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RESOLUTION 84-17731 RESOLUTION NO. X17 7 1 RESOLUTION OF THE THE CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, AWARDING ITS GENERAL OBLIGATION BONDS (THEATER OF THE PERFORMING ARTS PROJECT) , SERIES 1984 , IN AN AGGREGATE PRINCIPAL AMOUNT OF $22,000 ,000 TO THE SUCCESSFUL BIDDER THEREFOR; APPROVING THE EXECUTION AND DELIVERY OF SAID BONDS; FIXING THE INTEREST RATE; AUTHORIZING OFFICIALS OF THE CITY TO TAKE ALL ACTION NECESSARY IN CONNECTION WITH THE SALE OF THE BONDS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, on November 16 , 1983, the City Commission (the "Commission") of the City of Miami Beach, Florida (the "City" ) passed and adopted Resolution No. 83-17557 (the "1983 Resolution" ) authorizing the issuance of General Obligation Bonds (Theater of the Performing Arts Project) , Series 1984 (the "Bonds") in an aggregate principal amount not to exceed Twenty-Two Million Dollars ($22 ,000 ,000) for the purpose of financing the cost of structural and acoustical additions, improvements and renovations to the Theater of the Performing Arts (the "Project") ; and WHEREAS , on May 2, 1984 , the Commission passed and adopted Resolution No. 84-17729 (the "1984 Resolution") approving the Official Notice of Sale and form of Preliminary Official Statement, setting the bond maturities and redemption provisions and authorizing advertisement of the sale of Bonds; and WHEREAS , the Commission has determined that it is in the best interests of the City and its citizens to proceed with the sale of the Bonds in an aggregate principal amount of $22,000 ,000; and WHEREAS , in the event that proceeds of the Bonds and investment earnings thereon are insufficient to complete the project, the City will appropriate sufficient monies from the general funds of the City to complete the Project; and WHEREAS , the City has received bids to purchase the Bonds; and WHEREAS , it is necessary for the Commission to award the Bonds and approve the sale thereof to the party submitting the lowest bid and to authorize the execution and delivery of the Bonds on behalf of the City, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA: Section 1. The Commission hereby ratifies, approves and confirms the Official Notice of Sale and Bid Form. Section 2 . The bid offering to pay the lowest net interest cost is the bid of William R. Hough & Co. , in association with Southeast Bank, N.A. , which bid is for a net interest cost of $29 ,171,131. 25, plus accrued interest on the bonds from June 1, 1984 to the date of their delivery, at the rates set forth in said bid attached to this Resolution. Section 3. The bid of William R. Hough & Co. , in association with Southeast Bank, N.A. is hereby accepted and the $22,000,000 principal amount of the Bonds is awarded to William R. Hough & Co. , in association with Southeast Bank, N.A. (the "Purchaser") at the price offered for the Bonds, bearing interest at the rates set forth in the bid attached hereto. Section 4 . Chemical Bank, New York is hereby appointed Paying Agent and Registrar for the Bonds. Section 5 . The Bonds shall be executed as provided in Resolution No. 83-17557 and the City Manager or any Assistant City Manager of the City is hereby directed to deliver the Bonds to the Purchaser upon receipt of payment of the purchase price therefor. Section 6 . The City covenants not to take or cause or permit to be taken, or fail to take or cause or permit to fail to be taken, any action which would result in the interest payable on the Bonds being taxable as income to the holders thereof under either the laws of the United States or the State of Florida, except as to taxes imposed by Chapter 220, Florida Statutes, on interest, income or profits on debt obligations owned by corporations, as defined in said Chapter 220. The principal proceeds of the sale of the Bonds shall be devoted to and used with due diligence for the completion of the Project, in accordance with the 1983 Resolution and this Resolution and any -2- other resolutions adopted by the Commission. The City also certifies and further covenants with the purchasers and registered owners of the Bonds from time to time outstanding that, so long as any of the Bonds remain outstanding, moneys on deposit in any fund or account in connection with the Bonds, whether or not such moneys were derived from the proceeds of the sale of the Bonds or from any other sources, will not be used in a manner which will cause such Bonds to be "arbitrage bonds" within the meaning of Section 103 (c) of the Internal Revenue Code of 19 54, as amended (the "Code") and any lawful regulations promulgated or proposed thereunder. Section 7 . The Mayor , Vice Mayor , City Manager , City Attorney, City Clerk and Finance Director of the City and other appropriate employees and officials of the City are hereby authorized and directed to take all action necessary or desirable in connection with the sale of the Bonds to the Purchaser and the consummation of all transactions in connection therewith. Section 8 . Use