating any false or misleading documents, materials, bond offering documents, or comprehensive annual financial reports to the public, including but not limited to any rating agency; or (3) making any false or misleading statement, or disseminating any false or misleading documents, concerning matters relating to a decision by an investor or prospective investor to buy or sell municipal bonds. The Final Judgment also holds that the City violated the outstanding Cease and Desist Order of the SEC, In re the City of Miami, Florida, Securities Act Release No. 8213, Exchange Act Release No. 47552, Administrative Proceeding File No. 3-10022 (March 21, 2003) (the "2003 Cease and Desist Order") described below, upon holding the City violated the 2003 Cease and Desist Order. The Final Judgment also ordered the City to pay a one million (S1,000,000) dollar civil penalty, which amount was agreed to by both the City and the SEC. The Court retains jurisdiction over the case for the purposes of enforcing the terms of the Final Judgment. On December 6, 2016, following the same trial, Judge Altonaga entered the Final Judgment against the City's former Budget Director, Michael Boudreaux following the jury's verdict finding Mr. Boudreaux violated Sections 17(a)(2) and (3) of the Securities Act, and, in three ways, Section 10(b) of the Exchange Act and Rule 10b-5 thereunder and aiding and abetting the City's violation of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. The Judge did not enter a permanent injunction against Mr. Boudreaux, but did assess a $15,000 civil penalty against Mr. Boudreaux. On January 27, 2017, 45 010-8616-778814/A M E R I CAS Judge Altonaga entered an Order denying Mr. Boudreaux's Motion for a New Trial or Relief from Judgment. The 2016 Trial. The trial in Securities and Exchange Commission v. City of Miami, et al. followed an investigation by the SEC of certain City bond offerings to determine whether there had been any violations of federal securities laws. At issue, primarily, was whether the City sufficiently disclosed in its 2009 bond offerings and annual audited financial statements the circumstances of (a) the transfer of approximately $13.1 million from the Capital Projects Fund to the General Fund in fiscal year 2007 and (b) the transfer of approximately $13.3 million from the Capital Projects Fund to the General Fund in fiscal year 2008 (collectively, the "Transfers"). The investigation was partially spurred by Audit Report No. 010-005, Audit of Compliance with the Financial Integrity Principles, issued by the City of Miami Office of Independent Auditor General in November 2009. The investigation resulted in the filing of civil fraud charges against the City and its former budget director based on transactions that occurred with respect to the City's fiscal years ending September 30, 2007 and September 30, 2008. The 2016 Complaint Allegations. The SEC alleged the former budget director and the City made materially false and misleading statements and omissions about the Transfers to hide a growing general fund deficit and obtain favorable bond ratings for three bond issues in May, July and December of 2009 totaling approximately $153.5 million. The SEC also charged the City and the former budget director with including false and misleading information in the City's 2007 and 2008 audited financial statements. Specifically, the SEC's complaint against the City and Boudreaux charged the following (essentially verbatim from the SEC complaint): 1. The City raised approximately $I53.5 million from the investing public through bond offerings in May, July, and December 2009. In connection with these offerings, the City made numerous material misrepresentations and omissions to investors in the bond offering documents and the City's CAFRs concerning certain inter -fund transfers from its Capital Projects Funds to its General Fund, including transfers of restricted fees. 2. Beginning no later than 2007 until 2009, the City engaged in a series of transfers from its Capital Projects Funds to its General Fund to mask the General Fund's deficits, transferred restricted funds into the General Fund, and falsely inflated the General Fund balance to achieve the City's goal of maintaining $100 million in reserves in its General Fund, and ultimately obtained more favorable ratings on its bond offerings. To obtain the City Commission's approval of these inter -fund transfers, Boudreaux made misrepresentations to the City Commission about the transfers, which falsely represented that the project funds were unallocated, and concealed the transfers in the City's internal records. 3. The City made numerous material misrepresentations and omissions to the investing public in its bond offering documents and its 2007 and 2008 CAFRs about the inter - fund transfers. For example, the City did not disclose the full amount or effect of the transfers to the General Fund's budget and its fund balance. Further, the City represented that the project funds transferred in 2007 and 2008 were "unexpended" or "unused," when in reality the funds were allocated to specific capital projects that still needed the money or had already spent it. The City also failed to disclose it had not adjusted its Capital Projects Funds budget to reflect the transfers to the General Fund. 4. Additionally, to ensure rating agencies gave the City's 2009 bond offerings favorable ratings, in April 2009 the City, through Boudreaux, made material misrepresentations 46 010-8616-7788/4/A ME R CCAS and omissions to the agencies concerning the fiscal year 2007 and 2008 transfers and the City's projected operating deficit for its fiscal year 2009 General Fund. 5. During the same time the City and Boudreaux were making material misrepresentations and omissions, the City obtained favorable ratings from the rating agencies on the more than $150 million the City raised from the investing public. Notably, these favorable ratings allowed the City to obtain the more than $150 million on more favorable terns than if they had less favorable ratings. Ultimately, the true nature of the transfers was disclosed, many of the transfers were reversed, and the City's ratings were downgraded. 6. In addition to the above misrepresentations and omissions, the City, through Boudreaux, engaged in other fraudulent and deceptive conduct in violation of the federal securities laws, including, but not limited to, misrepresenting the inter -fund transfers to the City Commission that approved the transfers and by taking affirmative steps to obscure or conceal the transfers in the City's internal records. 7. By engaging in the conduct set forth in the SEC complaint, the City violated Section 17(a) of the Securities Act, 15 U.S.C. § 77q; and Section 10(b) of the Exchange Act, 15 U.S.C. § 78j(b) and Rule 10b-5 thereunder, 17 C.F.R. § 240.10b-5. Boudreaux violated Section 17(a) of the Securities Act, 15 U.S.C. § 77q; Section 10(b) of the Exchange Act, 15 U.S.C. §78j(b) and Rule 10b-5(b) thereunder, 17 C.F.R. § 240.10b-5; and aided and abetted the City's violations of Section 10(b) of the Exchange Act, 15 U.S.C. §78j(b) and Rule l Ob-5 thereunder, 17 C.F.R. § 240.10b-5. The 2003 Cease and Desist Order The earlier 2003 Cease and Desist Order was issued by the SEC in a Cease and Desist Proceeding on appeal from the decision of an administrative law judge. The law judge found that the City willfully violated Section I7(a) of the Securities Act, Section 10(b) of the Exchange Act, and Exchange Act Rule 10b-5 with respect to its offer and sale of three municipal bond issues. The law judge ordered the City to cease and desist from committing or causing any violation or any future violation of the antifraud provisions. Upon independent review of the record, the SEC issued an opinion that found that in the three bond issues, the City used financial statements that failed to warn investors about its ongoing financial stress; falsely certified that there had been "no material adverse change" in its financial condition since fiscal year 1994, even though Miami faced a cash shortfall of over $30 million; and depicted a balanced budget, knowing that $12 million in revenue would not be forthcoming. On the basis of the opinion, the SEC ordered that the City cease and desist from committing or causing any violations or future violations of Section 17(a) of the Securities Act, Section 10(b) of the Exchange Act, and Exchange Act Rule l Ob-5. Disclosure Related Investigation In 2011. the SEC commenced an investigation in connection with the City's Special Obligation Parking Revenue Bonds, Series 2010A and Series 2010B (Marlins Stadium Project). The City fully cooperated with the SEC during the course of its investigation. The SEC concluded its investigation in February 2016 with no charges being filed. 47 010-8616-778814/AMERI CAS City's Current Capital and Operating Budget and Financial Reporting Procedures Both the Securities and Exchange Commission v. City of Miami, et al. investigation and trial and the 2003 Cease and Desist Order involved materially false and misleading statements in the City's financial statements. Testimony in the civil trial highlighted the difficulties encountered in the changeover of certain financial accounting software and the lack of interface between budget and accounting programs. The Office of Management and Budget ("OMB") thoroughly reviewed all procedures after the SEC began its investigations (such reviews undertaken in 2014 and again in 2016). In light of such reviews, the City has instituted several improved processes, with respect to its budget. All interfund transfers are clearly identified in the budget book and are approved by the City Commission. The OMB does not have access to physically override the budget in the financial system, which serves as a check - and -balance by the Finance Department. The fiscal year-end close out is presented to the City Commission within 60 days of the general ledger close instead of March or April of the following fiscal year. Budget book production and monthly projections are prepared in the Hyperion Budgeting System instead of in Word and Excel. The OMB presents the annual Capital Plan (and subsequent amendments) instead of the Office of Capital Improvements and projects are funded and defunded appropriately. Bond - funded projects are funded by virtue of a Declaration of Intent to Reimburse instead of premature issue of bonds. Finally, all new OMB employees are required to attend the Government Finance Officers Association budgeting boot camp within 24 months of beginning employment. LEGAL MATTERS Certain legal matters incident to the validity of the Series 2018 Bonds are subject to the approval of Bryant Miller Olive P.A., Bond Counsel, Miami, Florida whose approving opinion in the form attached hereto as "APPENDIX D — FORM OF BOND COUNSEL OPINION" will be furnished without charge to the purchasers of the Series 2018 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 Victoria Mendez, Esq., City Attorney, and by Squire Patton Boggs (US) LLP, Miami, Florida, Disclosure Counsel to the City. D.C. Certain legal matters will be passed upon for the Underwriters by Bracewell LLP, Washington, LITIGATION [To Be Updated] 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 2018 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. For information regarding past investigations by the SEC and pending litigation with the SEC, see "SECURITIES AND EXCHANGE COMMISSION INVESTIGATIONS" herein. The following are summaries of pending litigation or asserted claims, of which the City is aware, having an exposure either (a) not capped by the limitations of s. 768.28(5), Florida Statutes (2012), i.e., $200,000 per person/$300,000 per incident; and (b) not covered by the availability of excess insurance purchased by the City to cover certain liabilities in excess of a $500,000 self -insured retention. 