HomeMy WebLinkAboutComposite Exhibit AA0 NW 3rd Street
Suite 1103
Miami, Florida 33128
Phone (305) 373'6789
rax (.305) 37I-9451
www'mipm i. parkimcom
-the QfPStrecOdrkin Board.
TO. HonofOW.0 rpor and M6mber4 of
the
Arthur Noriega V, Chief Executive :Offi
e ami, Pairing. Authority
SUBJECT; AppkovO of B04d Pfopoods A4mli emp* Resolution
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RESOLUTION NO. 18-05
A RESOLUTION OF THE BOARD OF THE DEPARTMENT OF OFF-
STREET PARKING A/K/A MIAMI PARKING AUTHORITY
("DEPARTMENT") RECOMMENDING TO THE CITY OF MIAMI
COMMISSION APPROVAL OF THE ATTACHED RESOLUTION
DECLARING THE OFFICIAL INTENT OF THE CITY OF MIAMI
("CITY") TO ISSUE TAX-EXEMPT AND/OR TAXABLE PARKING
SYSTEM REVENUE BONDS IN ONE OR MORE SERIES PAYABLE
FROM PARKING SYSTEM REVENUES OF THE DEPARTMENT,
INITIALLY IN AN EXPECTED NOT TO EXCEED TOTAL MAXIMUM
PRINCIPAL AMOUNT OF TWENTY MILLION DOLLARS
($20,000,000.00) (COLLECTIVELY, "PARKING SYSTEM REVENUE
BONDS") IN ORDER TO, AMONG OTHER THINGS, REIMBURSE THE
DEPARTMENT FOR FUNDS ADVANCED BY THE DEPARTMENT FOR
CERTAIN EXPENSES INCURRED WITH RESPECT TO CAPITAL
PROJECTS BEING UNDERTAKEN AND TO BE UNDERTAKEN BY THE
DEPARTMENT (COLLECTIVELY, "PROJECTS"); ESTABLISHING
CERTAIN RELATED DEFINITIONS OF TERMS; AUTHORIZING
CERTAIN FURTHER AND INCIDENTAL ACTIONS BY THE CITY
MANAGER AND THE DEPARTMENT'S CHAIRMAN OF THE BOARD
AND CHIEF EXECUTIVE OFFICER, IN CONSULTATION WITH THE
CITY ATTORNEY, BOND COUNCIL, DISCLOSURE COUNSEL, THE
DEPARTMENT'S FINANCIAL ADVISOR, THE DEPARTMENT'S CHIEF
FINANCIAL OFFICER, AND SUCH OTHER APPROPRIATE OFFICERS,
EMPLOYEES, AND AGENTS OF THE DEPARTMENT AND CITY AS
THE CITY MANAGER AND THE DEPARTMENT'S CHIEF EXECUTIVE
OFFICER DEEM NECESSARY, ALL AS REQUIRED FOR PURPOSES OF
SECTIONS 103 AND 141-150 OF THE U. S. INTERNAL REVENUE CODE
OF 1986, AS AMENDED, AND FOR COMPLIANCE THEREWITH;
FURTHER AUTHORIZING RELATED AMENDMENTS TO THE
DEPARTMENT'S MULTI-YEAR CAPITAL PLAN, AS NECESSARY.
WHEREAS, United States Treasury Regulations §1.150-2 ("Reimbursement
Regulations") prescribe conditions under which proceeds of tax-exempt bonds, notes, or other
obligations ('Bonds") used to reimburse advances made for capital and certain other expenditures
("Original Expenditures") paid before the issuance of such Bonds will be deemed to be expended
(or properly allocated to expenditures), for purposes of Sections 103 and 141-150 of the Internal
Revenue Code of 1986, as amended, and the regulations promulgated thereunder, as amended
(collectively, "IRS Code"), upon such reimbursement so that the proceeds so used will no longer
be subject to requirements or restrictions under those sections of the IRS Code; and
WHEREAS, certain provisions of the Reimbursement Regulations require that there be a
declaration of official intent not later than sixty (60) days following payment of the Original
Expenditures expected to be reimbursed from proceeds of Bonds and that the reimbursement occur
Page I of 4
within certain prescribed time periods after the Original Expenditures are paid or after the property,
resulting from that Original Expenditure, is placed in service; and
WHEREAS, the City of Miami, Florida ("City") is authorized pursuant to the Constitution
and laws of the State of Florida, including without limitation, Chapter 166, Florida Statutes, and
the Charter of the City of Miami, as amended ("Charter") to own and to operate through the City's
Department of Off -Street a/k/a Miami Parking Authority ("Department"), facilities for the parking
of motor vehicles, to operate such facilities as a proprietary function and an enterprise of the City,
and to collect fees and charges for the use and services of such facilities; and
WHEREAS, the City is also authorized pursuant to the Constitution and laws of the State
of Florida and its Charter to issue tax-exempt and taxable revenue bonds to pay the costs of
acquiring and constructing such facilities and to pledge to the payment thereof from the unpledged
fees, charges, and revenues collected by the Department from time to time ("Parking System
Revenues"); and
WHEREAS, the Off -Street Parking Board created by the City Charter (`Board") has
reviewed at its November 7, 2018, meeting the ongoing and future capital projects needs of the
Department and the City, as indicated in Composite Exhibit A attached and incorporated
(collectively, "Projects") and has (a) recommended that it is the best interests of the City and the
Department, (b) approved by its Resolution No. 18-05 attached and incorporated in Composite
Exhibit A, and (c) requested for consideration by the Miami City Commission ("City
Commission") that the City and the Department declare their official intents (a) to reimburse the
Department for expenditures advanced by the Department for the Projects from future tax-exempt
parking revenue bonds as required by the IRS Code and (b) to have the option to determine in the
future whether to issue any taxable parking revenue bonds which do not require compliance with
