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HomeMy WebLinkAboutR-15-0337Vop City of Miami Legislation < U R �O Resolution: R-15-0337 File Number: 15-00698 City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com Final Action Date: 7/23/2015 A RESOLUTION OF THE MIAMI CITY COMMISSION, WITH ATTACHMENT(S), IN COMPLIANCE WITH RESOLUTION NO. R-09-0509, ADOPTED OCTOBER 22, 2009, AS AMENDED (COLLECTIVELY, "BOND RESOLUTION"), THE TAX CERTIFICATE AS TO ARBITRAGE AND THE PROVISIONS OF SECTION 141-150 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED, DATED AS OF JULY 29, 2010 ("TAX COMPLIANCE CERTIFICATE"), AND THE CONVENTION DEVELOPMENT TAX INTERLOCAL AGREEMENT, EFFECTIVE JULY 1, 2009, BETWEEN THE CITY AND MIAMI-DADE COUNTY ("CONVENTION DEVELOPMENT TAX INTERLOCAL") FOR THE $84,540,000.00 CITY OF MIAMI, FLORIDA TAX-EXEMPT SPECIAL OBLIGATION PARKING REVENUE BONDS, SERIES 2010A(MARLINS STADIUM PROJECT) ("SERIES 2010ATAX-EXEMPT BONDS") AND THE $16,830,000 CITY OF MIAMI, FLORIDA TAXABLE SPECIAL OBLIGATION PARKING REVENUE BONDS, SERIES 2010B (MARLINS STADIUM PROJECT) ("SERIES 2010B TAXABLE BONDS") (COLLECTIVELY, "SERIES 2010 BONDS"); AUTHORIZING THE CITY MANAGER, THE CITY ATTORNEY, BOND COUNSEL, DISCLOSURE COUNSEL, AND ALL OTHER NECESSARY OFFICIALS, EMPLOYEES, AND AGENTS OF THE CITY OF MIAMI ("CITY') TO TAKE ALL ACTIONS REQUIRED IN CONNECTION WITH THIS CONTINUING COMPLIANCE RESOLUTION; MAKING AMENDMENTS TO PREVIOUS APPROPRIATIONS RELATING TO THE SERIES 2010ATAX-EXEMPT BONDS CONSTRUCTION ACCOUNTS IN THE CAPITAL FUND, AND THE SINKING FUNDS ACCOUNTS IN THE DEBT SERVICE FUND BUDGETS AND CAPITAL PLAN FOR THE CURRENT FISCAL YEAR ENDING SEPTEMBER 30, 2015 AND THE PREVIOUS FISCAL YEARS ENDING SEPTEMBER 30, 2014 AND SEPTEMBER 30, 2013 TO COMPLY WITH THE BOND RESOLUTION, THE TAX COMPLIANCE CERTIFICATE, AND THE CONVENTION DEVELOPMENT TAX INTERLOCAL AGREEMENT FOR THE SERIES 2010 BONDS; RATIFYING, APPROVING, AND CONFIRMING CERTAIN NECESSARY ACTIONS BY THE CITY MANAGER AND DESIGNATED CITY DEPARTMENTS IN ORDER TO UPDATE THE RELEVANT FINANCIAL CONTROLS AND COMPUTER SYSTEMS IN CONNECTION THEREWITH. WHEREAS, on July 29, 2010, the City of Miami ("City") issued $84,540,000.00 of Tax -Exempt Special Obligation Parking Revenue Bonds, Series 2010A (Marlins Stadium Project) ("Series 2010A Tax -Exempt Bonds") and $16,830,000.00 of Taxable Special Obligation Parking Revenue Bonds, Series 2010B (Marlins Stadium Project) ("Series 2010B Taxable Bonds") (the "Series 2010A Tax -Exempt Bonds and the Series 2010B Taxable Bonds being referred to collectively as "Series 2010 Bonds") to (i) finance the costs of construction of the parking appurtenant and ancillary facilities, including but not limited to, retail space, surface lots and parking structures for not to exceed 6,000 parking spaces located at the site commonly referred to as the Marlins Baseball Stadium ("Project") within the City, including capitalized interest through January 1, 2012 as described in the Bond Resolution defined below, (ii) refinance the cost of the bond anticipation note issued to finance the Project, (iii) fund a deposit to the Reserve Fund to fund one-half (1/2) of the Reserve Requirement City of Miand Page I of 7 File Id. 15-00698 (Version: 1) Printed On: 3/19/2018 File Number: 15-00698 Enactment Number: R-15-0337 and pay the cost of a Reserve Product to fund the remaining one-half (1/2) of the Reserve Requirement for the Series 2010 Bonds, and (iv) pay costs of issuance for the Series 2010 Bonds; and WHEREAS, Resolution No. R-09-0509, adopted October 22, 2009, as subsequently amended by Resolution No. R-10-0272, adopted June 24, 2010 and Resolution No. R-10-0281, adopted July 8, 2010 (collectively, "Bond Resolution"), and the related Tax Certificate as to Arbitrage and the Provisions of Sections 141-150 of the Internal