Resolution 2022-32433 RESOLUTION NO. 2022-32433
A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF
MIAMI BEACH, FLORIDA, APPROVING THE ASSIGNMENT, FROM TAMPA
ELECTRIC COMPANY (ASSIGNOR) TO PEOPLES GAS SYSTEM, INC.
(ASSIGNEE), AN INDIRECT, WHOLLY OWNED SUBSIDIARY OF TECO
ENERGY, INC (THE PARENT COMPANY OF TAMPA ELECTRIC), OF THE
NON-EXCLUSIVE NATURAL GAS FRANCHISE AGREEMENT FOR THE USE
OF THE CITY'S PUBLIC RIGHTS-OF-WAY; SAID AGREEMENT EVIDENCED •
BY ASSIGNOR'S ACCEPTANCE OF THE TERMS AN CONDITIONS OF THE
AGREEMENT, AS SET FORTH IN ORDINANCE NO. 2016-3989; PROVIDED
THAT THE APPROVAL SHALL BE CONTINGENT UPON ASSIGNEE
EXECUTING AN ACCEPTANCE OF THE AGREEMENT IN THE FORM
APPROVED BY THE CITY ATTORNEY; AND FURTHER AUTHORIZING THE
CITY MANAGER TO EXECUTE ANY DOCUMENT OR AGREEMENT RELATED
TO THE ASSIGNMENT.
WHEREAS, on February 7, 1990, the City granted a franchise to Peoples Gas System
(PGS), a division of Tampa Electric Company ("PGS Gas Division") for the non-exclusive right
and privilege of supplying natural gas and other natural gas systems-related services within the
City of Miami Beach, for a period of twenty (20) years, the terms of which were set forth in
Ordinance No. 90-2679 and the Acceptance of Natural Gas Franchise ("Acceptance") executed
by PGS; and
WHEREAS, on January 29, 2016, a new franchise agreement(Agreement)was approved
and memorialized pursuant to Ordinance 2016-3989(the"2016 Ordinance"), as may be amended
from time to time, and an Acceptance by PGS for a term of ten (10) years; and
WHEREAS, the 2016 Ordinance applies to PGS' successors and/or assigns; however
Section 6 of the Ordinance requires the consent of the City for any assignment, which shall not
be unreasonably withheld or unduly delayed, and further, subject to the assignee assuming the
terms of the Agreement; and
WHEREAS, in 1997, PGS merged into Tampa Electric Company; and
WHEREAS, TECO Energy, Inc. ("TECO"), the parent company to Tampa Electric
Company, is in the process of reorganizing portions of its business (the "Reorganization"); and
WHEREAS, under the Reorganization, all of the assets, rights and obligations of the PGS
Gas Division (including the gas distribution system facilities located in the City's rights-of-way and
governed by the Franchise), will be transferred to a new corporation called Peoples Gas System,
Inc. ("PGS NewCo"); and
WHEREAS, PGS NewCo will be an indirect, wholly owned subsidiary of TECO and will
use its former corporate name, Peoples Gas System, Inc.; and
WHEREAS, The effect of the Reorganization, which has a target date of January 1, 2023,
will be seamless to the City, with uninterrupted service to the City residents and payment of the
franchise fees to the City under the Franchise Agreement; and
WHEREAS, the Administration recommends approving the consent to the assignment of
the Franchise Agreement from Tampa Electric Company to PGS NewCo, contingent upon PGS
NewCo executing an Acceptance of the terms and conditions of the Franchise Agreement in the
form acceptable to the City Attorney.
NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY
COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that the Mayor and City
Commission hereby approve the assignment, from Tampa Electric Company (Assignor) to
Peoples Gas System, Inc. (Assignee), an indirect, wholly owned subsidiary of TECO Energy, Inc.
(the parent company of Tampa Electric Company), of the non-exclusive natural gas Franchise
Agreement for the use of the City's public rights-of-way; said Agreement evidenced by the
Acceptance of Assignor of the terms and conditions of the Agreement, as set forth in Ordinance
No. 2016-3989; provided that the approval shall be contingent upon Assignee executing an
Acceptance of the Agreement in the form approved by the City Attorney; and further authorize the
City Manager to execute any document or agreement related to the assignment.