48 010-8616-7788/4/A MER ICAS DOJ v. City of Miami On March 10, 2016, Department of Justice (DOJ) and the City entered into a Settlement Agreement (the "Settlement Agreement"). The Settlement Agreement marked the culmination of an investigation by the DOJ regarding civil rights violations by the City of Miami Police Department surrounding police shooting incidents and the inadequate investigation of such police shooting incidents thereafter. The investigation's findings, issued in July 2013, identified a pattern or practice of excessive use of force through officer -involved shootings in violation of the Fourth Amendment of the Constitution. Under the Settlement Agreement, the City agreed to operate under a four-year monitorship. The City has implemented internal controls and procedures, including enhanced training and supervision to ensure that similar violations do not occur in the future. The City could be subject to additional penalties for any future noncompliance under the monitoring program and the Settlement Agreement. Fraternal Order of Police, Walter E. Headley, Jr., Miami Lodge No. 20 v. City of Miami The FOP Miami Lodge 20 (hereinafter the "Police Union") alleges that it has a Collective Bargaining Agreement with the City, effective through September 30, 2010, that the parties exchanged initial proposals for a successor agreement, and that the parties have held several bargaining sessions. The Police Union further alleges that during the several bargaining sessions, the City never advised the Police Union that there was a need to reach settlement on economic items expeditiously, or that the City intended to declare a "financial urgency" and invoke the process set forth in Section 447.4095, Florida Statutes. The Police Union contends that Section 447.4095 may only be invoked to modify the terms of an existing agreement. The Police Union further alleges that although the parties continued to bargain for a successor collective bargaining agreement on August 9 and 12, 2010, the parties never discussed wages or pensions, but on August 16, 2010, the City advised the Public Employees Relations Commission ("PERC") that it had engaged in negotiations on the impact of the financial urgency, and any action necessitated by the financial urgency, and that a dispute existed. The Police Union then alleges that on August 31, 2010, the City unilaterally took action to alter the terms and conditions of employment before reaching impasse with the Police Union, in violation of Section 447.501(1)(a) and (1)(c). Further, the Police Union alleges that, although the changes were not discussed with them, they were discussed in a closed door unnoticed "shade" meeting conducted in violation of Section 447.605, Florida Statutes (an exemption to the Sunshine Law). The Police Union contends that the failure of the City to have any discussions with the Police Union on these matters constitutes bad faith or surface bargaining in violation of Section 447.501(1)1I (a), Florida Statutes. It also asserts that by unilaterally altering terms and conditions of employment before completion of the impasse procedure set forth in Section 447.403, Florida Statutes, and by not responding to a request for records, the City violated Section 447.501(1)(a) and (1)(c), Florida Statutes. The City received a recommended order from the Hearing Officer in its favor, which was ultimately adopted by the City Commission. The FOP appealed to the Florida District Court of Appeals, First District. The First District affirmed. The FOP sought review by the Florida Supreme Court. The Florida Supreme Court accepted review. The Supreme Court heard oral argument on April 7, 2015. On March 2, 2017, the Florida Supreme Court issued a decision in favor of FOP, quashing the decision of the First District and remanding the case to the First District for proceedings consistent with State law. The PERC entered an Order on the Merits of the Unfair Labor Practice Charge and scheduled a back -pay hearing in June 2018. Despite the pendency of the back -pay case, the FIPO Trust voted to disburse adjusted pension payments to its members. The City filed an injunction and the Third District Court of Appeal held that the FIPO Trust had no authority to snake adjusted pension payments at that time, and that neither the Florida Supreme Court decision in Headley, nor the October 18, 2017 PERC Order rescinded the City's current pension code. The Third District Court of Appeal emphasized that only the City has the authority to change its pension code, as appropriate, and, at the conclusion of the financial urgency litigation proceedings. The Third District also affirmed the trial court's ruling abating the proceedings pursuant to Chapter 164 of the Florida Statutes. Pursuant to the 49 010-8616-7788/4 /A M E R I CAS Court's opinion. the parties should commence formal intergovernmental dispute resolution proceedings under Florida Statutes Chapter 164. The City cannot predict the outcome of this case or the financial consequences, if any. The FOP backpay case before the PERC began on June 18, 2018. FOP presented its case and the parties agreed to close the record and attempt mediation. If mediation fails the parties will re- open the record and resume the case. The parties will attempt mediation on June 26, 2018. International Association of Firefighters, Local 587 v. City of Miami The LAF Local 587 (hereinafter "Firefighters Union") alleges that it has a Collective Bargaining Agreement ("CBA") with the City, effective through October I, 2010, that, in exchange for concessions by the Firefighters Union, the CBA was extended through September 30, 2011, and that the City expressly waived its right not to fund any year of the CBA except in the case of "true fiscal emergency", defined in the CBA as, "the City must demonstrate that there is no other reasonable alternative means of appropriating monies to fund the agreement for that year or years". The Firefighters Union further alleges that less than six (6) months after agreeing to the extension, on April 30, 2010, the City invoked the process under Section 447.4095, Florida Statutes, claiming "financial urgency," and on August 31, 2010, unilaterally took action to modify wages, insurance and pension benefits. The Firefighters Union asserts that the invocation of Section 447.4095, Florida Statutes was improper and was waived by the City in the CBA. Further, the Firefighters Union alleges that, prior to their enactment, the modifications to the CBA were discussed in a closed door, unnoticed shade meeting in violation of Section 447.605, Florida Statutes (an exemption to the Sunshine Law). Finally, the Firefighters Union asserts that the City failed to bargain collectively and in good faith by enacting the changes of August 31, 2010, by not providing the Firefighters Union with notice in advance, and by failing to discuss, bargain over, impact bargain, or complete the process set forth in Section 447.403 and/or Section 447.4095, Florida Statutes. The City received a recommended order from the Hearing Officer in its favor, which was adopted by the City Commission. The Third District remanded the case back to PERC, consistent with the outcome in Headley v. City of Miami. The PERC entered an Order on the Merits of the Unfair Labor Practice Charge and scheduled a backpay hearing in June 2018. The City cannot predict the outcome of this case or financial consequences, if any. The Firefighters Union backpay case before the PERC began on June 5, 2018. The record was recessed so that the parties could attempt mediation. Mediation began on June 5, 2018 and was continued on June 15, 2018. The parties are relatively close to resolving the case but have not yet reached an agreement. The second day of the PERC hearing is scheduled for June 27, 2018. Jorge Castro v. City of Miami, et. al. Jorge Castro, individually and as class representative filed a lawsuit against the City, the City of Miami Firefighters' and Police Officers' Retirement Trust and Plan ("Plan"), The Board of Trustees of the Plan ("Board"), Carlos Migoya (former City Manager) and Dania Orta (Assistant Plan Administrator) in the U.S. District Court Southern District of Florida (Case No. 1:13-cv-22661-WJZ). The City was formally served on August 2, 2013 and the plaintiff presented alleged claims for: breach of fiduciary duties, plan benefits, plan benefits as a result of misrepresentation, negligent misrepresentations, violation of 42 U.S.C. s. 1983 (procedural due process), impairment of contract, violation of Citizens' Bill of Rights, and declaratory judgment. The court granted an order of dismissal in favor of the City and all claims have been dismissed. Catholic Archdiocese of Miami v. City of Miami On April 9, 2013, the Catholic Archdiocese (the `'Archdiocese'") of Miami filed a lawsuit against the City alleging diminution of property values due to the City's enactment of the Miami 21 Zoning Code. The lawsuit asserts claims seeking $89 million dollars in damages, plus interest, attorneys fees, and expenses under the Bert J. Harris, Jr. Private Property Rights Protection Act, Section 70.001, Florida 50 010-8616-7788/4/AMERI CAS Statutes regarding four parcels of property owned by the Archdiocese and located at 3333, 3601, 3667, and 3675 South Miami Avenue within the City. The City filed a motion to dismiss which is pending. At this time, the City cannot predict with certainty the outcome of this lawsuit. See The Most Reverend Thomas G. Wenski, Archbishop of the Archdiocese of Miami, Inc. v. Cin' of Miami, Miami -Dade County Circuit Court, Case No. 13-12523 CA 06. City of Miami Incinerator "Old Smokey" Claims Individuals who owned property and/or resided, attended schools and/or played in parks allegedly contaminated with residue from a City of Miami Incinerator ("Old Smokey"), which was demolished in 1974 have asserted claims of negligence, medical monitoring, damages under Florida Statutes 376.313 and inverse condemnation in a putative class action lawsuit (Styles, et. al. v. City of Miami, Miami -Dade County Circuit Court, Case No. 17-22967). Separate lawsuits brought by an individual property owner for trespass, negligence, private nuisance, unjust enrichment, damages under Florida Statutes 376.313, strict liability and injunctive relief (Sweetbawm v. City of Miami, Miami -Dade County Circuit Court, Case No. 17-25743) and under the Resource Conservation and Recovery Act, 42 U.S.C. 6901, et seq. (Slt'eetbawn v. City of Miami, United States District Court, Case No. 17-cv-24680) claim intentional or negligent contamination of plaintiffs property from Old Smokey. At this time, the City cannot predict with certainty the outcome of these lawsuits. Civil Rights Actions In a civil rights action brought under 42 U.S.C. 1983, a plaintiff claims that on or about November 18, 2009 he was arrested for murder and filmed by a First 48 television crew during questioning. A jury returned a verdict of $860,200, including $403,450 for the state law claim of false imprisonment, subject to the sovereign immunity cap of $100,000 absent a claims bill; and $456,750 for the federal claims not subject to the statutory sovereign immunity cap. The City has appealed the verdict and is awaiting a decision. (Taiwan Smart v. City of Miami, United States District Court, Case No. 13-cv- 24354-MGC and Eleventh Circuit Court of Appeals, Case No. 16-16740) In a separate action under federal and state law for damages claiming false arrest and excessive force against the City, four identified and five unidentified police officers and the Chief of Police, a plaintiff asserts that on or about June 21, 2013, police officers subjected him to force resulting in serious injuries. At this time, the City cannot predict with certainty the outcome of this lawsuit. (Alexandre v. City of Miami, et at, United States District Court, Case No. 16-cv-23064) The personal representative of the Estate of Fritz Severe has alleged 42 U.S.C. 1983 claims against the City and Officer Antonio Vicente Torres, IV for fourth amendment violations. The plaintiff also sued the City in a wrongful death action under state law. At this time, the City cannot predict with certainty the outcome of this lawsuit. (Francois Severe, as personal representative of the estate of Fritz Severe v. City of Miami and Antonio Vicente Torres, IV, individually, and in his capacity as a City of Miami Police Officer, United States District Court, Case No. 17-cv- 22153) Flagstone v. City of Miami Plaintiffs sued the City for breach of contract, declaratory relief, injunctive relief and unjust enrichment related to claims that the City breached an Amended Agreement to Enter and the Retail/Parking Lease Agreement when the City Manager issued a notice of default pursuant to Resolution R-17-0263 adopted by the City Commission on May 30, 2017. Additionally, the plaintiffs seek injunctive relief with respect to the operation of a marina and other related agreements. The trial court bifurcated liability and damages on the liability phase of the case, the trial court conducted a non jury trial and found in favor of Flagstone. The damages phase of the trial is set for February 2019. (Flagstone Island Gardens, 51 010-8616-7788 i41AM E R I CAS LLC and Flagstone Development Corp. v. City of Miami, Miami -Dade Circuit Court, Case No. 17-13829 CA 44) Internal Revenue Service Examinations On November 18, 2011, the City was notified by an examination request letter from the Department of Treasury, Internal Revenue Service ("IRS'`), informing the City that its $153,060,000 City of Miami, Florida Limited Ad Valorem Tax Refunding Bonds, Series 2007A (Homeland Defense/Neighborhood Capital Improvement Projects) (the "2007A Bonds") and City of Miami, Florida Limited Ad Valorem Tax Bonds, Series 2007B (Homeland Defense/Neighborhood Capital Improvement Projects) dated July 10, 2007 (the `'2007B Bonds") (collectively, the "Series 2007 Homeland Defense/Neighborhood Capital Improvement Bonds) were selected for a routine examination to determine compliance with federal tax requirements regarding arbitrage under sections 148 and 149 of the Internal Revenue Code. The City cooperated fully with the IRS examination and requests for documentation and information. On October 18, 2013, the IRS sent the City a Notification of No Change Determination, which concluded that examination, confirmed the tax-exempt status of the Series 2007 Homeland Defense/Neighborhood Capital Improvement Bonds, and required the City to continue to yield restrict any unspent proceeds and to spend any remaining proceeds as soon as possible. The City has completed its required spend -down on the Series 2007 Homeland Defense/Neighborhood Capital Improvement Bonds proceeds and interest thereon, and has filed its updated Arbitrage Rebate Report with the IRS demonstrating that the City continued to yield restrict any remaining unspent proceeds and interest of the Series 2007 Homeland Defense/Neighborhood Capital Improvement Bonds and therefore, the City was not required to rebate any funds to the IRS. The 2007B Bonds were refunded on December 17, 2015. On March 15, 2017, the City was notified by an examination request letter from the IRS, informing the City that its $80,000,000 City of Miami, Florida Special Obligation Bonds, Series 2007 (Street and Sidewalk Improvement Program) were selected for examination to determine compliance with federal tax requirements regarding arbitrage under sections 148 and 149 of the Internal Revenue Code of 1986, as amended (the "Code"). The City is currently engaged in an ongoing IRS examination regarding payroll taxes and the differences between "employees" and "independent contractors." The City is disputing the characterizations used by the IRS auditors. At this time, the City cannot predict with certainty the outcome of this dispute. The City cooperated fully with the IRS examination and requests for documentation and information. On August 31, 2017, the IRS sent the City a Notification of No Change Determination, which concluded that examination and confirmed the tax-exempt status of the Series 2007 Bonds. U.S. Treasury Offset Program The City is involved in multiple disputes involving the U.S. Department of Treasury Offset Program involving payments garnished under that program to former City employees and Medicare Secondary Payments unrelated to workers compensation injuries. At this time, the City cannot predict with certainty the outcome of this dispute. 