Revenue Code of 1986, as amended, dated as of July 29, 2010 ("Tax Compliance Certificate"), for the Series 2010A Tax -Exempt Bonds required that the remaining unspent proceeds, and any interest thereon, be spent on or before July 29, 2015, or if not expended prior to July 29, 2015, then such original issue proceeds remaining outstanding, and any interest thereon, would be used to pay principal and interest on the Series 2010A Tax -Exempt Bonds; and WHEREAS, in accordance with the Bond Resolution, the Tax Compliance Certificate, the Municipal Bond Insurance Policy from Assured Guaranty Municipal Corp. (formerly known as Financial Security assurance Inc.) ("AGM") dated July 29, 2010 ("Bond Insurance Policy"), and the Municipal Bond Debt Service Reserve Insurance Policy from AGM also dated July 29, 2010 ("Reserve Product"), the Series 2010 Bonds remain insured by the Bond Insurance Policy and the Reserve Requirement for the Series 2010 Bonds remains fully funded, and the City (a) has provided AGM a copy of this Continuing Compliance Resolution and related agenda package for AGM's records, and (b) will provide AGM with a final approved copy of this Continuing Compliance Resolution and all attachments thereto after City Commission approval; and WHEREAS, as of the previous Fiscal Year ended September 30, 2014, the City has updated its Arbitrage Rebate Report for the Series 2010 Bonds pursuant to the Bond Resolution and the Tax Compliance Certificate, and no rebate amount is due to the U.S. Internal Revenue Service; and WHEREAS, (a) from the $84,540,000.00 of Series 2010 Tax -Exempt Bond proceeds deposited on July 29, 2010, as of June 30, 2015, the City still has remaining in the Series 2010A Construction Account of the Construction Fund original issue proceeds in the amount of $9,162,656.84 (allocated to the tax-exempt portion of the Project, but unspent) and unspent interest earnings in the amount of $116,639.89, totaling $9,279,296.73 and (b) from the $16,830,000.00 of Series 2010B Taxable Bond proceeds deposited on July 29, 2010, as of June 30, 2015, the City still has remaining in the Series 2010B Construction Account of the Construction Fund original issue proceeds in the amount of $2,202,825.98 (allocated to the taxable portion of the Project, but unspent) and unspent interest earnings in the amount of $27,587.08, totaling $2,230,413.06; and WHEREAS, historically from the date of issuance of the Series 2010 Bonds for debt service payments commencing January 1, 2011 through January 1, 2015 and for the upcoming July 1, 2015 debt service payment, the designated pledged revenues for the Series 2010 Bonds (a) the City's portion of the proceeds of the Convention Development Taxes allocated under the Convention Development Tax Interlocal Agreement, effective July 1, 2009, between the City and Miami -Dade County ("County") ("Convention Development Tax Interlocal") (collectively, "Convention Development Taxes"), (b) Parking Revenues (excluding Parking Surcharge) received by the City from Stadium Parking, LLC as the "Stadium Operator" with respect to the Project in connection with the Major League Baseball Home Games pursuant to the City Parking Agreement, dated April 15, 2010 ("City City of Miand Page 2 of 7 File Id. 15-00698 (Version: 1) Printed On: 3/19/2018 File Number: 15-00698 Enactment Number: R-15-0337 Parking Agreement") among the City, the Stadium Operator, and the County- (collectively, "Revenues"), and (c) Parking Surcharge of eighty percent (80%) of the City's Parking Surcharge portion which is derived from the Project in connection with the Parking Revenues of the fifteen percent (15%) Parking Surcharge that is charged to the public at public parking facilities within the City (collectively, "Parking Surcharge"), (the Convention Development Taxes, Parking