PASSED and ADOPTED this It! day of lkCeMbeK 2022.
ATTEST:
771 DEC 2022 Dan Gelber, Mayor
Rafael E. Granado, City Clerk
IUKORP VRATEDi.
2•.
APPROVED AS TO
FORM & LANGUAGE
& FOR EXECUTION
City Attorney (]p r Date
Resolutions-C7 J
MIAMI BEACH
COMMISSION MEMORANDUM
TO: Honorable Mayor and Members of the City Commission
FROM: Aline T. Hudak, City Manager
DATE: December 14, 2022
SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY
OF MIAMI BEACH, FLORIDA, APPROVING THE ASSIGNMENT FROM
TAMPA ELECTRIC COMPANY (TAMPA ELECTRIC) TO PEOPLES GAS
SYSTEM, INC., AN INDIRECT, WHOLLY OWNED SUBSIDIARY OF TECO
ENERGY, INC., THE PARENT COMPANY (ASSIGNEE) OF TAMPA
ELECTRIC'S INTEREST IN THE NON-EXCLUSIVE NATURAL GAS
FRANCHISEE AGREEMENT, EVIDENCED PURSUANT TO ORDINANCE
NO. 2016-3989 AND THE ACCEPTANCE THEREOF BY TAMPA ELECTRIC;
PROVIDED, HOWEVER, THAT ASSIGNEE EXECUTES AN ACCEPTANCE
OF THE TERMS AND CONDITIONS OF THE ORDINANCE AND ANY
OTHER DOCUMENT OR AGREEMENT WHICH THE CITY ATTORNEYS
OFFICE MAY DEEM NECESSARY TO EFFECTUATE THE ASSIGNMENT;
AND FURTHER AUTHORIZING THE CITY MANAGER, ON BEHALF OF
THE CITY, TO EXECUTE ANY DOCUMENT OR AGREEMENT RELATED TO
THE ASSIGNMENT.
RECOMMENDATION
The Administration recommends approving the Resolution.
BACKGROUND/HISTORY
TECO Energy, Inc. ("TECO"), the parent company to Tampa Electric Company, is in the
process of reorganizing portions of its business (the"Reorganization").
Under the Reorganization, all of the assets, rights and obligations of the Peoples Gas System
(PGS) Gas Division(including the gas distribution system facilities located in the City rights-of-
way and governed by the Franchise), will be transferred to a new corporation called Peoples
Gas System, Inc. ("PGS NewCo").
In 1990, the City Granted PGS Gas Division's predecessor entity, Peoples Gas System, Inc. a
gas franchise, which was merged into Tampa Electric Company in 1997. PGS NewCo will be
an indirect, wholly owned subsidiary of TECO and will use its former corporate name, Peoples
Gas System, Inc.
The target date for the Reorganization is January 1, 2023. The effect of the Reorganization will
Page 466 of 952
be seamless to the City with uninterrupted payment of franchise fees owed under the Franchise.
Prior to such transfer, PGS NewCo will enter into an assignment and assumption agreement
pursuant to which PGS NewCo will agree to be bound by the terms and conditions of the
Franchise.
ANALYSIS
Section 6 of the Franchise provides that the Franchise "shall not be leased, assigned or
otherwise alienated or disposed of except with the prior express written consent of the City,
which shall not be unreasonably withheld or delayed."
Accordingly, the PGS Gas Division hereby requests the consent and approval of the City
Commission to the transfer of the Franchise to PGS NewCo to be effective as of the closing of
the Reorganization.
SUPPORTING SURVEY DATA
Results from the 2022 Resident Survey related to the City's perception and satisfaction show
an overall approval of 67.4%, and rated the City as a good place to live.
FINANCIAL INFORMATION
No fiscal impact.
CONCLUSION
The Administration recommends approving the Resolution.
Applicable Area
Citywide
Is this a"Residents Right Does this item utilize G.O.
to Know" item. pursuant to Bond Funds?
City Code Section 2-14?