52 010-8616-7788f4/AMER ICAS Petroleum Products Corporation An environmental claim is presently being asserted by the United States of America involving an alleged disposal by the City of Miami Fire Department's service garage of 83,055 gallons of waste oil to Petroleum Products Corporation ("PPC") on November 25, 1972. PPC allegedly operated as a processor and broker of waste oil at a site located in Hollywood, Florida, and, during its period of operation, disposed of sludges generated from the oil refining process in unlined pits on the site. Contamination assessment and initial remedial activities undertaken by the United States Environmental Protection Agency ("EPA") and the State Department of Environmental Protection ("DEP") during the past ten (10) years indicate that the soils and groundwater at the site are significantly contaminated by waste oil and other hazardous wastes. Based on an invoice, allegedly documenting the City's involvement in this matter, the EPA has advised that it considers the City a generator of hazardous wastes at the site and, therefore, jointly and severally liable for the cleanup and recovery costs at the site. EPA's preliminary estimate for the collective costs of remedial activities at the site is approximately $26 million dollars. It should be noted that in April, 1999, the EPA offered the City a de minimis settlement offer of $344,109; however, the City rejected the offer. Outside counsel has re-evaluated this matter for the City and estimated the City's potential exposure for soil cleanup activities to be $154,960. This sum was calculated by multiplying the City's allocated share of liability within the Cooperating Parties Group ("CPG") - 0.596% - against what counsel for the CPG has advised is one possible worst case cost scenario to the CPG - $20 million. 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 To Be Expanded To Address Taxable Bonds] General The Code establishes certain requirements which must be met subsequent to the issuance of the Series 2018 Bonds in order that interest on the Series 2018 Bonds be and remain excluded from gross income for purposes of federal income taxation. Non-compliance may cause interest on the Series 2018 Bonds to be included in federal gross income retroactive to the date of issuance of the Series 2018 Bonds, regardless of the date on which such non-compliance occurs or is ascertained. These requirements include, but are not limited to, provisions which prescribe yield and other limits within which the proceeds of the Series 2018 Bonds and the other amounts are to be invested and require that certain investment earnings on the foregoing must be rebated on a periodic basis to the Treasury Department of the United States. The City has covenanted in the Resolution with respect to the Series 2018 Bonds to comply with such requirements in order to maintain the exclusion from federal gross income of the interest on the Series 2018 Bonds. In the opinion of Bond Counsel, assuming compliance with certain covenants, under existing laws, regulations, judicial decisions and rulings, interest on the Series 2018 Bonds is excluded from gross 53 010-8616-7788/4/A M E R I C A S income for purposes of federal income taxation. Interest on the Series 2018 Bonds is not an item of tax preference for purposes of the federal alternative minirnum tax. However, interest on the Series 2018 Bonds shall be taken into account in determining adjusted current earnings for purposes of computing the alternative minimum tax on corporations for taxable years that began prior to January 1, 2018. The alternative minimum tax on corporations was repealed for taxable years beginning on and after January 1, 2018. Except as described above, Bond Counsel will express no opinion regarding other federal income tax consequences resulting from the ownership of, receipt or accrual of interest on, or disposition of Series 2018 Bonds. Prospective purchasers of Series 2018 Bonds should be aware that the ownership of Series 2018 Bonds may result in collateral federal income tax consequences, including (i) the denial of a deduction for interest on indebtedness incurred or continued to purchase or carry Series 2018 Bonds; (ii) the reduction of the loss reserve deduction for property and casualty insurance companies by fifteen percent (15%) of certain items, including interest on Series 2018 Bonds; (iii) the inclusion of interest on Series 2018 Bonds in earnings of certain foreign corporations doing business in the United States for purposes of the branch profits tax; (iv) the inclusion of interest on Series 2018 Bonds in passive income subject to federal income taxation of certain Subchapter S corporations with Subchapter C earnings and profits at the close of the taxable year; and (v) the inclusion of interest on Series 2018 Bonds in "modified adjusted gross income" by recipients of certain Social Security and Railroad Retirement benefits for the purposes of detennining whether such benefits are included in gross income for federal income tax purposes. As to questions of fact material to the opinion of Bond Counsel, Bond Counsel will rely upon representations and covenants made on behalf of the City, certificates of appropriate officers and certificates of public officials (including certifications as to the use of proceeds of the Series 2018 Bonds and of the property financed or refinanced thereby), without undertaking to verify the same by independent investigation. PURCHASE, OWNERSHIP, SALE OR DISPOSITION OF THE SERIES 2018 BONDS AND THE RECEIPT OR ACCRUAL OF THE INTEREST THEREON MAY HAVE ADVERSE FEDERAL TAX CONSEQUENCES FOR CERTAIN INDIVIDUAL AND CORPORATE BONDHOLDERS, INCLUDING, BUT NOT LIMITED TO, THE CONSEQUENCES DESCRIBED ABOVE. PROSPECTIVE BONDHOLDERS SHOULD CONSULT WITH THEIR TAX SPECIALISTS FOR INFORMATION IN THAT REGARD. Information Reporting and Backup Withholding Interest paid on tax-exempt bonds such as the Series 2018 Bonds is subject to information reporting to the Internal Revenue Service in a manner similar to interest paid on taxable obligations. This reporting requirement does not affect the excludability of interest on the Series 2018 Bonds from gross income for federal income tax purposes. However, in conjunction with that infonnation reporting requirement, the Code subjects certain non -corporate owners of Series 2018 Bonds, under certain circumstances, to "backup withholding" at the rate specified in the Code with respect to payments on the Series 2018 Bonds and proceeds from the sale of Series 2018 Bonds. Any amount so withheld would be refunded or allowed as a credit against the federal income tax of such owner of Series 2018 Bonds. This withholding generally applies if the owner of Series 2018 Bonds (i) fails to furnish the payor such owner's social security number or other taxpayer identification number ("TIN"), (ii) furnished the payor an incorrect TIN, (iii) fails to properly report interest, dividends, or other "reportable payments" as defined in the Code, or (iv) under certain circumstances, fails to provide the payor or such owner's securities broker with a certified statement, signed under penalty of perjury, that the TIN provided is correct and that such owner is not subject to backup withholding. Prospective purchasers of the Series 2018 Bonds may also 54 010-a616-7788/4/AMER ICAS wish to consult with their tax advisors with respect to the need to furnish certain taxpayer information in order to avoid backup withholding. Other Tax Matters During recent years, legislative proposals have been introduced in Congress, and in some cases enacted, that altered certain federal tax consequences resulting from the ownership of obligations that are similar to the Series 2018 Bonds. In some cases, these proposals have contained provisions that altered these consequences on a retroactive basis. Such alteration of federal tax consequences may have affected the market value of obligations similar to the Series 2018 Bonds. From time to time, legislative proposals are pending which could have an effect on both the federal tax consequences resulting from ownership of the Series 2018 Bonds and their market value. No assurance can be given that legislative proposals will not be enacted that would apply to, or have an adverse effect upon, the Series 2018 Bonds. Prospective purchasers of the Series 2018 Bonds should consult their own tax advisors as to the tax consequences of owning the Series 2018 Bonds in their particular state or local jurisdiction and regarding any pending or proposed federal or state tax legislation, regulations or litigation, as to which Bond Counsel expresses no opinion. [Tax Treatment of Original Issue Discount Under the Code, the difference between the maturity amount of the Series 2018 Bonds maturing on (collectively, the "Discount Bonds"), and the initial offering price to the public, excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers, at which price a substantial amount of the Discount Bonds of the same maturity and, if applicable. interest rate, was sold is `'original issue discount." Original issue discount will accrue over the term of the Discount Bonds at a constant interest rate compounded periodically. A purchaser who acquires the Discount Bonds in the initial offering at a price equal to the initial offering price thereof to the public will be treated as receiving an amount of interest excludable from gross income for federal incorne tax purposes equal to the original issue discount accruing during the period he or she holds the Discount Bonds, and will increase his or her adjusted basis in the Discount Bonds by the amount of such accruing discount for purposes of determining taxable gain or loss on the sale or disposition of the Discount Bonds. The federal income tax consequences of the purchase, ownership and redemption, sale or other disposition of the Discount Bonds which are not purchased in the initial offering at the initial offering price may be determined according to rules which differ from those above. Bondholders of the Discount Bonds should consult their own tax advisors with respect to the precise determination for federal income tax purposes of interest accrued upon sale, redemption or other disposition of the Discount Bonds and with respect to the state and local tax consequences of owning and disposing of the Discount Bonds.] [Tax Treatment of Bond Premium The difference between the principal amount of the Series 2018 Bonds maturing on (collectively, the "Premium Bonds"), and the initial offering price to the public (excluding bond houses, brokers or similar persons or organizations acting in the capacity of underwriters or wholesalers) at which price a substantial amount of such Premium Bonds of the same maturity and, if applicable, interest rate, was sold constitutes to an initial purchaser amortizable bond premium which is not deductible from gross income for federal income tax purposes. The amount of amortizable bond premium for a taxable year is determined actuarially on a constant interest rate basis over the tern of each of the Premium Bonds, which ends on the earlier of the maturity or call date for each of the Premium Bonds which minimizes the yield on such Premium Bonds to the purchaser. For purposes of determining gain or loss on the sale or other disposition of a Premium Bond, an initial purchaser who acquires such 55 010-8616-7788/4/AME RICAS obligation in the initial offering is required to decrease such purchaser's adjusted basis in such Premium Bond annually by the amount of amortizable bond premium for the taxable year. The amortization of bond premium may be taken into account as a reduction in the amount of tax-exempt income for purposes of determining various other tax consequences of owning such Premium Bonds. Bondholders of the Premium Bonds are advised that they should consult with their own tax advisors with respect to the state and local tax consequences of owning such Premium Bonds.] RATINGS Moody's Investors Service. Inc. and S&P Global, a division of S&P Global Inc. have assigned their municipal bond ratings of " (stable outlook)," and " " (stable outlook)," respectively to the Series 2018 Bonds. 