Revenues, and Parking Surcharge being collectively the "Pledged Revenues") have been previously transferred to the Revenue Fund for the Series 2010ATax-Exempt Bonds only, and the City has previously paid (a) for the current Fiscal Year 2015 interest (no principal payable until 2016) in the amount of $2,201,681.25 on January 1, 2015, and in the amount of $2,201,681.25 for the July 1, 2015, totaling $4,403,362.50, and (b) for the Fiscal Year ended September 30, 2014, interest (no principal payable until 2016) in the amount of $2,201,681.25 on January 1, 2014 and in the amount of $2,201,681.25 on July 1, 2014, totaling $4,403,362.50, and (c) for the Fiscal Year ended September 30, 2013, interest (no principal payable until 2016) in the amount of $2,201,681.25 on January 1, 2013 and in the amount of $2,201,681.25 on July 1, 2013, totaling $4,403,362.50, and totaling $13,210,087.00 for all six (6) debt service payments on the Series 2010ATax-Exempt Bonds from 2013 through 2015; and WHEREAS, for the current Fiscal Year 2015, the City's required 2015 debt service payments for the Series 2010 Bonds have all been previously budgeted in and appropriated from the Sinking Funds Accounts of the Debt Service Fund pursuant to the City's Fiscal Year 2014-2015 Final Budget requirements authorized pursuant to City Commission Resolution No. 14-0362, adopted September 23, 2014, as subsequently amended from time to time (collectively, "Budget"); and WHEREAS, also for the current Fiscal Year 2015, the City Commission has previously adopted the City's Fiscal Year 2014-2015 Multi -Year Capital Plan pursuant to Resolution No. 14-0322, adopted September 9, 2015, as subsequently amended by Resolution No. 14-0383, adopted September 29, 2014, Resolution No. 14-0445, adopted November 20, 2014, Resolution Nos. 15-0008 and 15-0012, adopted January 8, 2015, Resolution No. 15-0048, adopted February 12, 2015, Resolution No. 15- 0169, adopted April 9, 2015, Resolution 15-0213, adopted May 14, 2015, Resolution 15-0278, adopted June 25, and as indicated below by this Continuing Compliance Resolution on July 23, 2015 (collectively, the "Capital Plan"); and WHEREAS, pursuant to the Capital Plan, (a) the Project's Series 2010ATax-Exempt Bonds funded public parking portion under Project Number 40-B306481676Parking Revenue Bonds -Tax Exempt Series 2010A ("Tax -Exempt Project") has been completed, while (b) the Project's Series 2010B Taxable Bonds fund portion under Project Number 40-B306481686Parking Revenue Bonds -Taxable Series 2010B ("Taxable Project") continues for taxable space components and still requires continued funding from the proceeds and interest of the Series 2010B Taxable Bonds; and WHEREAS, pursuant to the Convention Development Tax Interlocal Agreement regarding use and disposition of the City's portion of the Convention Development Tax, such City portion is dedicated to all financial obligations of the City under the collective Stadium Agreements (as defined in the City Parking Agreement), including the City's obligations to provide certain funds for public infrastructure and City Parking for the Project, and for the City's obligations under the Series 2010 Bonds; and WHEREAS, accordingly, for the current Fiscal Year 2015, in order to comply with the City's continuing covenants under the Bond Resolution, the Tax Compliance Certificate for the Series City of Miand Page 3 of 7 File Id. 15-00698 (Version: 1) Printed On: 3/19/2018 File Number: 15-00698 Enactment Number: R-15-0337 2010A Tax -Exempt Bonds and the Convention Development Tax Interlocal Agreement, and in accordance with advice from Bond Counsel, the City now determines to: (1) recognize and reallocate $4,403,362.50 of the remaining unspent proceeds and interest earnings of the Series 2010A Tax -Exempt Bonds as a debt service payments