of the final Official Statement by the Purchaser in connection with the sale of the Bonds is hereby authorized and the Mayor and the City Manager of the City are hereby authorized to sign said Official Statement on behalf of the City. Section 9 . The checks of all unsuccessful bidders shall be returned immediately. Section 10 . This resolution shall take effect immediately upon its adoption. PASSED and ADOPTED this 16th day of May, 1984 . Mayor Attest: hiRivi QY ROVED City Clerk LEGAL SEPT. , 4$ (- Amuit"-"' _3_ ��.' . STATE OF FLORIDA COUNTY OF DADE I , Elaine Matthews, City Clerk of the City of Miami Beach, Florida, do hereby certify that the above and foregoing is a true and correct copy of Resolution No. 84- 17731 , duly passed and adopted by the City Commission of the City of Miami Beach at a regular meeting duly held and convened on the 16th day of May, 1984 and that said resolution is in full force and effect, without amendment, on the date hereof. IN WITNESS WHEREOF, I have hereunto set my hand and the official seal of the City of Miami Beach, Florida this day of May, 1984 . :el-�- Z?Z4 -(SEAL) City Clerk -4- BID FORM $22,000,000 - City of Miami Beach, Florida General Obligation Bonds (Theater of the Performing Arts Project) Series 1984 Finance Director May 16, 1984 City Commission Chambers 3rd Floor, City Hall 1700 Convention Center Drive Miami Beach, Florida 33139 Dear Sir: For Twenty-Two Million Dollars($22,000,000)principal amount,General Obligation Bonds(Theater of the Performing Arts Project), Series 1984, of the City of Miami Beach, Florida, dated June 1, 1984, described in the attached Official Notice of Sale, which is hereby made a part of this bid, and for all but not less than all of said Bonds, with interest rates per annum on said Bonds maturing on September 1 in the years and amounts as follows: Principal % Principal % Due Amount Rate Due Amount Rate 1985 $450,000 Ci•“‘ % 1995 $1,050,000 q IC'% r 1986 500,000 q 0' % 1996 1,100,000 Ci L C' % 1987 550,000 q t C.% 1997 1,200,000 `t 7i: % 1988 600,000 9 ,(--0 % 1998 1,300,000 �j•7`..% 1989 650,000 q Lt % 1999 1,400,000 R % 1990 700,000 c LG'% 2000 1,550,000 ! 7C% 1991 750,000 q.6 C.% 2001 1,600,000 r.7C:% 1992 850,000 rf t( % 2002 1,800,000 c►' ,k- % 1993 ' 850,000 C.f C t:% 2003 1,900,000 (i ?C'% 1994 950,000 �r(% 2004 2,250,000 Li.75% i,:,-1 t c n: i n:I I;e 7 ...�;... L,., ,�_.r 1 c,,c h - 1 c k'�--1 i c < (�_,_ct� ]c.: i,• !:.ADollarsWeoffertopaythesumof �_ � ($-'( <(A 1 CSC.',CSO ), together with accrued interest, if any, to the date of delivery. L' � f g At the time of delivery of the Bonds,the City shall furnish to us, free of charge,the unqualified opinion of Morgan, Lewis & Bockius, Miami, Florida, approving the legality of said Bonds, together with the usual closing papers, as specified in the Official Notice of Sale. In accordance with the Official Notice of Sale,we enclose herewith a certified or bank cashier's check in the amount of Two Hundred Twenty Thousand Dollars ($220,000) drawn upon an incorporated bank or trust company,payable unconditionally to the order of the City of Miami Beach,Florida,to be applied in accordance , with the Official Notice of Sale. Thisro osal lis t/ is not [check one] made for bonds carrying municipal bond insurance with the P P insurance premium to be paid for by the City of Miami Beach, Florida, from the Bond proceeds. This proposal is not subject to any conditions not expressly stated herein or in the annexed Notice of Sale. The names of the underwriters or members of the account who are associated for the purpose of this proposal are listed on a separate sheet attached hereto. 1 Respectfully submitted, .r + -, p, It A"' '� 1 ',-C-'Y Robert J. Kobi nson William R. Houoh et Co. in association w/ Southeast Bank, N. A. The aggregate interest cost, computed from June 1, 1984, to the maturity dates of said$22,000,000 of i. , Bonds at the rate or rates specified in the above proposal,is _ S), L.573 I. 25 \I\I L�,/ P P P The Discount(Premium)offered is $ `i'``. (-r r-.Cc, C C . I,) The insurance premium to be paid by the City is(cross out if not applicable) .(M r3 E A ) $ 3ri C t `C . (C . The net interest cost is $_-. (1 Ci t: S72 I.26 The average net interest cost rate of these Bonds is $ ci' ci 1 ( % The above computation is submitted forurposes ofinformationQnl and is not a part of this proposal. (No addition or alteration is to be made to this Officas`BieForm,an I. must not be detached from the annexed Official Notice of Sale.) I do hereby acknowledge the return of the good faith check in the amount of$220,000 enclosed with this bid. By: 4 ff------- t1TI5I 5_ ORIGINAL RESOLUTION NO. 84-17731 (Awarding its General Obligation .Bonds (Theater of the Performing Arts Project) , series 1984, in an aggregate principal amount of $22,000,000 to the successful bidder there- of; here- of; approving the execution and delivery of said bonds; fixing the interest rate; author- izing officials of the City to take all action necessary in.connection with the sale of the Bonds; and providing an effective date)