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 2018 Bonds. VERIFICATION OF MATHEMATICAL COMPUTATIONS The accuracy of the arithmetical computations demonstrating the adequacy of the maturing principal and interest on the Escrow Securities and cash held by the Escrow Agent to pay, when due, the principal of and interest on the Refunded Bonds will be verified by Robert Thomas CPA, LLC. FINANCIAL ADVISOR PFM Financial Advisors LLC, Coral Gables, Florida ("PFM") is the Financial Advisor to the City with respect to the issuance and sale of the Series 2018 Bonds. The Financial Advisor has assisted the City in the preparation of this Limited Offering Memorandum and has advised the City as to other matters relating to the planning, structuring and issuance of the Series 2018 Bonds, The Financial Advisor is not obligated to undertake and has not undertaken to make an independent verification or to assume responsibility for the accuracy, completeness or fairness of the information contained in this Limited Offering Memorandum. PFM is an independent advisory firm and is not engaged in the business of underwriting, trading or distributing municipal or other public securities. FINANCIAL STATEMENTS The Basic Financial Statements of the City for the fiscal year ended September 30, 2016 and report thereon of RSM US LLP, an independent certified public accountant (the "Independent Certified Public Accountant"). are attached hereto as "APPENDIX C — BASIC FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED SEPTEMBER 30, 2017 (Excerpt of the City of Miami Comprehensive Annual Financial Report)." Such statements speak only as of September 30, 2016. Such statements have been included as a public document and the Independent Certified Public Accountant has consented to the inclusion of such statements in this Limited Offering Memorandum but has not participated in the preparation of this Limited Offering Memorandum. 56 010-8 616- 7 78 8/4 /A M E R ! CA S UNDERWRITING The Series 2018 Bonds are being purchased by the underwriters shown on the cover of the Limited Offering Memorandum (collectively, the "Underwriters") at an aggregate purchase price of $ (the $ par amount of the Series 2018 Bonds, [plus] [less] [net] original issue [premium] [discount] 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 2018 Bonds if any Series 2018 Bonds are purchased. The Series 2018 Bonds may be offered and sold to certain dealers (including dealers depositing such Series 2018 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. PNC Bank, National Association currently has, and from time to time in the future may have, banking or other credit relationships with the City. PNC Capital Markets LLC is acting as an underwriter of the Series 2018 Bonds. PNC Capital Markets LLC and PNC Bank, National Association are both wholly owned subsidiaries of The PNC Financial Services Group, Inc. 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 2018 Bonds. Payment of the fees of such professionals and an underwriting discount to the Underwriters are each contingent upon the issuance of the Series 2018 Bonds. ENFORCEABILITY OF REMEDIES The remedies available to the owners of the Series 2018 Bonds upon an event of default under the Resolution 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 Resolution and the Series 2018 Bonds may not be readily available or may be limited. For example, the Series 2018 Bonds may be treated as unsecured obligations of the City under Chapter 9 of the federal bankruptcy code and the ability of a Bondholder to seek and obtain a writ of mandamus may be limited if a Chapter 9 proceeding was instituted by the City, which in the State requires the approval of the Governor. The various legal opinions to be delivered concurrently with the delivery of the Series 2018 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 2018 Bondholders to provide certain financial information and operating data relating to the City and the Series 2018 Bonds in each year (the "Annual Report"), and to provide notices of the occurrence of certain enumerated events. Such covenant will only apply so long as the Series 2018 Bonds remain outstanding. The Annual Report and any notices of enumerated events will be filed by the City with the Municipal Securities Rulemaking Board's Electronic Municipal Market Access ("EMMA") system for municipal securities disclosures as described in the proposed form of Disclosure Dissemination Agent Agreement (the "Disclosure Agreement") attached hereto as APPENDIX E to be executed by the City at the time of issuance of the Series 2018 Bonds. Failure of the City to comply with the provisions of the Disclosure Agreement will not constitute an event 57 010-8616-7788/4/AME RICAS of default under the Resolution. It is the position of the City that the sole and exclusive remedy of any holder of a Series 2018 Bond for enforcement of the provisions of the Disclosure Agreement will be an action of mandamus or specific performance to cause the City to comply with its obligations thereunder. The City's dissemination agent for such undertakings is Digital Assurance Certification, L.L.C. ("DAC"). These covenants have been made in order to assist the Underwriters in complying with the continuing disclosure requirements of Rule 15c2-12 (the "Rule'') promulgated by the SEC. With respect to the Series 2018 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 undertaken certain continuing disclosure obligations in prior continuing disclosure certificates in connection with its outstanding debt to provide certain financial and operating information and notices to EMMA. The City has had instances in the past in which it failed to fully comply with its prior continuing disclosure undertakings, as detailed below. (1) For fiscal year 2014, the City failed to timely file its annual report (with no specific notice of late filing given). When this report was filed, it was not associated with one prior series of bonds which matured prior to the late filing date. (2) For fiscal year 2013, the City failed to timely file its annual report (with no specific notice of late filing given). (3) For fiscal year 2012, the City failed to timely file its annual financial statements and its annual report with respect to two bond issues having a June 1 filing deadline (notice of late filing was given and dated June 3, 2013). (4) For fiscal years 2012 through 2014, the City's annual reports failed to conform to all necessary requirements at the time they were filed. The City made a remedial filing related to this on April 25, 2017. The City's disclosure template was modified in 2015 to correct this issue in future filings. (5) For fiscal years 2012 through 2015, the debt service coverage table included in the City's annual report for the Refunded Bonds did not reference the Series 2009 Bonds or include the debt service on the Series 2009 Bonds in the calculation of maximum annual debt service. Upon discovery of this, a corrective filing was made on February 10, 2017 that included coverage information for the fiscal years 2012 through 2015. The City's disclosure template has been modified to correct this issue in future filings. (6) No event notice was filed in 2013 for a rating assignment to a single CUSIP of the City's Non -Ad Valorem Revenue Bonds (Taxable Pension), Series 1995. These bonds matured on December 1, 2015. (7) The City failed to timely file or failed to file an event notice in 2013 for a bond insurer rating assignment to the City's Special Obligation Non -Ad Valorem Revenue Refunding Bonds, Series 2002A, which bonds were redeemed on September 1, 2014 and to the City's Special Obligation Non -Ad Valorem Revenue Refunding Bonds, Series 2002C, which bonds were redeemed on September 1, 20141 [Pending review and update] ACCURACY AND COMPLETENESS OF LIMITED OFFERING MEMORANDUM 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 58 O1 D-8616-7788/4IAMER ICAS reference to each such document for full and complete statements of all matters of fact relating to the Series 2018 Bonds, the security for the payment of the Series 2018 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 Limited Offering Memorandum 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 Limited Offering Memorandum 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 Limited Offering Memorandum 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 Limited Offering Memorandum 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 Limited Offering Memorandum 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 2018 Bonds. 59 010-8616-778814IAMIERI CAS AUTHORIZATION OF LIMITED OFFERING MEMORANDUM The execution and delivery of this Limited Offering Memorandum has been duly authorized and approved by the City. At the time of delivery of the Series 2018 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 Limited Offering Memorandum (other than information herein related to DTC, the book -entry only system of registration and the information contained under the caption "TAX MATTERS" as to which no opinion will be expressed), as of its date and as of the date of delivery of the Series 2018 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 Limited Offering Memorandum 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, 60 THE CITY OF MIAMI, FLORIDA By: City Manager 010-8616-778814/AMER ICAS APPENDIX A GENERAL INFORMATION REGARDING THE CITY OF MIAMI 010-8616-7788/4/A ME RI CAS APPENDIX B COPY OF THE ORIGINAL RESOLUTION AND FORM OF THE SERIES 2018 BONDS RESOLUTION 010-8616-7788/4/AMER ICAS APPENDIX C BASIC FINANCIAL STATEMENTS OF THE CITY OF MIAMI FOR FISCAL YEAR ENDED SEPTEMBER 30, 2017 (EXCERPT OF THE CITY OF MIAMI COMPREHENSIVE ANNUAL FINANCIAL REPORT) 010-8616-7788/4/AMER ICAS APPENDIX D FORM OF BOND COUNSEL OPINION 010-8616-7788/4/AMER ICAS APPENDIX E FORM OF DISCLOSURE DISSEMINATION AGENT AGREEMENT 010-8616-7788/4/AMER ICAS APPENDIX F FORM OF INVESTOR LETTER 010-8616-7788f4/AMERI CAS SUBSTITUTE EXHIBIT „A" FORM OF SERIES 2018 BOND THIS BOND IS SUBJECT TO TRANSFER RESTRICTIONS. THE INITIAL P HEREOF AND ANY SUBSEQUENT TRANSFEREE, BY PURCHASING THIS BO FOR THE BENEFIT OF THE CITY OF MIAMI, FLORIDA, THAT THIS B TRANSFERRED, RESOLD OR ASSIGNED ONLY TO ANOTH INSTITUTIONAL BUYER. NOTWITHSTANDING ANYTHING IN THE THIS BOND TO THE CONTRARY, NO TRANSFER, RESALE OR AS BOND SHALL BE EFFECTIVE UNLESS THE TRANSFER, RESALE THIS BOND IS TO ANY PURCHASER, TRANSFEREE, ASSIGNEE IS A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN R UNDER THE SECURITIES ACT OF 1933, AS AMENDED. A ASSIGNMENT OR OTHER DISPOSITION OF THIS BON HEREIN, SHALL BE IN EACH CASE ONLY IN A MANNER SECURITIES AC"I OF 1933, AS AMENDED, AND PROMULGATED THEREUNDER. THIS BOND SHAL ONLY BE TRANSFERRED, IN DENOMINATION MULTIPLE OF $5,000 IN EXCESS OF $100,000, CHASER D, AGREES ND MAY BE QUALIFIED ESOLUTION OR GNMENT OF THIS ASSIGNMENT OF R PARTICIPANT THAT E 144A PROMULGATED TRANSFER, RESALE OR , OR ANY PARTICIPATION HAT DOES NOT VIOLATE THE E RULES AND REGULATIONS BE ISSUED AND SOLD, AND MAY OF $100,000 OR ANY INTEGRAL UNITED STATE . f,F AMERICA STA I'tu 0 = LORIDA CITY OF AMI, FLORIDA [TAXABLE] SPECIAL OBLIGATIO[REVENUE AND] REFUNDING BONDS, SERIES 2018[A][B] (STREET AND SIDE ALK IMPROVEMENT PROGRAM) No $ Interest Rate Ma irity Da Registered Owner: 0ri final Issue Date C SIP No, Principal Amount: Dollars City of ami, Florida (the "City"), for value received, promises to pay, but solely from the sources an in the manner hereinafter provided, to the Registered Owner named above, or registered a ..igns, on the Maturity Date set forth above (or earlier as hereinafter referred to) upon pre ntation and surrender hereof, at the principal corporate trust office of as Bond Registrar and Paying Agent, in the city of , Florida, or its suc -ssors (the "Bond Registrar" and "Paying Agent") the Principal Amount set forth above in an coin or currency of the United States of America which on the date of payment thereof is lei tender for the payment of public and private debts, and to pay in like coin or currency 1 of 7 SUBSTITUT `D interest on said Principal Amount on each January 1 and July 1, commencing "Interest Payment Date"), solely from such sources provided in the Resolution describ from the Interest Payment Date next preceding the date on which this Bond is unless it is (i) authenticated on an Interest Payment Date, in which event from. s authenticated before the first Interest Payment Date, in which event from its Ori at the Interest Rate set forth above until the Principal Amount hereof is pa payable and punctually paid or duly provided for on any Interest Payment D the Resolution hereinafter referred to, will be paid by check mailed to the p this Bond (or one or more Predecessor Bonds, as defined in the Resolut close of business on the fifteenth (15th) day of the month next preced' Date; provided, however, that any registered owner of Bonds in an of at least $1,000,000 shall be entitled to have interest paid by provisions of the Resolution. This Bond is one of a duly authorized series of spe designated "[Taxable] Special Obligation [Revenue and] (the `Bonds"), issued in the aggregate principal amount 0586 adopted by the City on October 11, 2007, as s adopted by the City on , 2018 (collectively, supplemented and amended from time to time. The refund certain outstanding [City of Miami, Florid and Sidewalk improvement Program)] [City of 2009 (Street and Sidewalk Improvement Progr and improvement to certain streetscapes, pay costs of issuance of the Bonds. Capital.. meaning ascribed to such terms in the R The Bonds are limited obli Revenues (hereinafter referred to). faith and credit of any agency or payment of the principal of or issuance of this Bond shall n or any agency or political s to make any appropriatio ADDITIONA HEREOF AND S FORTH HERE. w eh an herein, lenticated date, or (ii) aI Issue Date, The interest so te, as provided in son in whose name n) is registered at the such Interest Payment gregate principal amount re transfer pursuant to the a ( al obligation bonds of the City, funding Bonds, Series 2018[Aj[B] $ under Resolution No. 07- plemented by Resolution No. 18-_ e "Resolution"), as the same may be onds are being issued to provide funds to Special Obligation Bonds, Series 2007 (Street ami, Florida Special Obligation Bonds, Series )1, [finance the cost of acquisition, construction dways, drainage and appurtenances thereto] and ed terms not otherwise defined herein shall have the olution. Lions of the City payable solely from the Designated either the faith and credit of the State of Florida nor the olitical subdivision thereof or of the City are pledged to the he interest or redemption premium, if any, on this Bond. The directly or indirectly or contingently obligate the State of Florida division thereof or the City to levy any taxes whatever therefor or for their payment except from the funds pledged therefor. ROVISIONS OF THIS BOND ARE SET FORTH ON THE REVERSE L FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH SET 2 of 7 SUBSTITUTED IN WITNESS WHEREOF, the City of Miami, Florida has caused this Bond to be : ecuted with the [manual] [facsimile] signature of the City Manager and attested by its City C rk and [a facsimile of] its official seal to be [impressed] [imprinted] hereon and this Bond to . dated this day of ,2018. [SEAL] CITY OF MIAMI, FLO ' DA, a municipal corporation Approved as to Insurance Requirements: Risk Management Director Approved as to Form and Correctness TTEST: By: [Mann. or Facsimile Signa City ' anager City Attorney By: [Mantra] or Facsimile Signature] City Clerk 3 of 7 SUBSTITUTED CERTIFICATE OF AUTHENTICATION This Bond is a bond issued under the provisions of the within -mentioned Re-.tution. Bond R •.° istrar Date of authentication: By: Authorized Sig 'atory [Form of Reverse of Bond To secure the Bonds, the City has irrevocably pled r ed the Designated Revenues under the Resolution. The Designated Revenues consist of (a)(i) t e City's portion of the Local Option Gas Taxes, (ii) eighty percent (80%) of the City's portio of the Transportation Surtax, (i.ii) twenty percent (20%) of the City's Parking Surcharge, and v) all investment income realized by reason of the investment of moneys on deposit or cre• ted to the Debt Service Fund whether such investment income is deposited or credited to e Designated Revenues Fund or remains in the Account in the Debt Service Fund where ea• ed (any fees, commissions or charges established pursuant to the laws of Florida or ordina , es or administrative orders of the City or County which replace any of the items mentio d in clause (i), (ii) or (iii) shall be included in the definition of Designated Revenues), an.. (b) all moneys and investments, including investment earnings thereon, held for the credit . the funds, accounts and subaccounts established under the Resolution or any Series Resolu on, other than the Rebate Fund and any accounts created thereunder. The City has full po er and authority to pledge the Designated Revenues to the payment of the principal of, inter st and redemption premium, if any, on the Bonds. Reference is made to the Resolution for a more complete statement of the provisions thereof and of the rights nd duties of the City and the registered owners. Copies of the Resolution are on file anmay be inspected at the office of the City Clerk. By the purchase and acceptance of this Bon the Registered Owner hereof signifies assent to all of the provisions of the Resolution. This Boric is issued and the Resolution was enacted under and pursuant to the Constitution anaws of the State of Florida. The : +nds are issuable as fully registered Bonds in the denomination of $100,000 or any integral rn . tiple of $5,000 in excess of $100,000.At the principal corporate trust office of the Bond Re,istrar, in the manner and subject to the limitations and conditions provided in the Resolu on, Bonds may be exchanged for an equal aggregate principal amount of Bonds of the same series and maturity, of any authorized denomination or denominations and bearing in est at the same rate. 4 of 7 SUBSTITUTE The transfer of this Bond is registrable by the Registered Owner hereof in person •r by his/her attorney or legal representative at the principal corporate trust office of Bond Registrar, but only in the manner and subject to the limitations and conditions provi• d in the Resolution and upon surrender and cancellation of this Bond. Upon any such re•.'stration of transfer, the City shall execute and the Bond Registrar shall authenticate and delive in exchange for this Bond a new Bond or Bonds, registered in the name of the transferee (w ich must be a Qualified. Institutional Buyer), of any authorized denomination or deno ' inations in an aggregate principal amount equal to the pri.ncipaI amount of this Bond, of t e same series and maturity and bearing interest at the same rate. Neither the City nor the Bo'd Registrar shall be required to make any exchange or registration of transfer of any Bond wring the fifteen (15) days immediately preceding the date of the City's giving notice of re mption or purchase or after such Bond has been selected for redemption or purchase. [INSERT REDEMPTION PROVISI At least thirty (30) days, but not more than sixty d s (60) before the redemption date of any Bonds, whether such redemption is in whole or in •.rt, the City shall cause a notice of any such redemption signedby the City to be mailed, fir ' class, postage prepaid, to all registered owners of Bonds to be redeemed in whole or in par ut any defect in such notice or the failure so to mail any such notice to the registered owne' of any Bond shall not affect the validity of the proceedings for the redemption of any otheronds. Onthe date fixed for redemption, notice having been mailed in the manner provided ' the Resolution and sufficient moneys having been deposited with the Paying Agent or of r Depositary, the Bonds or portions thereof called for redemption shall be due and payabl at the redemption price provided therefor, plus accrued interest to such date. If a portion .f this Bond shall be called for redemption a new Bond or Bonds in principal amount equal t the unredeemed portion hereof will be issued to the Registered Owner upon the surrende t ereof. The owner of this Bond . 1 have no right to enforce the provisions of the Resolution or to institute action to enforce tl covenants therein, or to take any action with respect to any event of default under the solution, or to institute, appear in or defend any suit or other proceeding with respect the to, except as provided in the Resolution. The Resolution p mits the issuance of additional or refunding bonds secured on a parity with the Bonds upo compliance with the conditions contained therein. Modifications or alterations of the Re elution, or any resolution supplemental thereto, may be made only to the extent and in the cumstances permitted by the Resolution. This Bo d is issued with the intent that the laws of the State of Florida shall govern its construction. Al acts, conditions and things required to happen, exist and be performedprecedent to and in t.e issuance of this Bond have happened, exist and have been performed as so required. 5 of 7 SUBSTITUT D This Bond shall not be valid or become obligatory for any purpose or be enti ed to any benefit or security under the Resolution until it shall have been authenticated by e execution by the Bond Registrar of the certificate of authentication endorsed hereon. 6 of 7 SUBSTITUTE [Form of Assignment] FOR VALUE RECEIVED, the undersigned hereby sells, assigns and tr. sfers unto a [Please Print or Typewrite Name, Tax Identification Number and Address of Tr. sferee] Qualified Institutional Buyer, the within Bond, and all rights thereunr er, and hereby irrevocably constitutes and appoints attorney to register the transfer of the within Bond on the books kept for registrat'an thereof, with full power of substitution in the premises. Dated: 7ol7 N' ICE: The signaturee to this signment must correspond with the name as it appears upon the face of the within bond in every particular, without alteration or any change whatever. SUBSTITUTED EXHIBIT "B" DRAFT OF PRELIMINARY LIMITED OFFERING MEMORANDLT I THIS DOCUMENT IS A SUBSTITUTION. BACKUP ORIGINAL CAN BE SEEN AT THE MD OF THIS DOCUMENT. BNo. Agency A Interaction Client Project 5 cope Address] Location OIaL Project Manager P rel.. Team Sonetr. Mw9r- Rogeet Cost [Nate 1) Sum<MT., Unspent Funds Sum of Unspent funds(2000 Street Bond Funds) w Comments .-eso606 00A MOC Grant 0lhcerf Capital Improvements Oownlown et..to.tio. pro ¢tl PNaSeI All streets win be milled and resurfaces(, All antl ease, & ell sldawalk mil cracked/ replaed: Cracked/ broken drainage bevel be re -lined and repaired: New ADA r tamps ;a :all MBABella . deo-math dmsawalks' new signing S pay. marking' new denerarveighting, new laadscaping(Live Oaks) will be installed. Ths prepeat also includes me Reconstruction of Fleeter Street from Biscayne Blvd 9 West 1st S(sdayne... ,,....1 Ave., SE 2nd Street to NE 3rtl Street. Flagler Steed from yne, Blvd to West lsl Biscayne, Avenue 1,23,4,5 as IOIP1. mph mWlry, al °4eN oun4 S 17,124,056-53 25 5 6 S 2,Ti6,119.48 _ 4 a a 2 escoo n (10/26R01]) Conslmcl(rn completed up to Phase 4, however Prime Contrecmr(FHP Tectonics) was removed from the job and the CM is in the negotiations stage ConstruC ton to complete the job. Pending redesign as requested by ODA 40-B30624 FOOT Gran[ den ca nag m t P Improvemants Over -town Greenway at NW 11 TER The scope includes the design and construction of urban pathways, landscaping and ancillary site improvements tome NW 119 Terrace and former FEc Railway celNdoe. This Pr0)e0ltse PM1ase"ribs'sailer" Greenpnm Plan developed by TRH. There Is stale of Florae LAP Nn ding associated wan this project. IFPN 420917.1.5041) o1S950.0001ar Construction only NW 11th Terrace between NW 2rd Avenue end NW ]Ih Avenue 5 Kam MN. Miami al ICI%. cocoa 5 4,002.046.0E S 3.445,45]56 E W0,273.32 B a m a [0311CV2016)Projectwillbere- advertised 40-B50902 WA56 Nced Capital Improvements EMe„i60, 1 ne alnmen NE Roadway Improvements Milling and¢surfacing. replace damaged sidewalks, replace damaged curb eve utter. miscellaneous drainage, ADA tamps and pavement markings. NE Ovedawn 5 00'' wu ur valamnu S-6470,a16.26 S 1109.550.70 E 61i18re 6 = G t 2 0 ^ [051032016)MOWASO and TECO gas gradually progressing In their work_ 90-@39]29 WA.40 Office of Capital Improvements NW 33m 59nel Roadway Improvement Project -Phase I Milling and resurfacing, drainage improvements. ADA modifications and s0s0ing. Area branded by NW 129 Avenue, NW 171h Avenue. NW 33th Street and NW 309 Street 1 ,z°s tclPl, h an new.,mukmn' a l vary ° n0 $ 5.]33.95]52 E 664,95633 E 485,34T.]t _ o o m 1 08/4ot4)Bids reserved. Contract award in process. 40b50007 WAS' Office of Capital Improvements Dorsey Park Neighborhood Roadway Improvements NE Oaedown roadway improve mettl. Milling a. resurfacing, repracement of damaged curb and guile,, replacement of damaged sidewalk, 64 e/anedaus drainage, ADA ramps antl signing and pavement markings. NE Overtovm 5 t 11"' Luis ul varanam S 1,443,055,54 5 1.175.9232] 9i3,616, 23 — a 105/032010) MD1VA50 and TEco Gas graduallypragreasinn in )hair work 40-B30630 FPL Office of Capital pwemenN Palm Grove Read Improvemeals B-30630.01 -(COMPLETED 2013) large and esurrectng of asphalt pavement, repair of broken curbs. gutters. sidewalks and driveway approaches: add'ltional drama ea improvements, eCeSSi le ramps ...ADA landscaping throughout the nelghblm000,om00e, landed addition of security lighting: and a trafric circle is located at NE 59 Avenue and NE 779 Street 53063002-(COMPLETED 2014) Drainage, Replacement al boken curbs and sidewalks, milling and new -lacing NE 4th Court(NE 59 Street l4 NE 60 Street) 530530.03-ION-GOING)Adetonal Neighberhopa Lighting S-30530.04 -(ONGOING) Neighborhood Landscaping -Updated ached°. retteols landscape prefect 53063001-The project is Iacated from NE Ssm Street to NE 79th Street between Biscay. Soulavard and NE 49 Court excluding Biscayne Boulevard. NE 62 51., and NE 01 Sl, S-3W30.02-NE 76 Street, NE]] Street. NE 59 Ave NE 77th Steel NEo71 an d Sheet between Madame BNd end NE 49 Court S-30530.03-Phase ) Neighborhood Lighting S30330.04 -Phase 1 Neighborhood Landscaping 5 M9IONE.. al°d Wore. DIN. era ire E 4.174.623,41 5 305.709.95 csr, ' 'y ` 0 [OS/11201M Pre -Construction meeting c0ndUded north Lawn Keepers and PM Arburisl. Ulilay locales seised riled to begin S1142016. 