attributable to such payments previously made on January 1, 2015 and July 1, 2015; and (2) recognize and reallocate back to the Sinking Fund Accounts of the Debt Service Fund for the Series 2010A Tax -Exempt Bonds for future debt service payments the total amount of $4,403,362.50 originally from the Pledged Revenues which were earlier transferred to pay debt service payments on the Series 2010A Tax -Exempt Bonds on January 1, 2015 and July 1, 2015, all as part of the close-out processes for the remaining proceeds and interest on the Series 2010A Tax -Exempt Bonds; and WHEREAS, accordingly, for the Fiscal Year ended September 30, 2014, in order to comply with the City's continuing covenants under the Bond Resolution, the Tax Compliance Certificate, and the Convention Development Tax Interlocal Agreement, and in accordance with advice from Bond Counsel, the City now determines to: (1) recognize and reallocate $4,403,362.50 of the remaining unspent proceeds and interest earnings of the Series 2010A Tax -Exempt Bonds as a debt service payment attributable to such payments previously made on January 1, 2014 and July 1, 2014; (2) recognize and reallocate back to the Sinking Fund Accounts of the Debt Service Fund for the Series 2010A Tax -Exempt Bonds for future debt service payments the amount of $4,403,362.50 originally from the Pledged Revenues which were earlier transferred to pay debt service payments on the Series 2010A Tax -Exempt Bonds on January 1, 2014 and July 1, 2014, all as part of the close-out processes for the remaining proceeds and interest on the Series 2010A Tax -Exempt Bonds; and WHEREAS, accordingly, for the Fiscal Year ended September 30, 2013, in order to comply with the City's continuing covenants under the Bond Resolution, the Tax Compliance Certificate, and the Convention Development Tax Interlocal Agreement, and in accordance with advice from Bond Counsel, the City now determines to: (1) recognize and reallocate $472,571.73 of the remaining unspent proceeds and interest earnings of the Series 2010A Tax -Exempt Bonds as a debt service payment attributable to such payment previously made on July 1, 2014; (2) recognize and reallocate back to the Sinking Fund Accounts of the Debt Service Fund for the Series 2010A Tax -Exempt Bonds for future debt service payments the amount of $472,571.73 originally from the Pledged Revenues which were earlier transferred to pay a debt service payment on the Series 2010A Tax -Exempt Bonds on July 1, 2014, all as part of the close-out processes for the remaining proceeds and interest on the Series 2010A Tax -Exempt Bonds; and WHEREAS, it is now also in the best interests of the City to close out the remaining $9,279,296.73 of all funds of the Series 2010ATax-Exempt funded public parking portion of the Project in the Tax -Exempt Project under the Capital Plan; and WHEREAS, the previous appropriations for the Project's Taxable Project funded by the Series 2010B Taxable Bonds remains authorized to continue the taxable space portion of the Project; and NOW, THEREFORE, BE IT RESOLVED BY THE COMMISSION OF THE CITY OF MIAMI, FLORIDA: Section 1. The recitals and findings contained in the Preamble to this Resolution are adopted by reference and incorporated as if fully set forth in this Section. City of Miand Page 4 of 7 File Id. 15-00698 (Version: 1) Printed On: 3/19/2018 File Number: 15-00698 Enactment Number: R-15-0337 Section 2. For the current Fiscal Year 2015, in order to comply with the City's continuing covenants under the Bond Resolution, the Tax Compliance Certificate for the Series 2010A Tax -Exempt Bonds and the Convention Development Tax Interlocal Agreement, and in accordance with advice from Bond Counsel, the City Commission hereby (a) authorizes the City Manager, the City Attorney, Bond Counsel, Disclosure