Yes No
Strategic Connection
Prosperity - Market and promote Miami Beach as a world class arts, culture, and quality
entertainment destination.
Legislative Tracking
Public Works
ATTACHMENTS:
Description
❑ TECO Reorganization Letter
❑ DRAFT RESO
Page 467 of 952
TEGO
PA ELECTRIC
AN EMERA COMPANY
Ellen W.Anderton*
Senior Corporate Counsel
•Admitted in California and
• the District of Columbia
Not admitted in Florida
Writer's Direct
Dial:(813)228-4789
Fax:(813)228-1328
E-Mail: .
September 27,2022
Sent Via Electronic Mail
Gisela Torres
City of Miami Beach
1700 Convention Center Drive
Miami Beach,FL 33139
Ref: Franchise (the "Franchise") granted to Peoples Gas System, a division of
Tampa Electric Company("PGS Gas Division").by the City of Miami Beach,
Florida(the"City")pursuant to Ordinance No.2016-3989
Subject: Request City Consent to Assignment of the Franchise in Connection with the
Reorganization(as described below)
Dear Gisela:
Thank you for speaking with Sergio Abrcu and myself on September 12, 2022. We appreciated the
opportunity to discuss the planned corporate reorganization taking place at year-end and the need to obtain
the City's consent to the assignment of the Franchise.
As I explained,TECO Energy, lnc.("TECO"),the parent company to Tampa Electric Company, is in the
process of reorganizing portions of its business("Reorganization"). Under the Reorganization,all of the
assets, rights and obligations of the PGS Gas Division (including the gas distribution system facilities
located in the City's rights-of-way and governed by the Franchise)will be transferred to a new corporation
called Peoples Gas System, Inc. ("PGS NewCo"). (As 1 mentioned in our call, the prior gas franchise
granted by the City in 1990 was to PGS Gas Division's predecessor entity,Peoples Gas System,inc.,which
was merged into Tampa Electric Company in 1997.) PGS NewCo will be an indirect, wholly owned
subsidiary of TECO and will use its former corporate name,Peoples Gas System, Inc.
The target date for the Reorganization is January 1,2023. The effect of the Reorganization will be seamless
to the City with uninterrupted payment of franchise fees owed under the Franchise. Prior to such transfer,
PGS NewCo will enter into an assignment and assumption agreement pursuant to which PGS NewCo will
agree to be bound by the terms and conditions of the Franchise.
Section 6 of the Franchise provides that the Franchise"shall not be leased,assigned or otherwise alienated
or disposed of except with the prior express written consent of the City, which shall not be unreasonably
withheld or delayed." Accordingly,the PGS Gas Division hereby requests the consent and approval of the
Tampa Electric Company
P. 0.Box 111 Tampa, Fl 3 3 601-0111 (813)226-4111 tarnpaelectric.corn
Page 468 of 952 -
Ms.Gisela Torres
September 27,2022
Page Two
City Commission to the transfer of the Franchise to PGS NewCo to be effective as of the closing of the
Reorganization. Please indicate the City's consent to the assignment described above by having an
authorized representative sign and date in the spaces provided below and email a scanned copy of this
document to me at NI'l:li`1on<i tecocniern corn at your earliest convenience.To the extent the City passes
a Resolution or Ordinance in connection with such consent,we ask that you provide us with a copy of the
document.
Should there be any questions regarding this consent, please do not hesitate to contact me or your PGS
Regional Manager.
Sincerely,
Ellen Anderton,Esq.
Senior Corporate Counsel
CONSENT TO ASSIGNMENT OF THE
FRANCHISE AND OTHER ASSETS OF THE
PGS GAS DIVISION TO PEOPLES GAS
SYSTEM,INC.:
The City of Miami Beach, Florida
By:
Name:
Title:
Date:
cc: Otniel Rodriguez(via email)
Fiorella Sarmiento(via email)
Kandi Floyd,PGS Director of External Affairs
Sergio Abreu,PGS Regional Manager
Tampa Electric Company
P.0.Box 111 Tampa, Fl 3 3 6 01-0111 (813)228-4111 tampaetectrlc.com
Page 469 of 952