40-5150312A INOONST Improvements orC6pla ST from Wpresurfacing,m l6aand SW1] SW 1 ] Street t14 Ave la 17 eve),Mllling and of sclwk and_9 provemantS, sues. Mamlcm anuelOtte 340342.15 5 30].35095 E - 234,591.13 D 103/302J17) 40.050311 (N CONST Ofio¢of CepRal Improvements SW 12 ST 'PPP SW a6 and SW 1] AVE MillingI a resurfacing,drainage. Mai., A r emprianee zne str ping, SW12 Stree1(SW 1] to 16 Avenue) Mal % air a Maw.. E 320,369.00 8 Ta1.235.36 E egg B]2 "' u �dbt&An 103I1S2D1SJ Meta Express 9 cons trathen •germ. 40950gW WAsO ONece or Capital Improvements NE 3 AVE from NE 54 SI to NE 58 TER Roam and swage reconstmchon, drainage, miscellaneous sidewalk repairs, ADA comp... a nil striping JPA with WASD for water line Installation. NE 3 Ave from NE 54 St. NE 58 Terrace ..ace anus lmnrnl a (cAinp v - 00 S 92195201 E 11224240 a „ n 9.15/20101 10096 plans at PW fo.evlew FILE NO 4210 40-$3092e wcof45T Office of Capital Improvements Bird Avenue Read Improvements Street beautification of Bird Avenue from US 1 to Aviation Avenue. Scope of work includes but lsi° limiedto milling and resurfacing of Bird .enuo from AS1 to SW 27 Avenue. This project will add designated bike Ines in each direction, pro0de RDA compliant walks, landscaping wdhin me project limps. singe improvements will be addressed as necessary. Allemande 51. 50ek Ave work includes drainage improvements and mlllinglresurfaoing, Along Bird Avenue holm OS110 Aviation Avenue and along McDonald Street from uSl to Jackson Avenue, Mee included is fnity of Oak Ave. an Allamanda(drana go. e Allemande Street near Oak Ave 2 Da NH . "r al 051. ICIPI. xa $ 2,333.47494 f 1.839,Ofi213 5 128,]60.88 _ 0 ,g a V 105121/20181 Last Drainage Structure to be instilled -SOB Anticipated 5wOch to south side next week. 40$50303 IN COAST Office or Capital Improvements SW12 ST from SW 13 AVE and SW 13 CT Milling and resurfacng, d rainage, miscellaneous sidewalk re m pairs. ADA omplence and striping. SW 5251reet from 13 Avenue &13 Court 3 ManM tclPt M r a^�° r mIM Iry a b 219,016.05 5 12].455]1 $ 123,925.64 _ - a u O! U_ 03118 018 press 1Mstro Es Lit construction wing consnu on permits 40830)]0 CLOSE NEW PROJECT TBD ONceof Capital ImRr040menl4 Me]2AVE Brans from U51 to Coral Way rape includes removal of me It traffic separator one Um lane. Proposing anew Gass edian within lire center of Me road 00 only milling and resurfacing the esiating lanes. SW 22nd Avenuehelween US1and Coral Way 4 vui0rq,M rearms er ...Ts $ 2.01,16607 f 81.71100 $ .3...97 _ u: %A losioc/20t01 Procurement processing accepted proposal. 404340342 IN COAST Office of Cap&el Impro+amanla Grave PaM R."'PH Improvements- P.m II PH II: The project generally includes the construction olmad improvementssucn as milling & resurfacing. damaged curb A putter replacement, damaged idewalk replacement, drainage. ADA I tramps end surface restorer. . Ill-MUR, drainage, C&O, ADA sidewalks, and approaches PH Z bound.by NWBm ST and NW 8th Terrace Blow NW 21Ih Ave. and NW20th Ave NW21s1 Ave W N20m nd CT aNW 20111Ave. Btwn NW An ST and MNIM2 ST. PH 3: NW 21st CdeN191h CouNt9N Avenue horn NW )th Street to NW PM Sheet. NW 16th Court NW ]th Street to NW SO,BW Sheet arts NW a Street from NW tale Gaud to NW 1BIhAvenue armm.4wn a r pia $ 4,220,156.75 8 3,199,344.56 $ ,,,,�� �,,_,. . ]4,Sl""5 Q & - '^ [04I100018] PWwelktfreugn 10111117. Reserved comments from PW an 10/2411 fssuewM1h gate salve and manatee grate is still pending. Wailing an PW to moo.° direction on where to install gate valve. Dye test Won°. by PW did not showed up on the river. 90-930590 CLOSED Oglte at Gap6al Improvements Live Rivet IndusVlal Park Study and develop alternative recommendallons TeMmplementatien of a e van, ofs[ t p led itemsc s gateway sig 100 g l frost P g way hnd'mg slgnage, resurfacing, and concrete work for the Little River Industrial Park. "'(MCLTIPLE PROJECTS WITH DIFFERENT PHASES)... 5-30540-01- Installation torsions S-3051,02- milling and resurfacng of multiple streets S.30540-03- milling & resurfacing, drainage improvements. installation of signs NVg2hd Avenue to NE 41h Cllmm Sgth Street to Arth Sheet 5 a PMGIP), on x a PE. a vat."m< $ 2.000.000.e0 6 139.395.12 U u m [0&:TI2014] PrejeN being prised Ihm JOC $ - - . 62,428.08 40$30]55 WARD race of Capital Improvements NW Street Improvement TPA Roadway reconstruction and for milling end resurfacing, water main replacement, curt andgude rs, miscellaneous sidewalknepairs, phance one striping ADA cam - NW 30 m Street from t21h- 1Tf Ave: NW 13th Ave /ram 301h-3st STl NW 15N AVe-.301h-31MST N°IcrPt. b. an.a t®m a Media Miry. Bee. 5 4,096,))9.64 S ?592.4269) $ 50,607.21 - a _ [OE/182613j Consultant revievdng comments from MDCPWs review of 100%plans 40-B 39911 CLOSED Office of Capital Imprmremenls Venetian Causeway Improvements Contrraulion tome County to facilitate the design and consbuetion of readway re surfacing, Swale restora4an, cures, gutters. drainage improvements. sidewalk replacement, lighting improvements, lercdecaprng, signs..VIA.1, end sMping. Venetian Cs, from Herald PIloCM limos 2 a rare vy ° t h $ 3,198,965.00 94,])455 $ 44,774.55 u w2. U a u rO [o310)rz0141 Count ypmjecl avra4ing landscape grass➢lacement at the S.E. eyebrow. 40 B30630A WASO FPL Office of Capital Improvements NE )1 ST from NE 4GH to 13isPay9e BLVD Provide new paving, grading and drainage system such as pavement rewnsWctiom milling and resurfacing,concrete sidewalk, curbs, drnewey, drainage system Eh, Coordination along the NE 31 Street and NE 5 Avenue. requiring a very special atenacn the coordination wgh FPL to avoid conflicts with existing 138 KVhansmisstOn Rine end 6g KV dlsniitotion line running at north and south NE]1 Street from NE 4 CT to Biscayne Blvd antl NE 5th Avenue horn NE AM ST to NE 72nd ST, 5 earn Rearm at uorou Reeve E 5.860.iE]00 f 2.2.63 $ 38.633.30 u ',, m ,a [05103/2016j 10059 plans rn Public Works for review and comments since 4112118. This e stru.on. do net have funds tar 90830881 ADC J. O xice olCapilal Improvements CooenNGrove Business Improvement District -Street Improvements 8-306$),ReplacemenlofericOPavers n the Cocorul Grove Business Dietict-S02 S-38687.02- Florida Ave between Mary Street and Virginia Street 5-30887.03- Virginia and Mary St between Grande. and Florida Ave 5-3053T04- Commodore Plaza beween Main Highway and Grand Ave 5-3063105- Fuller St between trend Ave and Main highway 53086102-Florida Ave between Mary sheet and Vlrginla Street S-30881.03-Virginia and Mary sit hetwean.aa, Ave entl FlOnde Ave -3o68T oa-cemmeeere Plaza en Meln Highway and end Grand Ave 5•3085)05-Fuller St. between Grand Ave and Main highway 2 PueWM,, John N • t "I xarew tclry, Pawce 5 5,644,E 01.31 S 1.6`ag,05403 $ 36,216.13 a G a 8 — m �04R4RD1B1 Caniractbrworking next 1e %wik step lns[alllag driveway. Will countinua to the pose office and Pm move tothe other side Ditto street 49-f150908 IN CONST Office of Capital mprevemeaB Silver Bluff Traffic Calming Improvements Silver Blv4Tralhc Calming Improvements Tlns pro(ec[has been pedarmed In meanie stages ...design Is 106% completed et 21Mealions 23W 25. Termed tram sw rd Avenue to sW 22nd Avenue and SW 25N Terre,2 t2 S SW 2]M Avenueta SW 25N Avenuel. Construction Is completed. The design is 106% completed al 2locations {SW 2481 Terreoe tom SW 241h Avenue.. SW 25m menus.. SW 25N Tema Imm SW 21s1Ave) Avenue. SW 22nd Avenue) Construction Is wmpleted. Design...se is at t00% at2locations {SW 24r01 Terrace from SW 21st Avenue to SW 22n1 Avenue and SW 261h Street Irons 8.123.d Awn.. SW 22nd Avenue). CenatmrG,n is 4 raslclal' straitsdanda alma, A wines. tin,.,., S 509,070.67 $ 388.0580) 100, $ 3635840 a 2 — 4 [o5110010t21 Prima Contract,. Harbour Co0IJ14 0i,n. N. was Issued on April 25, 201) to stert en May 9.2017(AW341e. biw SW 24111 Ave 6 SW 25M Ave). NTP was issued on April 25.2017 [p aide on W2y1112A0e1T6(5W 22nd S Project delayed due to wrong Project information an Signs., contractor. IOB50921 WASD Once of Capital Improvsmanle "''',',..',.".4-2— 27 AVA AVE W050 (.IPA) Project install 2.850 LF ,18-inch water main New fire hydrants ere included Cloy P,jecl-. D y sidewalk curbs d - ge300millingand resurfacing r rnn tnndinn, ovemuil ,pavement marking, w•Ieere-grading and sodding- 5W 25 Sireetlrom 5W21 venue t, SW 32 Avenue ammo at w MtP' 000 anmm� $ 1,423,196.16 S tt35]89 2 E )1411 35,36g 33 w a a m (05103.20181 6015 3350.0. and 1.1-Ow0SOJPA projects) submitted by Consultant on 05M3115. 103 ease Me projects 9b0412,&50413,&50414B 50421 and B50420 are being designed as a t01 C00 a at the same me (Total Length =11.040 FT). Nate that B-504201s no1JPA project 40-B50212 IN CONST Office of Capial Improvemenrs 5 SW SBOSW9AVE M&R, Miner Drainage Repaid, CBG, Grading work al intersection. SW 28 Read(SW 5 b 91 3 xo roln. scab cl xa,de Pi. au $ 39t 685.81 $ 117,560.28 8 35.211.34 _ ¢ o 10gm9120181 Close-out act lies to be conducted by M Hardy m 40-B40320 CLOSE. difice al ap'dal Improvements sW2 Street between SW 19 Ave and SW 20 Ave Milling and Resurfacing', Replace of Cum and Gudec Replacement of Orloweay Apprashas; on; Replacement of sk ewe. probe Cremation- ADA amps; Drainage SW 25heetlFRbm SW 19 Avero6W20 Ayel-D3 3 uez (Cln. w " Nnr®nt a I •hN 1plsl. peva 3 184.91E00 $ 2T,52041 $ Z1,520.41 L. n 9043501 P4 wgSD Ogice of Capital Imprevemanls NW 135T Irom Nw 36AVEto NW 3l AVE JPA-Milling and resurfacing, repair pot hales: ADA Ramps whereapplicable; Minor Drainage. Water main replacement NW 13t, wee, NW 35th Ave. NW32th .venue i Mw"o°iCIP1, `"r' I^�^r 4, Haase (CPIE N•urnw 888,133.00 E 80 E 25,572.)9 -= et m v ry 05I141201g 1 1100%plans were disapproved by. County MOT review still pending 49-84031i CLOSED Office el Geode! Impmremenls Shenandoah Roadway Impr,vementa Roadwaylmpr0vemenis Area generally bounded by SW BN Sheet to the north, SW 12th Ave to Me east. SW 22nd Street to the ...sad SW 17lh Ave re the West e4 ""a'xE [IPr. araranm c1P RaSI Fenfin IR o E 31,160.38 E 2o,229.2a E 20.118.24 m m n u _m e m 1052020141 9i03271aa hal8ing1m0sler prpjac1 for the Shona...M Nos Multiple subprojects will be funded by this B number Each sub -project Will have different start and completion dates. 40E50905 DEFER CONSTRUCTION Office of Capital Improvements NE 56 TER horn NE 1 Cr to NE 3 AVE Sheet Bond 0nding suuMe MR, minor base rework minor reconsraugi,n. isc drainage Improvements. damaged OM replacement it needed. NE 5$ Terrace hom NE 1 CT to NE3Av ues ran. n•+ xwbnN at v. e) b 716,06 $ 18;05).00 °i o - e. 10510320181 16. approved F W, Nat funded In 0428118 00400Appropdarun. Deterred to May 2018 appraprialion 40-1330855 WASD Office of Capital Improvements SW 5 ST ham 2T AVE and SW AVE Roadway WASD -JPA Project: In of Bunch Crater main along SW 5th street. City Project r Milling and Reaurfacing, new drainage system combined with ekrsbng Binge system to collect rune., overbuilt or lermno aeconnrvrnon N shell storT9l6I towards proposadlaxisM1ng sod and pavement marking and signage. SW Sm St between 2]M 1S°x �CrFJe 636,4]tJ-010 S 4T6 54E ]fi E 18,129.88 -- [05.0120151 40-630022 IN CONST Office al capital Improvements Center Street Drainage Improvemen6 Phase #1: Construction of new drainage system. milling and resurfacing, regrading of green area rn Iran of 2903 Center Skeet and minor ding and landscaping works to deal whh Mecomplaintdone by the neighbor of this properly. Also Include the Survey and Geotrahntcal Investigation (percolation tests and asphalt serest en Center Street and Trade Avenue lot future use to design the Phase W - Street20 center Phase -2-. Caner Street and W. Tiede AV. us. 2 pvua4v N n 8160 Maadu $ 48],TB9.]9 5 336,g35] $ 15;g85 a0 ry a _ F1 V n I04/1020181 Contractor is pulling peimpswithPW- 90�1]366 DEFER CONSTRUCTION Office of Improvements W51 ST From NW ]AVE and IBS Street Bond fun di ng source MBR, redpswale,misc drama"' Impreveman6 NW 51 street between] Avenue and 1-95 uesmcw. bra.,. no or xno.e 2a51 5 15,73566 5,Ty565 a m 6 r5 IO510220181 .10.03 NM funded City PW on 03.1,18. Nvl funded is 0926118 Appropriation. Deferred tv May 2018 appropriation 40-830909 CLOSE Office„„„no Improvements Coal Way Median from SW TAVE.the 1]AVE 3 Landscaping improvements projet to include inslellalipn of an iaigalion system M ana Wa rang coral yg. from SW12. Ave to 37 Ave 4 rvr aesn a r °x Petite nq, vine 5 899,]5000 S 51354.51 E 12,BSB.]8 S _ a U S �— e O I012320181 Woking an Nosing out prejaet 40-R403W CLOSED Officeo7Cap,tal Impravemen6 SW 1st Avenue between 26tM1 and 291h Read The Scope of Work involves milling and resurfacing, drainage improvemen6, replacement of curb 8 gutter, profile correction. limited replacement of driveway approaches, replacement damaged sidewalk, tlesittin9, striping and signage. T. scene Owe. may be subject to change based an subsequent engineering findings. SW IS Avenue from SW 28tM1 flaatl to SW 28tM1 o Reed 3 nraffij°=s tare. to cetera warmx a r mar° Ira. ru $ 140635.00 $ 0,758.00 $ 9,70E00 Completed S a d 10311250181 Pending a PO release for Team Contracting. Project has already been capitals._ GP 40-B50314 CLOSED OUT Ofltce of Capltal Improvements NWfi ST from NW 11 AVE .NW 10 AVE MR. ADA ramp installations, Miner CCSG repa0 ar replacement NW 65treet MI to 10 Avarice) 3 tall lcrrr.Serer Rr roe 1.01, Me 5 176,518_57 $ 9.463.06 $ 646308 d a O A„ O ‘,I):Project 112/18201]j Construction Completed. Commencing with Crescent 40-050324 DEFER CONSTRUCTION Office of Cannel Improvements SW29 RD from SW210 SW AVE Sheet Bond Fa eing Milling and resurfacing, minor drainage improvements. repair ofsdwkand ADA Issues. SW29 Road(2nd to 3rd Avenue) D-3 star',. Name, Hem. °I Eaves. mama 5 274,323 87 5 695408 $ 8,954.08 Q m 2 n I05l02a01e1 160%approved by e City on 03d2-18. Nat landed in 04t25r18 Appropriation. Deterred IJ May 2018 a511050latlph. NO money Is cenceston Dt 90-]381T DEFER CONSTRUCTION Office of Caplet Improvements14 SW 3 St Nom SW to SW15 AVE Milling and Resurfacing. Miscela nevu s drainage, Replacement of damaged sidewalk. Replacement of damaged curb and gullet, ADA ramps, minor landscape SW 3rd Street from SW 14th Avenue to 5W 15tM1 Avenue 3 Los tins. ° v = N0� $ 345,601.81 S 55 E 8,600.55- - = w m 105/102016i 100%plans. Consultant resubmitted plans. county traffic Merton lost lde previous plans. Consultant meeting rn h coy PW on 05lesrz017 to solve issue. Project funds lSReet Bonds j removed from ORACLE on 2017. Currently project does not have funds for ans./Si. 40-840505E CLOSED el Capital Improvements Miami River Greerwray Segment Gand Segment F2 Decorative Lighlmg Construction of decorative street righting Segment E2: NW S. River OR. !fern NW l Silo W. Flapper. Segment G_ Portion of Jose Marti beyond the intersection of SW 4 St and SW3 Ave, SW3 Ave Sin W4 ST South SW6 St, and SW0 St from SW Ave 6 SW 2Ave. 3 Week (CM. acne el wen. & .156,00060 § 7.02402 $ 2,024.02 v a cr Z. o f0820201 ]I DawnLOON complete 100%mnstmetion completed. Under closing process. 