Counsel, and all other necessary officials, employees, and agents of the City to: (1) recognize and reallocate $4,403,362.50 of the remaining unspent proceeds and interest earnings of the Series 2010A Tax -Exempt Bonds as a debt service payments attributable to such payments previously made on January 1, 2015 and July 1, 2015; and (2) recognize and reallocate back to the Sinking Funds Accounts in the Debt Service Fund for the Series 2010A Tax -Exempt Bonds for future debt service payments the amount of $4,403,362.50 originally from Pledged Revenues which were earlier transferred to pay debt service payments on the Series 2010A Tax -Exempt Bonds on January 1, 2015 and July 1, 2015, all as part of the close-out processes for the remaining proceeds and interest on the Series 2010A Tax -Exempt Bonds; and (b) delegates to the City Manager or his/her designees the authority to close out the Project's tax-exempt public parking portion under the Tax -Exempt Project and to execute such final Project payments and close-out documents as necessary to effectuate the above ongoing compliance intent for the Series 2010A Tax -Exempt Bonds. Section 3. For the Fiscal Year ended September 30, 2014, in order to comply with the City's continuing covenants under the Bond Resolution, the Tax Compliance Certificate for the Series 2010A Tax -Exempt Bonds and the Convention Development Tax Interlocal Agreement, and in accordance with advice from Bond Counsel, the City Commission hereby authorizes the City Manager, the City Attorney, Bond Counsel, Disclosure Counsel, and all other necessary officials, employees, and agents of the City to: (1) recognize and reallocate $4,403,362.50 of the remaining unspent proceeds and interest earnings of the Series 2010A Tax -Exempt Bonds as a debt service payments attributable to such payments previously made on January 1, 2014 and July 1, 2014; and (2) recognize and reallocate back to the Sinking Funds Accounts in the Debt Service Fund for the Series 2010ATax-Exempt Bonds for future debt service payments the amount of $4,403,362.50 originally from Pledged Revenues which were earlier transferred to pay debt service payments on the Series 2010A Tax -Exempt Bonds on January 1, 2014 and July 1, 2014, all as part of the close-out processes for the remaining proceeds and interest on the Series 2010A Tax -Exempt Bonds. Section 4. For the Fiscal Year ended September 30, 2013, in order to comply with the City's continuing covenants under the Bond Resolution, the Tax Compliance Certificate, and the Convention Development Tax Interlocal Agreement, and in accordance with advice from Bond Counsel, the City Commission hereby authorizes the City Manager, City Attorney, Bond Counsel, Disclosure Counsel, and all other necessary officials, employees and agents of the City to: (1) recognize and reallocate $472,571.73 of the remaining unspent proceeds and interest earnings of the Series 2010A Tax -Exempt Bonds as a debt service payment attributable to such payment previously made on July 1, 2014; (2) recognize and reallocate back to the Sinking Fund Accounts in the Debt Service Fund for the Series 2010ATax-Exempt Bonds for future debt service payments the amount of $472,571.73 originally from the Pledged Revenues which were earlier transferred to pay a debt service payment on the Series 2010A Tax -Exempt Bonds on July 1, 2014, all as part of the close-out processes for the remaining proceeds and interest on the Series 2010A Tax -Exempt Bonds. Section 5. The City Manager, the City Attorney, Bond Counsel, Disclosure Counsel, and all other officials, employees and agents of the City are hereby authorized{1} to take all actions required City of Miand Page 5 of 7 File Id. 15-00698 (Version: 1) Printed On: 3/19/2018 File Number: 15-00698 in connection with this continuing compliance