the IRS Code but for which the Department could also be reimbursed for other expenditures
("Other Expenditures") advanced by the Department; and
WHEREAS, the City Commission expects to provide for the issuance by the City of its
tax-exempt and/or taxable parking system revenue bonds in one or more series payable from
Parking System Revenues, initially in an expected not to exceed total maximum principal amount
of Twenty Million Dollars ($20,000,000.00) (collectively, "Parking System Revenue Bonds") in
order to, among other things, reimburse the Department for funds advanced by the Department for
certain expenses incurred with respect to the Projects; and
WHEREAS, in connection with the Projects, the Department expects to make Original
Expenditures and Other Expenditures that will be reimbursed from proceeds of the Parking System
Revenue Bonds, as will be set forth in the Department's Chief Executive Officer's and the City
Manager's Memorandum attached and incorporated in Composite Exhibit A, and in the subsequent
Memorandum for Reimbursable Funds Advanced from the Department's Chief Executive Officer
(collectively, "Memoranda"); and
'WHERE AS, the Board respectfully recommends to the City Commission approval of the
attached Resolution, for the purposes stated therein.
Page 2 of 4
NOW THEREFORE, BE IT RESOLVED BY THE OFF-STREET PARIUNG
BOARD OF THE CITY OF MIAMI, FLORIDA:
Section 1. Recitals and Findings. The recitals and findings contained in the Preamble to
this Resolution are adopted by reference and incorporated as fully set forth in this Section:
Section 2. Definitions. The following definitions apply to the terms used herein:
"Reimbursement" or "Reimburse" means the restoration to the City or to the Department, as
applicable, of money temporarily advanced from their respective funds and spent for Original
Expenditures and for Other Expenditures before the issuance of the Parking System Revenue
Bonds evidenced in writing by an allocation on the books and records of the City and/or of the
Department, as applicable, that shows the use of the proceeds of the Parking System Revenue
Bonds to restore the money advanced for the Original Expenditures and for Other Expenditures.
"Reimbursement" or "Reimburse" generally does not include the refunding or retiring of Bonds
previously issued and sold to, or borrowings from, unrelated entities.
Section 3. Declaration of Official Intent. The Board hereby declares the City's official
intent to issue the tax-exempt and/or taxable Parking System Revenue Bonds in the expected not
to exceed total maximum principal amount of Twenty Million Dollars ($20,000,000.00) and, (a)
to the extent permissible under the IRS Code regarding the tax-exempt Parking System Revenue
Bonds, use a portion of the tax-exempt Parking System Revenue Bonds to reimburse the City and
the Department, as applicable, for funds advanced respectively, for Original Expenditures incurred
and to be incurred with respect to the Projects and (b) to use a portion of the taxable Parking
System Revenue Bonds to reimburse the City and the Department, as applicable, for funds
advanced respectively for Other Expenses. This Resolution is intended as a declaration of official
intent under United States Treasury Regulation § 1.150-2 as set forth in Composite Exhibit A
attached and incorporated, and in the subsequent Memorandum.
Section 4. Incidental Actions. The City Manager and the Department's Chief Executive
Officer, in consultation with the City Attorney, Bond Counsel, Disclosure Counsel, the
Department's Financial Advisor, the Department's Chief Financial Officer, and such other
appropriate officers, employees, and agents of the City as the City Manager and the Department's
Chief Executive Officer deem necessary, are hereby authorized to take such actions as may be
necessary to carry out the purposes of this Resolution and the IRS Code and for compliance
therewith.
Section 5. Related Amendment of the Department's Multi -Year Capital Plan. The Multi -
Year Capital Plan is amended (i) to include the Projects listed in Composite Exhibit A attached
and incorporated and for the associated financing(s) for the Department's contributions to Projects'
funding through the Parking System Revenue Bonds as referenced in this Resolution with new
project numbers to be determined by the Department's Chief Executive Officer, and (ii) to require
that future reallocations of funding sources be presented to City Commission and the Board from
time to time in connection with said financings for the Projects pursuant to the future required
bond resolution(s) authorizing each particular series of Parking System Revenue Bonds.
Section 6. Effective Date. This Resolution shall take effect immediately upon its adoption and
signature of the Board Chairman.
Page 3 of 4
PASSED AND•11 J this
•. .�:�2018.
ATTEST:
Dorian Barrera
Executive Secretary
Page 4 of 4
Tho as B. Jelke, Cha rman