40930736 CLOSED Office of Capital !mgrovcvnenls PM1aa4Its NW 33M S Street Rea away Improvement Milling end resurfacing, drainage improvements, ADA modifications and striping. Area bounded by NW 121M1 Avenue, NW 17t5 Avenue, NW 381h Street and lNg 300 Street 1 02a°(Cfi%. seen n or 5 ...woe S 2.3]5000.00 5 5.94B02 $ .8.948.02 v ' u _• ro e 3 404330168A CLOSED OII¢ealCapital Improvements Sliver Bluff Traffic Calming Priority 3 This project consists of traffic calming devices to dude traffic circles, medians. out, signing and pavement marking as recommend by traffic studies performed. SW 23rd St soap¢ is resurfacing and replacement cur8lgutler. SW 18 Ave and SW22 terrace: SW25 Ave and SW 25 Terrace: SW 25 Ave and SW 26 Lana; SW 2.3 Ave one SW 25 Terrain; EW 23m., 0Imm 16N Ave.- 19m Ave.', SW 191h Ave., 22nd Tarr-23rd St.; SW 22nd Tarr.. lgth Ave: 18U Ave. 1 WrktCIm, [aim Tons, canon a ti Ierq� arauce S ]03.59e0] 5 5 835 65 5 5,885.65 _ - 0 . a m i02/M7/20181 Pending a PO re ease Mem from Med AspheI_ Project has been cap keened and al the end of FY 2018. C. 40E30004 IN COAST Office''Pi.' Improvements SW1 Calming at SW IB AVE and SW14 TER Additeno EM...Inning device (May include traffic circle or COBG.-0336)isee intersection) .Ave and SW mlTerace nu 14 4 aetwan rpclal, Hnr " ,, valence 5 44T,260.00 5 ]] 3.,_ .,t 5 4, 13].39 _ 4 mttg E AMMO. project have bean completed and accepted by Public Wont innral retaiange should haveabaabt3 paid or d dng ready to he P. 40-858514 CS%AGPEEMENT Office elCapital Improvements Street and Drainage Improvements at In[ersemionof9W and SW.a" AVE New sidewalks S W 4 Sheet and SW fig Ave and SWlSl and SW ]1 Ave 4 ....Imry, or.. ao " n l a vaanw S 218,]43.34 5 205,922.25 S 4.112.13 _ 4 4 [04103/20507 OCI will design sidewalk In house and submit to GSA and FEC for approval. According lo CS%do . move brward on thes,ewalk until the crossing is rebuilt CS%evaluate in the new few months end then we canto in Me sidewalks. the City95T Contractor is to coordinate with CS% and woo require a Right of Entry approval from CSX prior to commenting the 0d...work. 40a408720 IN COAST Office of Capital Improvements Elegemi TrafficSlreel Calming Phase IV Provide the Management and Professional Engineering services required for the design nd preparation of a compete set of construction act plans for traffic calming devices et various intersections within district 4. Traffic Circle irE SW etth Street 8 SW 31 sl 2VTraffic Circle ®SW 4th Street & Plage mi Bind 3. Traffic Circle@SW 59. Ave. &SW 6th 4 Traffic Circle ®NW 521h Ave. 8 NW 4rh Sveal Various locations. Please see notes. 1. TameeirelekffSW fith Street& SW alst Ave 2. Traffic Circle 31 SW 4th Street& Plagami Blvd. Traffic Circlet3 SW 58th Ave. 8 SW 61h Street 4. Traffic Circle @a NW 52N Ave. 5 NW Ern Street 6 SW filh Street between 52th and SBU Avenue 5. SW Tth Skeet between and 53. Avenue T,SW I0 Street between SW58. and 59. Avenue 8. SW 50 Street between 48th Ave. and 4gth Ave. 4 amateur Mari, tvaono Barbee el roan. ogre S 1,198,051 A4 E le 256 17 5 1 96g 4!; - 8 — �; rh 182Y28/2C161 40-530900 IN COAST Ofice el Capital Imps emenK LaPastomaTratdc sc Improvements Improvements The Scope of Work involves...0.4 circles, speed humps, median closureend speed tables along savealroatls. Milling end located readsThonly scopeherol 433 may be are ksmle based on subsequent engineering lading 9e based on subsequent anyineadng Millings. Le Pastors. Neghberheed - Wem St jNonhl.SW 161M1 S.1t)6 SW 3Tt,Ave (Weat)5 SW 341h Ave IEesO. 4 roe>ICIPI, aunm a wemir. Hares. arum S 56),858.)2 5 10]0fi5 5 1.081.2g a 53 _ 0 IN/1T2. 171 Harbour...Effie final punch me. rumova• prajecr in home. 40E34732 CLOSED Office of CapimF Improvements NW 9m sheet Roadway Improvement Project roadwyneprovement;new °toenaewmlkand roadway improvements olvanays streets. NW.. Ave aNW 22ntl Ave..NW 149 SL, end NW TIh SE NW 23rd CI. from ]N Stblht Bt:NW 25ffi Ave., TM SL- ttN St aas Icrm, co." atm 8 yvkram )56,24).05 E 85.9T8.15 E 775.07 o a 0 e o 2 Ito10]20141 Prime Ceneefter - CemuniTy Asphalt Project Competed and acepled by the PWs forces_ 40.30737 MDCJPA Office of Capital Improvements SeNh Bayshore LanelFairview Street (East and Westt The seeps el ouch involves roadway reconstructionrolling 8 resurfacing. m113381ents3damaged sNewelk replacement. repair of driveway approaches, wale task..., shoeing, sign.,and ADA amps. The scope al work may be sub]ecllo mange based on subsequent engineering findings. MDWASD Design JPA Soul, Seys,4,4 44, Easl Fairview Stand Wes, F4lrview St 2 =s°nogb°b r Minn.f a eke... 2.-0G2,630.40 S 2,3]],23]s9 5 ])3.]6 _ - g v 23928 20181 The Roadway and Drainage Improvements were m itanuary 2018. Pro,ecl pending n advertisement by Procurement DepartmenE OCl is awe2 for the new mist. ng eve P SA's to he ek¢0Med to select ADA Engineering or other Consultant to continua he pump h station (determined by March 22. 2018 emaiM. do�B30y23 WASD Office of Cepgal ImpmwmanN NW24 AVE Roadway Impravomem Project WASD-JPA Project; Installation ef670 FT of 124nch on NW 32nd ST. City Project N drainage system, lo llt'ng and resurfacing. bill and/or reconstruction, 'd IkoI4 y b rbrmenca cod and pevemem marking one sgnage. This project includes three streets as follow NW 29m Avenue from NW 30th Street to NW 281h Street, NW 251h Avenue from NW Street tor NW 3trt StradandNW 32nd Street from NW 23rd Avenue to NW 22nd Avenues Roberto a tom, M•um. S 1.1]0.098.90 $ 1032.213.18 $ T2i17 a m _ „a j05103rz016] Plans submitetl to M- - 0 ramc on tent ] d don 0420lf 8_!1 C Ha t- rapadag Rnal submittal. 90-856315 CLOSED Ofice of Capital Imprawemente SW 30 RD from SW 2to SW 1 AVE USG Replacement, MSR and sidewalk repairs. Tramp Calming features were requested by rash., in the area. SW 30 RO Ir0m SW 2 Ave to SW1s1 Ave 3 nerCIPSICenh uw-"M • Hanle xn. Vs..O $ 171.78236 S 9061302 5 925,82 $ la o a 4 in ,6 EsCompleted. U je2l18201]j Censlrucfion Commencing With Project ClasedsM1 90-69W93A CLOSED OUT Off. of Capital Improvements Noah Spring Garden Greenway The projectfnclutles the design and complete construction of N River Drive according to fee Miami River Greenway Design Guidelines. The project will include the installation of new sidewalk, new pavement, drainage, scsping and street lighting_ This project will a also address major flooding experienced along a the drive. Na r D from NWn AO StreetRd. b NW 11th Placa 5 Orient. vMee�. $ 2432.26 05 ; 109 $ 0.67 - rio n to e, _ '° j0310]2014j Trans Florida lilt. wading contractor In prate the as two pay nem requirments via, last 1. mile makers 2. Remainder of route sign placement. 40434o32g CLOSED Office of Cepbal Improvements NW 13 Ave and NW 55115E corner) Mee, and Resurfacing: Replace of Cum end Guiles ADA Ramps where applicable:Repair of broken sidewalks NW 13 Ave and NW 54! :SE corner)-03 3rein,m>n meow •r Ada. 24 t423T:00 E 060 ; 0.60 ...� •- -- a 0➢ u S .6 E u 90-630606N CLOSED OUT Office of Capital Improvements IMMITWN Beautification North Sidewalk repair and replacement curb 8 gvter repair and replacement, landscaping; milling 8 resurfacing, signing, pavement markings, traffic calming. bicycle tl trian enhanceme t d installation of lighting Bndcordedoxes and pull b Erne from SE 1 tam Rd to SE 19th St- Tromc Calming, lane reduction,and development of g menway along the bay. aiscayne Brw. to W. 1st Ave.. & from S. 3rd St. to N 3r6SL, SE 10th St Mabee Ave.: SW 1st Ave ]Ih 5 Sth Rd: Brickell Bay D' ;15th Rd. to ldth St 1.23.9,5 team. PEE.• GP Vekrt�• $ 6,461,18433NorthB6E1. 020 _ . a — • u - U (3 dr [tamTrz Ot9] Metro Express Inc. Prime Contractor Poured have been completed and asbuRlot the snood. is awaited to be retailed. 406306$] IN CONST Ogmecf Caphal prwemenN Mary Bricked Village Drainage Improvements Involves improvements re include milling and resurfacing g, drainage Improvements ncludirg a pump station and deep drainage wells, and limited road., reconalmuiian along streets. 591h Street and S 131h Sheet between SW 1a1 Avenue and SE 1st Avenue including SW 1st Avenue (northboundf between SW 7 Street and SW B Street 2 nem n vaMmw $ 6,,275.65748 8 10612nO6g _prevent .. _.., .., ... y c g j'_ 00 (05/02201M Mime Corr.., Seetheaelhern Contractors Tho lorded condhions is es follows. 1. All Construction work and contract pay items have been completed. 2. Soulheesbern Gentractors to change oullhe Vanfnmsr in the control to enable generator Pe rferm fisaoptimum. e 3. Pump Station is aperabanel and have been operational since February 2018. tact plan revision to reflect nerd changes so asto same to cur hoicding department ado. closure. 5, FOR was asked to provide the redden by the COB this Friday May 9th, 2018 461340338 CLOSED OUT °Mee of Capita Impmvamants SW 22 Road between SW lthreplacementd Aye In SW eth The Scapa of Work moody. milling and surfacing, drainage improvements, replacement or curb 8 gutter. profile correction, replacement or drNeway approaches, AOF g ramps, - 9 striping 9 9- he scope of work maybe subject. change based on subsequent eng needng findings. SW 22nd Road from SW ]IM1 Ave to SW 9m Ava-D3 on rein). n rM ee 0,....6 • r tcrP). M'wd S 393,863]0 8 005 ; 005 o °' — u y o _, d 40230606E CLOSED O. ORlce of capital Impmvemenk oNMTWN Beautification (Lighting)-Cihreide FPL wll design and construct a street lighting system on art streets and avenues, except NEISE 1s15t. ,where FPL will install conductors in prevnnsy el...nth. and ins kl lght pees. B 306D5411 Repacemenlnvel5)poes. Biscayne Blvd to Miami Ave.& SE2nd St. to NE 3rd St (Except Flagler St 1 30506L01 Twat. poles on the East side of SE 3rtl Ave from SE 2nd SM SE 0nd St.. Three (3) poles an the East side of NE 2nd Ave kom NE 0. 5t t0 NE 4tn SS 1.2345 Mee Obi'' Ibwm a dlwlaa Pe, Parer. S 2.172,5615? 5 606 .. " .. ��'lia m 9 a w — o al 105/14rzo131 Please wAr to Re subprojects for MMus and 'schedule uptlales 40240686 CLOSED BficeofCapital Improvements Miami River Greenways/ Sheelscape Segment O(ELN) Roadway remnYre.. to provide a 2-1ane two way urban road with 10' bevel lanes and on- 6street perking. CUR and gutter type F and type 0 will ba used and slormwater system will be constructed, On the side adjacent to the river is 15 wide greenway will be constructed, on the opposite side a regular& sidewalk will be constructed, Project included landscaping, street and padesMan lighting. and stmat benches, trashy receptacles, l- wayfinang sfpns et<. so. River Drrve sorlb from NW 1st 51. to NW4M Sl 3 ala DOS. M ° e r Vayare 5 2,678,50130 b 35,52P 21 § 0.64 ° ° 6 o o O m f03r0yRP191 Prima Contractor -Trans Florida Inc. Compkfetlall roadway work - drains gas, concrete sidewalk. curb &gutter, street light poles, and signs. C intros 5 yet to install bardsupn Items -roNe makers, route erg,. AOA HI to close out the contracts 5025531 CLOSED OUT Office of Capkal ImpravemenM Miami River Greenway from Miami Circle Green Main Avenue n Scope of Work involves road mprevem2nic including. but not 1230d to remnsivc0on of roads, including new side0alks, drainage, ending, signage, landscaping, haMseope, decor.. seen 9 Grdinesy Master Plan. the scope of k may be subject. change based on subsequent o findings Area bounded by5E 51h SI from S Miami MB/Shell Ave and SE IIh Ave from SE 31M1 Si to Miam Riser 2 kmsteet. _, a 1 " sea m ((ri , vid $ 1625,43641 31rg b S6 IS 003 § - s O ' o _ 3d j05l1320131 Project is 90% completed. Easements are In process. Deposit invoice requested from FPL sines February 25. 