resolution. Enactment Number: R-15-0337 Section 6. For the current Fiscal Year commencing October 1, 2014 and ending September 30, 2015 regarding the Budget and the Capital Plan: (a) The Sinking Funds Account in the Debt Service Fund for the Series 2010A Tax -Exempt Bonds are not increased or decreased as the payments to be made in those funds are not changing; and (b) The remaining $9,279,296.73 in the Construction Account of the Capital Fund for the Series 2010ATax-Exempt funded public parking portion of the Project in the Tax -Exempt Project under the Capital Plan is transferred out of the Capital Fund and transferred in to the Sinking Funds Account for the Series 2010A Tax -Exempt Bonds in the Debt Service Fund for the Series 2010A Tax -Exempt Bonds; and (c) The amount of $4,403,362.50 is recognized as funding and attributed as Pledged Revenues in the amount of $4,403,362.50, for the January 1, 2015 and July 1, 2015 debt service payments totaling $4,403,362.50; and Section 7. For the previous Fiscal Year commencing October 1, 2013 and ending September 30, 2014 regarding the Budget and the Capital Plan: (a) The amount of $4,403,362.50 is recognized as funding and attributed as Pledged Revenues in the amount of $4,403,362.50, for the January 1, 2014 and July 1, 2014 debt service payments totaling $4,403,362.50; and (b) The amount of $4,403,362.50 is recognized as funding and attributed in the Sinking Funds Account in the Debt Service Fund for the Series 2010ATax-Exempt Bonds from the above Pledged Revenues previously in the Construction Account of the Capital Fund for the Series 2010ATax-Exempt funded public parking portion of the Project in the Tax -Exempt Project under the Capital Plan is recognized as funding transferred to the Sinking Funds Account in the Debt Service Fund for the Series 2010A Tax -Exempt Bonds; and Section 8. For the previous Fiscal Year commencing October 1, 2012 and ending September 30, 2013 regarding the Budget and the Capital Plan: (a) The amount of $472,571.73 is recognized as funding and attributed as Pledged Revenues in the amount of $472,571.73, for the July 1, 2013 debt service payment; and (b) The amount of $472,571.73 is recognized as funding and attributed in the Sinking Funds Account of the Debt Service Fund for the Series 2010A Tax -Exempt Bonds from the above Pledged Revenues previously in the Construction Account of the Capital Fund for the Series 2010ATax-Exempt funded public parking portion of the Project in the Tax -Exempt Project under the Capital Plan is recognized as transferred in to the Sinking Funds Account of the Debt Service Fund for the Series 2010A Tax -Exempt Bonds; and Section 9. Certain necessary actions by the City Manager and designated City Departments City of Miand Page 6 of 7 File Id. 15-00698 (Version: 1) Printed On: 3/19/2018 File Number: 15-00698 Enactment Number: R-15-0337 in order to update the relevant financial controls and computer systems in connection with the Capital Plan and the Budget to implement the close-outs for the Series 2010A Tax -Exempt Bond funded public parking portions of the Project in the Tax -Exempt Project and for continuing compliance with the Bond Resolution, the Tax Compliance Certificate, and the Convention Development Tax Interlocal Agreement for the Series 2010 Bonds are ratified, approved, and confirmed. Section 10. This Resolution shall become effective immediately upon its adoption and signature by the Mayor. {1 } Footnotes: {1} if the Mayor does not sign this Resolution, it shall become effective at the end of ten calendar days from the date it was passed and adopted. If the Mayor vetoes this Resolution, It shall become effective immediately upon override of the veto by the City Commission. City of Miami Page 7 of 7 File Id. 15-00698 (Version: 1) Printed On: 3/19/2018