2010. 40-B30726 CLOSED ODT Office of Captal in...m.1S NW609 Avenue Roatly ay Improvement Project 01 Design 065 Mill. d restirtacing NW 60111 Avenue NW5). Coon, NW 59111 Avenue, NW58ih Cdud,NW56m Avenue NW 100 Court from NW 3rtl 10 NW lm Street NW Sth Street from 61/260111 Avenue to NW57 Court. 6a5nps9PE m61.»weem ca fr. h ,...4, S 195,11i.i5 5 0.03 -. - p v 6 E _ u LE 105)042013j Propel was designed under the BP and butt under6 50]OSA. R -' igfundngu a lable fel reelreeation. 40-530716 CLOSED OUT Once of Capital Improvements Tigedail Resurfacing-C2 8-30716 - The street improvement project scope of work will include mad improvements such as roadway milling and resurfacing, drainage impr"vemenise0Alatka, swale rehabil.tion lregrading and sodding el adjecerd arc.). 9coordination. and pavement 530715.01.M8R-Ti rtall Avenue.m SW ge 2]NAve. to Mat. St.; Drainage - Crystal en. &Nato. 530716.02- S30716.03- digerlail Avenue from SW 22 Avenue M Alalka Street. 5 0011604 - ...II Avenue bowmen sw 22 Avenue Ave. 5301113,01-Tigerlatl Avenue from SW20th Ave. to Mat. 51.;Rage at Costello.& Nate. 53011602- 560716.00-Ti e6afl g Avenue from 5W 22 Avenue MAlalks Street. 0 04004 04-Tigedeil Avenue be.een SW. Avenue and 5W271h Ave. 2 Noa pill, eda 1 enl ° Sara. (Ot NN. o. b ]11,25].N4 $ 0.03 —9 — O m 103/1]2014j Design Complete_ Adtlfcnal Post Design Services has been requested by ADA, 40-B30T25 CLOSED OUT CM" '1,r110l Improvements N040094 beet Roadway Improvement Project -01 Millingend resurfacing, NW 111h 08120122nd Ave. to 42nd Ave.; NW 131h St east of29tb Ave', NW 26th Ave. Rd. 6246 Cl ngdh of ilgr&.: NW 30th PI., NW 3131 Ave., and NW 12h St north of dirk St; NYS 3111b PI am ]th St-11th SI.: and NW 30N Ct, from 9111 St-11th 51. 1 Wes511. owns: eblwm el av7F tor,. S 66166642 - 5 2110. 15 m.. ... — E U rJ u 2 n 49-B4030B CLOSED Office of Capital Improvements BW 1Tth Terra.4 Road Isnprevamants-03 Approximately 550 g of roadway restoration to -include'. Milling and resurfacing, miss drainage where needed new Type F CUR where Were is curb and replace type D curb 0Tere mare ls, replace driveways and re -grade swain areas es needed and Provide ADA ramps at all intersections Roariway may need minor reconstruction in certain areas. SW 17th Terrabetween ce SW lath Ave end SW 11M Ave 3 a4eWlcm1. mower �a el ICIt1--remen eased $ 32p5163 S 002 1 I 4P O v 0 m 102I22120131100% plans under renew. 404N032O CLOSED OUT Omce of Capital Improvements SW Road Improvements p Segment 2 - D3 Appmeimatey 1029 ft of roadway restoration to include: Miffing and resurfacing, misc. drainage where needed new Type F curb where there is no curb and replace type curb where there is, re lacedmawa d remade ¢wale areas as ne ys an needed and precede ADA ramps et all SW261h Road between SW 3rtl and SW 1st Ave. 3 Mmcral. circa 1d a . t faa F'ben • $ 498,804.00 $ 0.02 S 002 v u e 4 u 1020210131 Plana3390 n. 49-B103J5 CLOSED Office „cap. Improvements SW ...ern55heat(SW 2 Ave ...ernProfile BM.) Replace of Curt and Gilder Real ea meal of Oruanay Appro..)Appro..)Milling and Resurfacing; Correct. Drainage- ; Replacernen[af Broken Sidewalks w AOA Ramps. SW551ree115W22 Ave lea Beacom Blvd.) reueeallta. Iwri::• SM./ of lc� Data S 356050.00 S 24.19566 S 0.02 u v o O = o it 108(28020151 Consultant incorporating latest CPW comments on plans. 4043301870 CLOSED OUT Office of Capital Improvements Shenandoah Rdaewdy Improvements-4 Drainage improvements', Milling and e-Ming, Cure and gutter replacement/installation; Sidewalklo driveway approach replacement Lighting along Coral Way and Atltltiortal work during wristruction to the cora fgete drive TC Project Various lechers - sea notes 9 xp ILIPI. kam �I 1P°n 6area aP1, Neu.. S 1,550,000.00 0.01 S$�.Ot v v — o U Q o 10.2120121 FHP working on unchlist items. Contactor else wading for change eider approval commence tree lnsmllben dOR3o8aS CLOSED OUT OMce or Capitol Improvements San Marco Island and Biscayne Island Drainage ImPro40,600s-D2 Scope of work is drztnage improvemenn. roadway03230141 mean... and/or milling 8 resenting, striping, landscaping, street lighting, and styrene. ban Marco and Biscayne Islands 2 nlel%. roam N Mal...O uNaram $ 4,4880309g $ 363475t - S 001 a p O w — M p me Contractor Southeastern Conlradors Prime contactor completed at the wet and pencilling,. the project Asbuitdrawings nave been issued to N contractor -Mpleted Inc. Contactor completed all project pay tems and i awat.e ashuill plans to finalize the Project 404130]10 CLOSEDOUT C455 of C55W Improvements .5 South Mani Terminal Street Improvements Include the replacement of curb and outer, broken sidewalk end driveway approaches. millingand resurfacing 5tihe Pavementend landscaping of street ends. Limn. drainage - improvements are also included. The mewl savers the city Meats located between S Mend Ave antl south aide off85 right olway hom SW 17 Road to SW 26 Road, 2 Miptlermnl. eta. acr.d Le Maas $ 030,24863 $ 6.73732 $ ppf ` o O 3 M 110252017I Prolecl closed,. as Per Gerry Marquez 40,530]41 eLOSEDOUT OHma of Capital Improvements Case SW 16 Avenue Roadway$ ma inaseenh-D3 Milling antl resurfacing with minor drainage improvements SW 1elh Avenue be.. OW 5th Sire rid SW letI11Terrace 0 3 (411 q m. d $ 183451.10 $ 0.01 $ 001 w v ffi o O d o d I9511S2013J SUBSTANTIAL COMPLETION 13762.TI Final strippingdme121201f2- Trans.. project to PW on 411113 PDICaniratt G.. 43330243 CLOSED OUT OHima of CepBal Improver.. 5W 20th Road Roadway Drainage Improvements D3 Drainage and mi[ting and resurracing at norN M1aIlplNock near Coral way Pending complaint SW 281n Rd Mir Coral Way and SW 2M 3 I4o (CIm, •"r'° M t • rip MM. namd S 200,142.51 $ 001 $ 001 — o u 4 `e' �' 105J1520131 Protect 100°k- Prover turned over to PIN on tt26N2 - Pentln tact closure Door 40430745 CLOSED Otica of C4Paal Impravememz NW OM Street RoadweY and Drainage is Improvements 11 M-rinig and resurfacing. 40$e Prdv=men (NW...$ NW Bib St intersection: e of NW Mtn Ave, just North of NW 8. St and SE corner of NW Terr 0 NW 17 Ave inleme olio n ). redoing curb S goiter, striping...9e and Crete Planing. NW a00 St 6 NW Sth Terr from NW 151E Ave to NW 52M Ave- 3 .((CN trw °O"t 'l "' (c 6, name S 359,001.23 $ 0 01 $ 0.01 u Y u U m E 1p rO 102/e0rz91a1 PO date 38.113 NTP Bate ln411a Actualf3 nshuctan started on 40.030748 CLOSED Office of Capital Improvements NW14in Caen Roadway$ Drainage Improvements. p3 Milling andre "g minor Marna,e P fen (NE 1NW 4h Ct a NW Bth Tea intersection). redoing curb 8. gutter. striping, agnate end tee planting- NW3th CI lam NW 2N St Io giver Dr. 3 Nact Mai. ryrYMo ®.x a Faroe fe Pi,n damn $ 164316]] $ 0.01 - 001 O 5 0 m IOf/10/2013i PO date 17863 NTP dale 1/14113 40E30]6p CLOSED OUT Ofice of Captal Impmvamenta SW Ieth Avenue Roadvayd (Drainage Improvements -D3 Milling, resurfacing. pavement markings, and - edlans at select panted 'stands along SW1TAvenue hom U511e Pagler Steel SW 17Avenue from US-1 to Flagler Shoat 3,4 mmane[Ek•cm C•II'I. nacme $ $00,000.04 $ 001 001 a m m a Aof 10311320130 Expel rig ndificadon horn County on bd award. Canlmtt reimbursements to be acme. by City start after review work 404330]]t CLOSED OUT Oficeel Capital Improvements T"'Calmia BN Street Pmjecl- g.- U4 TM1e snipe of Work involves the design of Mm (211raMc ralrwng. TM1e lmprovemvnls connistol m10119 end r006100 ingwMin Ne lm20000n en1 a, AOAramps, tyros, ddrain pavements markings, landscaping and drainage, it sa05walereeanstmctidnal SW30th Ave82ntl 31. SSW 61h St8301h Ave.: WBN St.a39N eL;5W NM Ave_32. 5t 9 stmrl. aA.m a1 b vaI•nM. 5 329,6]000 E 0.01 Z �' y� L n — 2 03/mn014j Harbour Conslmction. i- Completed drainage structures_ 2. Completed auger hale 2. Complet 3, Placed curb 8 peter and ways Per Prole. plans, 4_ MM.. traffic Prole per prole. plans. S Currently plaiing Asphalt add Ma prolectviclnby. 40-830830 CLOSED capta Im rovements p US1 Landscepng between l]Ave and vrcaya-O2 s Landsopng replacement along segment 1 or the US 1 P. wall. USt between 1 ]Ih Ave and Visceet y 2 (CtPi. Jax lM al Nth". FIPI. kleurca 5 55,00000 $ 001 .,--- S - -.!00. OOt ov O y m o ec 40�830094 CLOSE Office of Capital Improvements Little Haiti Right of Way lmprovameme Roadway Emprorla"""sldreinaga system. milling coheres curbs, ings) to srdevralks and pavement markings) NE 5eth St. Mrarm Ave. to NE 2ne Ave_ 5 Ss -airier. FOEnya (CIF.). reevanny di o {raq "P"a �ciry. damn y S 650.890.00 S 500.06 S 0.01 > ss oo p 103N3Y201]l Projev continues ON HOLD. krnew ri* rcontinuesO by Pablk Wprhs,Np lands are shown in Oracle. 90A401]9 CLOSED OIIT Ofice of Cap4al ImplOvamanlS Rpya1Road- ...Band Resurtacing-02 6e0pepl work is resulecing.stabilea0on and signage. Royal Road horn Win Hwy to Biscayne Bay_ ass.laa. Oda • 1 en • McAi. clay, •ur.e g riq,¢¢¢,pp F 00t g 001 E9 U E p 4,D 904140322 CLOSED Olate of Ce pts mprovements 5W 2]Ih Roytl Improvements O Appros ma.,1025 a of roadway restoration to a'tl Millednnd ew Tsu4adng _ g no ype F 406 00 1M1 curb tlreplace lypeOwro h N lavednvanaysantlregratleweleareas as Burns end Provide *00 ramps at curb ret SW2Rh Road belweee aril and 5W 1s1Ave. 3 ,ae./col John H nr a (lam a•b•n S 316.804.00 5 1101 • j gp1 ` o 0 V 02/' o1Sj t00%plans in rewew_ 40-B406]2G IN CONST Office of Lapital Improvements Ragan Traffic Cabling Roadway improvements and construction of Trafltc Calmi1gdevic0s.T0elmp[avemetnts i190 an dr0000cingwithinthe .I.pavearea,A ramps, algning,p pavement's markings. landscaping, and drainage impmvemams. Speed Humps- SW111h St beW3en SWA, 30N Ave andSW32nd e 03 Tra10e0SW41 sWand Aveantl5W0N5L and Trafic urcie tin 55N Ave/Rd and SW 2nd SI; ]N St between SW W1 Ave and 5W 51st Ave Circle SW 53N 0 Aveand Av0a.one or52 *00,1Inter.e cost Wet k591h SW AVSW gNShoal. 5W 55te Avenue mad, SW trAvenue and SW 2nd Street 9 0ICIR. haw. Hwc0P ai _ vk�ro'w S 1078054.37 S 1310]1.40 § 001 a � — n H0311212010] PrimeConbanor- H&J Asphalt Inc. Prolpa have been wmpleledby wati.IMPng l.1' of projeclactor omments by Public Works. needs to be completed by the contractor and re -inspected. 40.850401 CLOSED OUT ONce al Capital improvements NW Fhgkr Tenaceimm NW a4 AveQaNW40 Milting and ResurNcing NW Flag ler Terrace ham NW 31 Ave.. Ave 4 Bed'v let%. H.e. a1 ''' 5 264000.00 s 001 S a0t _v oo U Uo 2009 Street Bond Funded Projects Monday, June 25, 2018 Project Phases (A) Budget (B) Actual (C ) Encumbrances D=(B+C) Total Cost E=(A-D) Total Available F=(C+E) Sum of Unspent Funds (2009 Street Bond Funds) Active Projects Design $ 5,359,437.84 $ 4,411,827.37 $ 184,475.63 $ 4,596,303.00 $ 763,134.84 $ 947,610.47 Bid 5 1,570,715.15 $ 669,668.12 $ 0.06 $ 669,668.18 $ 901,046.97 $ 901,047.03 Construction $ 22,407,320.55 $ 17,228,177.46 $ 3,331,448.15 $ 20,559,625.61 $ 1,847,694.94 $ 5,179,143.09 Sub -Total $ 29,337,473.54 $ 22,309,672.95 $ 3,515,923.84 $ 25,825,596.79 $ 3,511,876.75 $ 7,027,800.59 Completed Projects Completed in Construction $ 15,615,504.49 $ 15,417,045.33 $ 163,173.47 $ 15,580,218.80 $ 35,285.69 $ 198,459.16 Closed Out $ 14,755,791.45 $ 14,746,327.51 $ 1,500.83 $ 14,747,828.34 $ 7,963.11 $ 9,463.94 Sub -Total $ 30,371,295.94 $ 30,163,372.84 $ 164,674.30 $ 30,328,047.14 $ 43,248.80 $ 207,923.10 Totals $ 59,708,769.48 $ 52,473,045.79 $ 3,680,598.14 $ 56,153,643.93 $ 3,555,125.55 $ 7,235,723.69 Inter -Agency Related Projects Project Phases (A) Budget (B) Actual (C) Encumbrances D=(B+C) Total Cost E=(A-D) Total Available F=(C+E) Sum of Unspent Funds (2009 Street Bond Funds) Active Projects Design $ 4,917,238.17 $ 4,113,425.98 5 117,864.49 $ 4,231,290.47 $ 685,947.70 $ 803,812.19 Bid $ 1,570,715.15 $ 669,668.12 $ 0.06 $ 669,668.18 $ 901,046.97 $ 901,047.03 Construction $ 14,989,294.51 $ 10,671,406.88 $ 2,508,211.07 $ 13,179,617.95 $ 1,809,676.56 $ _ _ 4,317,887.63 Sub -Total $ 21,477,247.83 $ 15,454,500.98 $ 2,626,075.62 $ 18,080,576.60 $ 3,396,671.23 $ 6,022,746.85 2008 Street Bond Spending 2018 2019 2020 Jul -Aug -Sep Oct -Nov -Dec Jan -Feb -Mar Apr -May -Jun Jol-Aug-Sep Oct -Nov -Dec Jan -Feb -Mar Apr-May-lun Jul -Aug -Sep Oct -Nov -Dec 4th Quarter FY-17-18 1st Quarter FY 18-19 2nd Quarter FY 18-19 3rd Quarter FY 18-19 4th Quarter FY 18-19 1st Quarter FY 19-20 2nd Quarter FY 19120 3rd Quarter FY 19.20 4th Quarter FY 19-20 1st Quarter FY 20-21 Quarterly Spending $ 1,629,615.15 $ 916,730.61 $ 683,360.44 $ 694,509.41 $ 538,012.69 $ 328,313.77 $ 92,503.50 $ 31,883.08 $ 596,781.41 $ 1,505,723.99 Cumulative Spending $ 1,629,615.15 $ 2,546,345.77 $ 3,229,706.21 $ 3,924,215.62 $ 4,512,228.31 $ 4,840,542.08 $ 4,933,045.57 $ 4,964,928.66 $ 5,561,710,07 $ 7,067,434.06 Spend Down $ 5,437,818.91 $ 4,521,088.29 $ 3,837,727.85 $ 3,143,218.44 $ 2,555,205.75 $ 2,226,891.98 5 2,134,388.49 $ 2,102,605.40 $ 1,505,723.99 $ - Spend Down $6,000.000.90 55,0004000.00 $4,000000.09 $3,000,009.00 52,001470.00 $1,000Aoo.0u 4th Quarter 1st Quarter FY 2nd Quaver FY 3rd Quarter FY 4th Quarter FY 1st Quarter FY 2nd Quarter FY 3rd Quarter FY 4th Quarter FY 1st Quarter FT 33.17-18 18.19 18.19 18-19 18-19 19-20 19-20 19 20 1420 20-21 $8,000,000.00 $7,000,00000 $6,000,000.00 $5,000,000.00 Ss,cou,00d.ao S3.000,009.00 S2,000,000.00 $1,000, .00 5- Chart Title 9th qv arter 1st Quarter 2n1 Quarter 3rd Quarter 4th Quarter 1st Quarter 2nd Quarter 3rd Quarter 9th quarter 1st Quarter 04-17-18 0318-19 FY18-19 FY18-19 0018-19 3319-20 F319.20 0019-20 0319-20 1720-21 .....quarted39pending Cumulative Spending 'Spend Down